Common use of Authority and Validity of Obligations Clause in Contracts

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan Documents, to make the borrowings herein provided for, to issue its Note in evidence thereof, to grant to the Bank the Liens described in the Collateral Documents, and to perform all of its obligations hereunder and under the other Loan Documents. The Loan Documents delivered by the Borrower have been duly authorized, executed, and delivered by the Borrower and constitute valid and binding obligations of the Borrower enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, or similar laws affecting creditors' rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any provision of the charter, articles of incorporation, or by-laws of the Borrower or any covenant, indenture or agreement of or affecting the Borrower, or any of its Property, or (b) result in the creation or imposition of any Lien on any Property of the Borrower other than the Liens granted to the Bank.

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan Documents, to make the borrowings herein provided for, to issue its Note in evidence thereof, to grant to the Bank the Liens described in the Collateral Documents, and to perform all of its obligations hereunder and under the other Loan Documents. The Loan Documents delivered by the Borrower have been duly authorized, executed, and delivered by the Borrower and constitute valid and binding obligations of the Borrower enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, or similar laws affecting creditors' ’ rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any provision of the charter, articles of incorporation, incorporation or by-laws of the Borrower or any covenant, indenture or agreement of or affecting the Borrower, Borrower or any of its Property, or (b) result in the creation or imposition of any Lien on any Property of the Borrower other than the Liens granted to the BankBorrower.

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan DocumentsDocuments executed by it, to make the borrowings herein provided for, to issue its Note Notes in evidence thereof, to grant to the Bank the Liens described in the Collateral Documents, and to perform all of its obligations hereunder and under the other Loan DocumentsDocuments executed by it. Each Subsidiary has full right and authority to enter into the Loan Documents executed by it, to guarantee the Obligations, Hedging Liability, and Funds Transfer and Bank Product Liability, and to perform all of its obligations under the Loan Documents executed by it. The Loan Documents delivered by the Borrower and by each Subsidiary have been duly authorized, executed, and delivered by the Borrower such Person and constitute valid and binding obligations of the Borrower such Person enforceable against it in accordance with their terms terms, except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, conveyance or similar laws affecting creditors' ’ rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower or any Subsidiary of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any Subsidiary or any provision of the organizational documents (e.g., charter, articles of incorporation, incorporation or by-laws laws, articles of association or operating agreement, partnership agreement or other similar organizational documents) of the Borrower or any Subsidiary, (b) contravene or constitute a default under any covenant, indenture or agreement of or affecting the Borrower, Borrower or any Subsidiary or any of its Property, in each case where such contravention or default, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect or (bc) result in the creation or imposition of any Lien on any Property of the Borrower other than the Liens granted to the Bankor any Subsidiary.

Authority and Validity of Obligations. The Each of the Borrower and HAI has full right and authority to enter into this Credit Agreement and the other Loan Documents, Credit Documents to make the borrowings herein provided for, to issue its Note in evidence thereof, to grant to the Bank the Liens described in the Collateral Documents, which it is a party and to perform all of its obligations hereunder and under the other Loan Credit Documents. The Loan Documents delivered by Without limiting the generality of the foregoing, the Borrower has full right, power and authority to make the borrowings herein provided for and to issue the Notes in evidence thereof and to apply for the issuance of Letters of Credit. The Credit Documents have been duly authorized, executed, executed and delivered by the Borrower and HAI and constitute valid and binding obligations of the Borrower and HAI enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, conveyance or similar laws affecting creditors' ’ rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Credit Agreement and the other Loan Credit Documents do not, nor does the performance or observance by the Borrower or HAI of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or HAI in any material respect or any provision of the charter, articles of incorporation, or by-laws organizational documents of the Borrower or HAI or any Material covenant, indenture or agreement of or affecting the Borrower, Borrower or HAI or any of its Propertytheir Properties, or (b) result in the creation or imposition of any Lien on any Property of the Borrower other than the Liens granted to the Bankor HAI.

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan Documents, to make the borrowings herein provided for, to issue its Note in evidence thereof, to grant to the Bank the Liens described in the Collateral Documents, and to perform all of its obligations hereunder and under the other Loan Documents. The Loan Documents delivered by the Borrower have been duly authorized, executed, and delivered by the Borrower and constitute valid and binding obligations of the Borrower enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, or similar laws affecting creditors' ’ rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any provision of the charter, articles of incorporation, association or by-laws of the Borrower or any covenant, indenture or agreement of or affecting the Borrower, Borrower or any of its Property, or (b) result in the creation or imposition of any Lien on any Property of the Borrower other than the Liens granted to the BankBorrower.

Authority and Validity of Obligations. The Each Borrower has full right and authority to enter into this Agreement and the other Loan Documents, to make the borrowings herein provided for, to issue its Note in evidence thereof, to grant to the Bank the Liens described in the Collateral Documents, and to perform all of its obligations hereunder and under the other Loan Documents. The Loan Documents delivered by the each Borrower have been duly authorized, executed, executed and delivered by the relevant Borrower and constitute valid and binding obligations of the such Borrower enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, conveyance or similar laws affecting creditors' rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower Borrowers of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the either Borrower or any provision of the charter, articles of incorporation, incorporation or by-laws of the either Borrower or any covenant, indenture or agreement of or affecting the Borrower, either Borrower or any of its their Property, or (b) result in the creation or imposition of any Lien on any Property of the either Borrower other than the except for Liens granted to in favor of the Bank.

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan Documents, to make the borrowings herein provided for, to issue its Note in evidence thereof, to grant to the Bank the Liens described in the Collateral Documents, for and to perform all of its obligations hereunder and under the other Loan Documents. The Loan Documents delivered by the Borrower have been duly authorized, executed, and delivered by the Borrower and constitute valid and binding obligations of the Borrower enforceable against each of them in accordance with their terms terms, except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, or similar laws affecting creditors' ’ rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of the organizational documents of the Borrower or (b) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any provision of the charter, articles of incorporation, or by-laws of the Borrower or any covenant, indenture or agreement of or affecting the Borrower, Borrower or any of its Property, except any such contravention or (b) result in the creation or imposition of any Lien on any Property of the Borrower other than the Liens granted default, that would not reasonably be expected to the Bankhave a Material Adverse Effect.