Common use of Authority; Due Execution Clause in Contracts

Authority; Due Execution. The Company has full corporate power and authority to perform its respective obligations under this Agreement and each of the Related Agreements, and the execution, delivery and performance by the Company of this Agreement and each Related Agreement have been duly authorized by all necessary corporate action on the part of the Company. This Agreement has been duly executed and delivered by the Company and constitutes, and each of the Related Agreements, when duly executed and delivered by the Company, will constitute, a valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except (i) rights to indemnity and contribution under the Registration Rights Agreement may be limited by applicable law, (ii) enforceability may be limited by bankruptcy, insolvency, moratorium and similar laws affecting creditors' rights generally and (iii) rights of acceleration and the availability of equitable remedies may be limited by equitable principles of general applicability.