Common use of Authorization and Binding Effect; Corporate Documentation Clause in Contracts

Authorization and Binding Effect; Corporate Documentation. (a) Each Seller Party has full power and authority to enter into this Agreement and the Ancillary Documents to which it is or is required to be a party and to consummate the transactions contemplated hereby and thereby and to perform its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Ancillary Documents and the consummation of the transactions contemplated hereby and thereby have been duly authorized by all necessary action on the part of each Seller Party, including requisite manager and member approval of the Company. Each of this Agreement and each Ancillary Document to which a Seller Party is or is required to be a party has been duly executed and delivered by each such Seller Party and constitutes a legal, valid and binding obligation of such Seller Party, enforceable against such Seller Party in accordance with its terms, except as the enforceability thereof may be limited by the Permitted Exceptions. (b) The copies of the Governing Documents of each Lighthouse Company, as amended to date, copies of which have heretofore been delivered to Buyer, are true, complete and correct copies of the Governing Documents of each Lighthouse Company, as amended through and in effect on the date hereof. The minute books and records of the proceedings of each Lighthouse Company, copies of which have been delivered to Buyer, are true, correct and complete in all material respects.

Authorization and Binding Effect; Corporate Documentation. (a) Each Seller Party has full power and authority to enter into this Agreement and the Ancillary Documents to which it is is, or is required to be be, a party and to consummate the transactions contemplated hereby he reby and thereby and to perform its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Ancillary Documents and the consummation of the transactions contemplated hereby and thereby have been duly authorized by all necessary action on the part of each Seller Party, including requisite manager board of directors and member stockholder approval of the Company. Each of this Agreement and each Ancillary Document to which a Seller Party is or is required to be a party has been duly executed and delivered by each such Seller Party and, assuming the due execution and delivery by the other parties hereto or thereto, constitutes a legal, valid and binding obligation of such Seller Party, enforceable against such Seller Party in accordance with its terms, except as the enforceability thereof may be limited by the Permitted Permit txx Exceptions. (b) . The copies of the Governing Documents of each Lighthouse the Company, as amended to date, copies of which have heretofore been delivered to Buyer, are true, complete and correct copies of the Governing Documents of each Lighthouse the Company, as amended through and in effect on the date hereof. The minute books and records of the proceedings of each Lighthouse the Company, copies of which have been delivered to Buyer, are true, correct and complete in all material respects.

Authorization and Binding Effect; Corporate Documentation. (a) Each Seller Party has full power and authority to enter into this Agreement and the Ancillary Documents to which it is is, or is required to be be, a party and to consummate the transactions contemplated hereby and thereby and to perform its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Ancillary Documents and the consummation of the transactions contemplated hereby and thereby have been duly authorized by all necessary action on the part of each Seller Party, including requisite manager board of directors and member stockholder approval of the Company. Each of this Agreement and each Ancillary Document to which a Seller Party is or is required to be a party has been duly executed and delivered by each such Seller Party and, assuming the due execution and delivery by the other parties hereto or thereto, constitutes a legal, valid and binding obligation of such Seller Party, enforceable against such Seller Party in accordance with its terms, except as the enforceability thereof may be limited by the Permitted Exceptions. (b) . The copies of the Governing Documents of each Lighthouse the Company, as amended to date, copies of which have heretofore been delivered to Buyer, are true, complete and correct copies of the Governing Documents of each Lighthouse the Company, as amended through and in effect on the date hereof. The minute books and records of the proceedings of each Lighthouse the Company, copies of which have been delivered to Buyer, are true, correct and complete in all material respects.

Authorization and Binding Effect; Corporate Documentation. (a) Each Seller Party has full power and authority to enter into this Agreement and the Ancillary Documents to which it is or is required to be a party and to consummate the transactions contemplated hereby and thereby and to perform its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Ancillary Documents and the consummation of the transactions contemplated hereby and thereby have been duly authorized by all necessary action on the part of each Seller Party, including requisite manager board of directors and member stockholder approval of the Company. Each of this Agreement and each Ancillary Document to which a Seller Party is or is required to be a party has been duly executed and delivered by each such Seller Party and constitutes a legal, valid and binding obligation of such Seller Party, enforceable against such Seller Party in accordance with its terms, except as the enforceability thereof may be limited by the Permitted Exceptions. (b) . The copies of the Governing Documents of each Lighthouse the Company, as amended to date, copies of which have heretofore been delivered to Buyer, are true, complete and correct copies of the Governing Documents of each Lighthouse the Company, as amended through and in effect on the date hereof. The minute books and records of the proceedings of each Lighthouse the Company, copies of which have been delivered to Buyer, are true, correct and complete in all material respects.