Common use of Authorization; Binding Obligation Clause in Contracts

Authorization; Binding Obligation. No action, consent or approval on the part of such Seller is necessary to authorize such Seller's due and valid execution, delivery and consummation of this Agreement and each other Transaction Document to which it is a party. This Agreement has been duly executed and delivered by such Seller and, at the Closing, each of the other Transaction Documents to which such Seller is a party will be duly executed and delivered by such Seller. This Agreement is, and at the Closing each of the other Transaction Documents to which such Seller is a party will be, a legal, valid and binding obligation of such Seller, enforceable against such Seller in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer or conveyance or similar Laws relating to or limiting creditors' rights generally or by equitable principles relating to enforceability, and except as rights of indemnity or contribution may be limited by securities Laws or the public policy underlying such Laws.

Authorization; Binding Obligation. No actionThe Seller has the power and authority to make, consent or approval on execute, deliver and perform this Agreement and the part of such other Transaction Documents to which the Seller is a party and all of the transactions contemplated under this Agreement and the other Transaction Documents to which the Seller is a party, and has taken all necessary corporate and limited liability company action to authorize such Seller's due and valid the execution, delivery and consummation performance of this Agreement and each the other Transaction Document Documents to which it the Seller is a party. This Agreement has and the other Transaction Documents to which the Seller is a party have been duly executed and delivered by such the Seller and, at and constitute the Closing, each of the other Transaction Documents to which such Seller is a party will be duly executed and delivered by such Seller. This Agreement is, and at the Closing each of the other Transaction Documents to which such Seller is a party will be, a legal, valid and binding obligation of such the Seller, enforceable against such the Seller in accordance with its their terms, except as enforcement of such terms may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer or conveyance insolvency or similar Laws relating laws affecting the enforcement of creditors’ rights generally, any applicable law imposing limitations upon, or otherwise affecting, the availability or enforcement of rights to or limiting creditors' rights generally or by equitable principles relating to enforceabilityindemnification hereunder, and except as rights by the availability of indemnity or contribution may be limited by securities Laws or the public policy underlying such Lawsequitable remedies.

Authorization; Binding Obligation. No action, consent or approval on the part of such Seller is necessary to authorize such Seller's ’s due and valid execution, delivery and consummation of this Agreement and each other Transaction Document to which it is a party. This Agreement has been duly executed and delivered by such Seller and, at the Closing, each of the other Transaction Documents to which such Seller is a party will be duly executed and delivered by such Seller. This Agreement is, and at the Closing each of the other Transaction Documents to which such Seller is a party will be, a legal, valid and binding obligation of such Seller, enforceable against such Seller in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer or conveyance or similar Laws relating to or limiting creditors' ’ rights generally or by equitable principles relating to enforceability, and except as rights of indemnity or contribution may be limited by federal or state securities Laws or the public policy underlying such Laws.

Authorization; Binding Obligation. No action, consent or approval on the part of such Seller is necessary to authorize such Seller's ’s due and valid execution, delivery and consummation of this Agreement and each other Transaction Document to which it is a party. This Agreement has been duly executed and delivered by such Seller and, at the Closing, each of the other Transaction Documents to which such Seller is a party will be duly executed and delivered by such Seller. This Agreement is, and at the Closing each of the other Transaction Documents to which such Seller is a party will be, a legal, valid and binding obligation of such Seller, enforceable against such Seller in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer or conveyance or similar Laws relating to or limiting creditors' ’ rights generally or by equitable principles relating to enforceability, and except as rights of indemnity or contribution may be limited by securities Laws or the public policy underlying such Laws.

Authorization; Binding Obligation. No actionSuch Seller has the power and authority to make, consent or approval on execute, deliver and perform this Agreement and the part of other Related Documents to which such Seller is a party and all of the transactions contemplated under this Agreement and the other Related Documents to which such Seller is a party, and has taken all necessary corporate and limited liability company action to authorize such Seller's due and valid the execution, delivery and consummation performance of this Agreement and each the other Transaction Document Related Documents to which it such Seller is a party. This Agreement has and the other Related Documents to which such Seller is a party have been duly executed and delivered by such Seller and, at and constitute the Closing, each of the other Transaction Documents to which such Seller is a party will be duly executed and delivered by such Seller. This Agreement is, and at the Closing each of the other Transaction Documents to which such Seller is a party will be, a legal, valid and binding obligation of such Seller, enforceable against such Seller in accordance with its their terms, except as enforcement of such terms may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer or conveyance insolvency or similar Laws relating laws affecting the enforcement of creditors’ rights generally, any applicable law imposing limitations upon, or otherwise affecting, the availability or enforcement of rights to or limiting creditors' rights generally or by equitable principles relating to enforceabilityindemnification hereunder, and except as rights by the availability of indemnity or contribution may be limited by securities Laws or the public policy underlying such Lawsequitable remedies.