Common use of Authorization, Compliance, Etc Clause in Contracts

Authorization, Compliance, Etc. The execution and delivery of, and the performance by each of Guarantor and each Seller of its obligations under, the Facility Documents to which it is a party (a) are within such Seller’s or Guarantor’s, as applicable, powers, (b) have been duly authorized by all requisite action, (c) do not violate any provision of applicable law, rule or regulation, or any order, writ, injunction or decree of any court or other Governmental Authority, or its organizational documents, (d) do not violate any material indenture, agreement, document or instrument to which any Seller, Guarantor or any of its Subsidiaries is a party, or by which any of them or any of their properties, any of the Repurchase Assets is bound or to which any of them is subject and (e) are not in conflict with, do not result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or except as may be provided by any Facility Document, result in the creation or imposition of any Lien upon any of the property or assets of any Seller, Guarantor or any of its Subsidiaries pursuant to, any such indenture, agreement, document or instrument. Neither Guarantor nor any Seller is required to obtain any consent, approval or authorization from, or to file any declaration or statement with, any Governmental Authority in connection with or as a condition to the consummation of the Transactions contemplated herein and the execution, delivery or performance of the Facility Documents to which it is a party.

Authorization, Compliance, Etc. The execution and delivery of, and the performance by each of the Guarantor and each Seller of its obligations under, the Facility Documents to which it is a party (a) are within such Seller’s or the Guarantor’s, as applicable, powers, (b) have been duly authorized by all requisite action, (c) do not violate any provision of applicable law, rule or regulation, or any order, writ, injunction or decree of any court or other Governmental Authority, or its organizational documents, (d) do not violate any material indenture, agreement, document or instrument to which any Seller, the Guarantor or any of its their Subsidiaries is a party, or by which any of them or any of their properties, properties or any of the Repurchase Assets is bound or to which any of them is subject and (e) are not in conflict with, do not result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or except as may be provided by any Facility Document, result in the creation or imposition of any Lien upon any of the property or assets of any Seller, the Guarantor or any of its Subsidiaries pursuant to, any such indenture, agreement, document or instrument. Neither the Guarantor nor any Seller is required to obtain any consent, approval or authorization from, or to file any declaration or statement with, any Governmental Authority in connection with or as a condition to the consummation of the Transactions contemplated herein and the execution, delivery or performance of the Facility Documents to which it is a party.

Authorization, Compliance, Etc. The execution and delivery of, and the performance by each of Seller and Guarantor and each Seller of its obligations under, the Facility Documents to which it is a party (a) are within such Seller’s or and Guarantor’s, as applicable, ’s powers, (b) have been duly authorized by all requisite action, (c) do not violate any provision of applicable law, rule or regulation, or any order, writ, injunction or decree of any court or other Governmental Authority, or its organizational documents, (d) do not violate any material indenture, agreement, document or instrument to which any such Seller, Guarantor or any of its Subsidiaries is a party, or by which any of them or any of their properties, any of the Repurchase Assets is bound or to which any of them is subject and (e) are not in conflict with, do not result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or except as may be provided by any Facility Document, result in the creation or imposition of any Lien upon any of the property or assets of any such Seller, Guarantor or any of its Subsidiaries pursuant to, any such indenture, agreement, document or instrument. Neither No Seller or Guarantor nor any Seller is required to obtain any consent, approval or authorization from, or to file any declaration or statement with, any Governmental Authority in connection with or as a condition to the consummation of the Transactions contemplated herein and the execution, delivery or performance of the Facility Documents to which it is a party.

Authorization, Compliance, Etc. The execution and delivery of, and the performance by each of Seller and Guarantor and each Seller of its obligations under, the Facility Documents to which it is a party (ai) are within such Seller’s or and Guarantor’s, as applicable, ’s powers, (bii) have been duly authorized by all requisite action, (ciii) do not violate any provision of applicable law, rule or regulation, or any order, writ, injunction or decree of any court or other Governmental Authority, or its organizational documents, (div) do not violate any material indenture, agreement, document or instrument to which any Seller, Seller or Guarantor or any of its their Subsidiaries is a party, or by which any of them or any of their properties, any of the Repurchase Assets is bound or to which any of them is subject and (ev) are not in conflict with, do not result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or except as may be provided by any Facility Document, result in the creation or imposition of any Lien upon any of the property or assets of any Seller, Seller or Guarantor or any of its their Subsidiaries pursuant to, any such indenture, agreement, document or instrument. Neither Seller nor Guarantor nor any Seller is required to obtain any consent, approval or authorization from, or to file any declaration or statement with, any Governmental Authority in connection with or as a condition to the consummation of the Transactions contemplated herein and the execution, delivery or performance of the Facility Documents to which it is a party.

Authorization, Compliance, Etc. The execution and delivery of, and the performance by each of Guarantor the Seller and each Seller Guarantor of its their respective obligations under, the Facility Repurchase Documents to which it is they are a party (a) are within such the Seller’s or 's and each Guarantor’s, as applicable, 's powers, (b) have been duly authorized by all requisite action, (c) do not violate any provision of applicable law, rule or regulation, or any order, writ, injunction or decree of any court or other Governmental Authority, or its organizational documents, (d) do not violate any material indenture, agreement, document or instrument to which any the Seller, each Guarantor or any of its their respective Subsidiaries is a party, or by which any of them or any of their properties, any of the Repurchase Assets is bound or to which any of them is subject and (e) are not in conflict with, do not result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or except as may be provided by any Facility Repurchase Document, result in the creation or imposition of any Lien upon any of the property or assets of any the Seller, any Guarantor or any of its their respective Subsidiaries pursuant to, any such indenture, agreement, document or instrument. Neither The Seller and each Guarantor nor any Seller is are not required to obtain any consent, approval or authorization from, or to file any declaration or statement with, any Governmental Authority in connection with or as a condition to the consummation of the Transactions contemplated herein and the execution, delivery or performance of the Facility Repurchase Documents to which it is they are a party.

Authorization, Compliance, Etc. The execution and delivery (subject to the provisions of the Escrow Agreement) of, and the performance by each of Guarantor and each Seller of its obligations under, the Facility Repurchase Documents to which it is a party (a) are within such Seller’s or Guarantor’s, as applicable, 's powers, (b) have been duly authorized by all requisite action, (c) do not violate any provision of applicable law, rule or regulation, or any order, writ, injunction or decree of any court or other Governmental Authority, or its organizational documents, (d) do not violate any material indenture, agreement, document or instrument to which any Seller, Guarantor such Seller or any of its consolidated Subsidiaries is a party, or by which any of them or any of their properties, any of the Repurchase Transaction Assets or Subject Securities (including, without limitation, the Securitization Documents) is bound or to which any of them is subject and subject, (e) are not in conflict with, do not result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or except as may be provided by any Facility Repurchase Document, result in the creation or imposition of any Lien upon any of the property or assets of any Seller, Guarantor such Seller or any of its consolidated Subsidiaries pursuant to, any such indenture, agreement, document or instrumentinstrument and (f) will not result in CBO REIT II ceasing to qualify as a REIT or either REIT Subsidiary ceasing to qualify as a Qualified REIT Subsidiary. Neither Guarantor nor any Seller is required to obtain any consent, approval or authorization from, or to file any declaration or statement with, any Governmental Authority in connection with or as a condition to the consummation of the Transactions Transaction contemplated herein and the execution, delivery or performance of the Facility Repurchase Documents to which it is a party.

Authorization, Compliance, Etc. The execution and delivery of, and the performance by each of Guarantor and each Seller the Borrower of its obligations under, this Agreement, the Facility Notes, the Security Documents and the other agreements and instruments relating thereto (all of the foregoing being hereinafter referred to which it is a party (a) are within such Seller’s or Guarantor’s, collectively as applicable, powers, (bthe "Transaction Documents") have been duly authorized by all requisite action, (c) do corporate action and will not violate any provision of applicable law, rule or regulation, or any order, writ, injunction judgment or decree of any court of other agency of government, including without limitation the FAA, the charter documents or bylaws of the Borrower or any indenture, agreement or other Governmental Authority, or its organizational documents, (d) do not violate any material indenture, agreement, document or instrument to which any Seller, Guarantor or any of its Subsidiaries the Borrower is a party, or by which any of them the Borrower is bound, or any of their properties, any of the Repurchase Assets is bound or to which any of them is subject and (e) are not in conflict with, do not result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or except as may be provided by any Facility Documentpermitted under this Agreement, result in the creation or imposition of any Lien lien, charge or encumbrance of any nature whatsoever upon any of the property or assets of any Seller, Guarantor or any of its Subsidiaries the Borrower pursuant to, any such indenture, agreementagreement or instrument that would have a Material Adverse Effect. Each of the Transaction Documents constitutes the valid and binding obligation of the Borrower, document enforceable against it in accordance with its terms, subject, however to bankruptcy, insolvency, reorganization, moratorium and similar laws affecting the rights and remedies of creditors generally or instrument. Neither Guarantor nor the application of principles of equity, whether in any Seller is required to obtain any consentaction in law or proceeding in equity, approval or authorization from, or to file any declaration or statement with, any Governmental Authority in connection with or as a condition and subject to the consummation availability of the Transactions contemplated herein and the execution, delivery remedy of specific performance or performance of the Facility Documents any other equitable remedy or relief to which it is a partyenforce any right under any such agreement.