AUTHORIZATION; ENFORCEABILITY; EXECUTION AND DELIVERY. (a) The Owner has all necessary corporate power and authority to execute, deliver and perform under this Assignment.
(b) All action on the part of the Owner that is required for the authorization, execution, delivery and performance of this Assignment has been duly and effectively taken; and the execution, delivery and performance of this Assignment does not require the approval or consent of any Person except for such consents and approvals as have been obtained on or prior to the Closing Date.
(c) This Assignment has been duly executed and delivered by the Owner. This Assignment constitutes the legal, valid and binding obligation of the Owner, enforceable against it in accordance with the terms thereof.
AUTHORIZATION; ENFORCEABILITY; EXECUTION AND DELIVERY. Buyer has all necessary corporate power and authority to execute, deliver and perform its obligations under this Agreement and each other related document to which it is a party. The execution, delivery and performance by Buyer of this Agreement have been duly authorized by all necessary corporate action on behalf of Buyer. This Agreement has been duly executed and delivered by Buyer and (assuming the due authorization, execution and delivery by the other parties hereto and thereto) this Agreement and each such other document related to this Agreement to which Buyer is a party constitute legal, valid and binding obligations, enforceable against it in accordance with their terms, except as such enforceability (i) may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the enforcement of creditors’ rights and remedies generally and (ii) is subject to general principles of equity (regardless of whether enforceability is considered in a proceeding in equity or at law).
AUTHORIZATION; ENFORCEABILITY; EXECUTION AND DELIVERY. (a) Guarantor has all necessary power and authority to execute, deliver and perform its obligations under this Agreement, the Initial Partnership Notes and each other Financing Document to which it is a party.
(b) All action on the part of Guarantor that is required for the authorization, execution, delivery and performance of this Agreement, the Initial Partnership Notes and each other Financing Document to which Guarantor is a party has been duly and effectively taken; and the execution, delivery and performance of this Agreement, the Initial Partnership Notes and each such other Financing Document to which Guarantor is a party does not require the approval or consent of any holder or trustee of any Indebtedness or other material obligations of Guarantor which has not been obtained.
(c) This Agreement, the Initial Partnership Notes and each other Financing Document to which Guarantor is a party have been duly authorized, executed and delivered by Guarantor. Each of this Agreement, the Initial Partnership Notes and each other Financing Document to which Guarantor is a party constitutes a legal, valid and binding obligation of Guarantor enforceable against Guarantor in accordance with the terms hereof and thereof, except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors' rights generally, and subject to general principles of equity.
AUTHORIZATION; ENFORCEABILITY; EXECUTION AND DELIVERY. (a) The Account Party has all necessary corporate power and authority to execute, deliver and perform this Agreement and each other Transaction Document.
(b) All action on the part of the Account Party that is required for the authorization, execution, delivery and performance of this Agreement and each other Transaction Document has been duly and effectively taken; and the execution, delivery and performance by the Account Party of this Agreement and each other Transaction Document does not require the approval or consent of any Person including any holder of any indebtedness or other obligations of the Account Party or any court or tribunal, which has not been obtained.
(c) This Agreement and each other Transaction Document has been duly executed and delivered by the Account Party. Each of this Agreement and each other Transaction Document constitutes the legal, valid and binding obligation of the Account Party.
AUTHORIZATION; ENFORCEABILITY; EXECUTION AND DELIVERY. Each Seller has all necessary organizational power and authority to execute and deliver and, subject to the entry of the Approval Order and, with respect to the Sellers’ obligations under Section 9.1(e), the entry of the Scheduling Order, perform its obligations under this Agreement and each other related document to which it is a party. The execution and delivery of this Agreement and the related documents to which a Seller is a party and the consummation of the transactions contemplated hereby and thereby have been duly authorized by all necessary organizational action on the part of the Sellers. This Agreement has been, and, subject to the entry of the Approval Order and, with respect to Sellers’ obligations under Section 9.1(e), the entry of the Scheduling Order, each of the related documents to which a Seller is a party will be at or prior to the Closing, duly and validly executed and delivered by such Seller which is a party thereto and (assuming the due authorization, execution and delivery by the other Parties hereto and thereto, the entry of the Approval Order and, with respect to Sellers’ obligations under Section 9.1(e), the entry of the Scheduling Order) this Agreement and each such other document related to this Agreement to which a Seller is a party constitute its legal, valid and binding obligations, enforceable against it in accordance with their terms, except as such enforceability (i) may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the enforcement of creditors’ rights and remedies generally, and (ii) is subject to general principles of equity (regardless of whether enforceability is considered in a proceeding in equity or at law).
AUTHORIZATION; ENFORCEABILITY; EXECUTION AND DELIVERY. Each Seller has all necessary organizational power and authority to execute and deliver and, subject to the entry of the Approval Order, perform its obligations under this Agreement and each other related document to which it is a party. The execution and delivery of this Agreement and the related documents to which a Seller is a party and the consummation of the transactions contemplated hereby and thereby have been duly authorized by all necessary organizational action on the part of the Sellers. This Agreement has been, and, subject to the entry of the Approval Order, each of the related documents to which a Seller is a party will be at or prior to the Closing, duly and validly executed and delivered by such Seller which is a party thereto and (assuming the due authorization, execution and delivery by the other Parties hereto and thereto and the entry of the Approval Order) this Agreement and each such other document related to this Agreement to which a Seller is a party constitute its legal, valid and binding obligations, enforceable against it in accordance with their terms, except as such enforceability (i) may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the enforcement of creditors' rights and remedies generally, and (ii) is subject to general principles of equity (regardless of whether enforceability is considered in a proceeding in equity or at law).
AUTHORIZATION; ENFORCEABILITY; EXECUTION AND DELIVERY. NO CONFLICTS; LAWS AND CONSENTS; NO DEFAULT................ 3 -------------------------------------------
AUTHORIZATION; ENFORCEABILITY; EXECUTION AND DELIVERY. The Owner has all necessary corporate power and authority to execute, deliver and perform under this Assignment.
AUTHORIZATION; ENFORCEABILITY; EXECUTION AND DELIVERY. (a) The Company has all necessary power and authority to execute, deliver and perform its obligations under the Transaction Documents executed on or prior to the date of original issuance of the Bonds hereunder and to which it is a party.
(b) All action on the part of the Company that is required for the authorization, execution, delivery and performance of the Transaction Documents to which the Company is a party, in each case has been duly and effectively taken; and the execution, delivery and performance of the Transaction Documents does not require the approval or consent of any holder or trustee of any Debt or other obligations of the Company or of any contractual counterparty, which has not been obtained.
(c) Each Transaction Document to which the Company is a party has been duly executed and delivered by the Company and constitutes a legal, valid and binding obligation of the Company enforceable against it in accordance with the terms thereof, except as such enforceability (i) may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium and similar laws affecting the enforcement of creditors' rights and remedies generally and (ii) is subject to general principles of equity (regardless of whether enforceability is considered in a proceeding in equity or at law).
AUTHORIZATION; ENFORCEABILITY; EXECUTION AND DELIVERY. Buyer has all necessary corporate power and authority to execute, deliver and perform its obligations under this Agreement and each other related document to which it is a party. All actions on the part of Buyer that are required for the authorization, execution, delivery and performance of the Agreement and each other related document to which it is a party, in each case, have been duly and effectively taken, and the execution, delivery and performance of its obligations under this Agreement and each such other document do not require the approval or consent of any Person, except for such consents and approvals as have been or will be obtained on or prior to the Closing Date, which is the date the Sale Assets will be delivered by Seller to Buyer. This Agreement and each such other document related to the Agreement to which Buyer is a party constitutes its legal, valid and binding obligation, enforceable against it in accordance with the terms thereof, except as such enforceability (i) may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the enforcement of creditors' rights and remedies generally and (ii) is subject to general principles of equity (regardless of whether enforceability is considered in a proceeding in equity or at law).
