Common use of Authorization; Execution and Delivery; Valid and Binding Agreement Clause in Contracts

Authorization; Execution and Delivery; Valid and Binding Agreement. The Buyer has all limited liability company power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution, delivery and performance of this Agreement by the Buyer and the consummation of the transactions contemplated hereby have been duly and validly authorized by all requisite limited liability company proceedings and no other proceedings are necessary to authorize the execution, delivery, and performance of this Agreement. This Agreement has been duly executed and delivered by the Buyer and, assuming that this Agreement is the valid and binding agreement of the Seller and Medallion, constitutes the valid and binding obligation of the Buyer, enforceable in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application affecting enforcement of creditors’ rights or by general principles of equity.

Authorization; Execution and Delivery; Valid and Binding Agreement. The Buyer has all limited liability company corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution, delivery and performance of this Agreement by the Buyer and the consummation of the transactions contemplated hereby have been duly and validly authorized by all requisite limited liability company corporate proceedings and no other proceedings are necessary to authorize the execution, delivery, and performance of this Agreement. This Agreement has been duly executed and delivered by the Buyer and, assuming that this Agreement is the valid and binding agreement of the Seller and MedallionSellers, constitutes the valid and binding obligation of the Buyer, enforceable in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application affecting enforcement of creditors’ rights or by general principles of equity.

Authorization; Execution and Delivery; Valid and Binding Agreement. The Buyer Each Seller has all limited liability company the corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution, delivery and performance of this Agreement by the Buyer each Seller and the consummation of the transactions contemplated hereby have been duly and validly authorized by all requisite limited liability company corporate proceedings of each Seller, and no other proceedings on its part are necessary to authorize the execution, delivery, delivery and performance of this Agreement. This Agreement has been duly executed and delivered by the Buyer each Seller and, assuming that this Agreement is the valid and binding agreement of the Seller and MedallionBuyer, constitutes the valid and binding obligation of the Buyereach Seller, enforceable in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application affecting enforcement of creditors’ rights or by general principles of equity.