Common use of Authorization; Valid and Binding Agreement; No Breach Clause in Contracts

Authorization; Valid and Binding Agreement; No Breach. (a) The Company has the limited liability company power and authority to enter into this Agreement and the other Transaction Documents to which it is or will be a party, to perform its obligations hereunder and thereunder and to consummate the Merger and the other Transactions.

Authorization; Valid and Binding Agreement; No Breach. (ai) The Company has the limited liability company corporate power and authority to enter into this Agreement and the other Transaction Documents to which it is or will be a party, and, subject to receipt of the Parent Stockholder Approval (as defined in the Merger Agreement), to perform its obligations hereunder and thereunder and to consummate the Merger and the other Transactionstransactions contemplated hereby.