Common use of Authorization; Validity and Effect of Agreement Clause in Contracts

Authorization; Validity and Effect of Agreement. RP has the requisite corporate power and corporate authority to execute and deliver this Agreement and all agreements and documents contemplated hereby and consummate the transactions contemplated hereby and thereby. Subject only to the approval of this Agreement and the transaction contemplated hereby by the holders of a majority of the outstanding RP Shares, the consummation by RP of the transaction contemplated hereby has been duly authorized by all requisite corporate action. This Agreement constitutes, and all agreements and documents contemplated hereby (when executed and delivered pursuant hereto for value received) will constitute, the valid and legally binding obligations of RP, enforceable in accordance with their respective terms subject to applicable bankruptcy, insolvency, moratorium or other similar laws relating to creditors' rights and general principles of equity.

Authorization; Validity and Effect of Agreement. RP RG has the requisite corporate power and corporate authority to execute and deliver this Agreement and all agreements and documents contemplated hereby and consummate the transactions contemplated hereby and therebyhereby. Subject only to the approval of this Agreement and the transaction contemplated hereby by the holders of a majority of the outstanding RP RG Shares, the consummation by RP RG of the transaction contemplated hereby has been duly authorized by all requisite corporate action. This Agreement constitutes, and all agreements and documents contemplated hereby (when executed and delivered pursuant hereto for value received) will constitute, the valid and legally binding obligations of RPRG, enforceable in accordance with their respective terms terms, subject to applicable bankruptcy, insolvency, moratorium or other similar laws relating to creditors' rights and general principles of equity.