Common use of Cornerstone Clause in Contracts

Cornerstone. has full corporate power and authority to execute, deliver and perform its obligations under this Agreement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Agreement is in the ordinary course of Cornerstone’s business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of Cornerstone’s charter or by-laws or any legal restriction, or any material agreement or instrument to which Cornerstone is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Cornerstone or its property is subject. The execution, delivery and performance by Cornerstone of this Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of Cornerstone. This Agreement has been duly executed and delivered by Cornerstone and, upon the due authorization, execution and delivery by Assignor, Assignee and the Depositor, will constitute the valid and legally binding obligation of Cornerstone enforceable against Cornerstone in accordance with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to creditors’ rights generally, and by general principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law; and