Common use of Corporate Power; Authorization; No Violation Clause in Contracts

Corporate Power; Authorization; No Violation. (a) The execution, delivery, and performance by the Borrower of this Agreement, the Notes, and the other Credit Documents to which it is a party and by the Guarantors of the Guaranties and the consummation of the transactions contemplated hereby and thereby (i) are within the Borrower’s and the Guarantors’ corporate, limited liability, or limited partnership powers, (ii) have been duly authorized by all necessary corporate, limited liability, or limited partnership action, (iii) do not contravene (A) the Borrower’s or any Guarantor’s certificate or articles of incorporation or formation, by-laws, limited liability company agreement or other governing documents or (B) any applicable law or any material Contractual Requirement binding on the Borrower or any Guarantor, and (iv) will not result in or require the creation or imposition of any Lien (other than Permitted Liens). (b) At the time of each Borrowing, such Borrowing and the use of the proceeds of such Borrowing (i) will be within the Borrower’s corporate powers, (ii) will have been duly authorized by all necessary corporate action on the part of the Borrower, (iii) will not contravene (A) the Borrower’s certificate of incorporation or by-laws or (B) any applicable law or any material Contractual Requirement binding on the Borrower, and (iv) will not result in or require the creation or imposition of any Lien (other than Permitted Liens).

Corporate Power; Authorization; No Violation. (a) The execution, delivery, and performance by the Borrower of this Agreement, the Notes, and the other Credit Documents to which it is a party and by the Guarantors of the Guaranties and the consummation of the transactions contemplated hereby and thereby (i) are within the Borrower’s and the Guarantors’ corporate, limited liability, or limited partnership powers, (ii) have been duly authorized by all necessary corporate, limited liability, or limited partnership action, (iii) do not contravene (A) the Borrower’s or any Guarantor’s certificate or articles of incorporation or formation, by-laws, limited liability company agreement or other governing documents or (B) any applicable law or any material Contractual Requirement contractual restriction binding on the Borrower or any Guarantor, and (iv) will not result in or require (A) the creation or imposition of any Lien prohibited by this Agreement or (other than Permitted Liens)B) any preferential right, right of first refusal, consent right, or similar right of a counterparty under any material contract. (b) At the time of each Borrowing, such Borrowing and the use of the proceeds of such Borrowing (i) will be within the Borrower’s corporate powers, (ii) will have been duly authorized by all necessary corporate action on the part of the Borrower, (iii) will not contravene (A) the Borrower’s certificate of incorporation or by-laws or (B) any applicable law or any material Contractual Requirement contractual restriction binding on the Borrower, and (iv) will not result in or require the creation or imposition of any Lien (other than Permitted Liens)prohibited by this Agreement.

Corporate Power; Authorization; No Violation. (a) The execution, delivery, and performance by the Borrower of this Agreement, the Notes, and the other Credit Documents to which it is a party and by the Guarantors of the Guaranties and the consummation of the transactions contemplated hereby and thereby (including the Mergers) (i) are within the Borrower’s and the Guarantors’ corporate, limited liability, or limited partnership powers, (ii) have been duly authorized by all necessary corporate, limited liability, or limited partnership action, (iii) do not contravene (A) the Borrower’s or any Guarantor’s certificate or articles articles, as the case may be, of incorporation or formation, by-laws, limited liability company agreement laws or other governing formation documents or (B) any applicable law or any material Contractual Requirement contractual restriction binding on or affecting the Borrower or any Guarantor, and (iv) will not result in or require (A) the creation or imposition of any Lien prohibited by this Agreement or (other than Permitted Liens)B) any preferential right, right of first refusal, consent right, or similar right of a counterparty under any material contract. (b) At the time of each Borrowing, such Borrowing and the use of the proceeds of such Borrowing (i) will be within the Borrower’s corporate powers, (ii) will have been duly authorized by all necessary corporate action on the part of the Borrower, (iii) will not contravene (A) the Borrower’s certificate of incorporation or by-laws or (B) any applicable law or any material Contractual Requirement contractual restriction binding on or affecting the Borrower, and (iv) will not result in or require the creation or imposition of any Lien (other than Permitted Liens)prohibited by this Agreement.