Common use of Due Authorization; Binding Obligation Clause in Contracts

Due Authorization; Binding Obligation. It has the power and authority to make, execute, deliver and perform this Agreement and the other Transaction Documents to which it is a party and all of the transactions contemplated under this Agreement and the other Transaction Documents to which it is a party, and has taken all necessary corporate, limited liability company or trust action, as applicable, to authorize the execution, delivery and performance of this Agreement and the other Transaction Documents to which it is a party. This Agreement and the other Transaction Documents to which it is a party have been duly executed and delivered by it and constitute the legal, valid and binding obligation of such party, enforceable in accordance with their terms, except as enforcement of such terms may be limited by bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally, any applicable law imposing limitations upon, or otherwise affecting, the availability or enforcement of rights to indemnification hereunder, and by the availability of equitable remedies.

Due Authorization; Binding Obligation. It has the power and authority to make, execute, deliver and perform this Agreement and the other Transaction Related Documents to which it is a party 740293053.3 21668437 party, and all of the transactions contemplated under this Agreement and the other Transaction Related Documents to which it is a party, and has taken all necessary corporate, limited liability company or trust action, as applicable, action to authorize the execution, delivery and performance of this Agreement and the other Transaction Related Documents to which it is a party. This Agreement and the other Transaction Related Documents to which it is a party have been duly executed and delivered by it and constitute the legal, valid and binding obligation of such party, enforceable in accordance with their terms, except as enforcement of such terms may be limited by bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally, any applicable law imposing limitations upon, or otherwise affecting, the availability or enforcement of rights to indemnification hereunder, and by the availability of equitable remedies.