Common use of Due Authorization; Enforceability, etc Clause in Contracts

Due Authorization; Enforceability, etc. (i) (A) This Agreement has been duly authorized, executed and delivered by the Lease Indenture Trustee and the Lease Indenture Company, and (B) assuming the due authorization, execution and delivery of this Agreement by each party hereto other than the Lease Indenture Trustee and the Lease Indenture Company, this Agreement constitutes a legal, valid and binding obligation of the Lease Indenture Company and the Lease Indenture Trustee, enforceable against the Lease Indenture Company or the Lease Indenture Trustee, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity. (ii) (A) Each of the other Operative Documents to which the Lease Indenture Trustee is or will be a party has been or when executed and delivered will be duly authorized, executed and delivered by the Lease Indenture Trustee, and (B) assuming the due authorization, execution and delivery of each of the other Operative Documents by each party thereto other than the Lease Indenture Trustee, each of the other Operative Documents to which the Lease Indenture Trustee is or will be a party constitutes or when executed and delivered will be a legal, valid and binding obligation of the Lease Indenture Trustee, enforceable against the Lease Indenture Trustee in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity.

Due Authorization; Enforceability, etc. (i) (A) This Agreement has been duly authorized, executed and delivered by the Lease Indenture Pass Through Trustee and the Lease Indenture Company, Pass Through Company and (B) assuming the due authorization, execution and delivery of this Agreement by each party hereto other than the Lease Indenture each Pass Through Trustee and the Lease Indenture Pass Through Company, as the case may be, this Agreement constitutes a legal, valid and binding obligation of the Lease Indenture Pass Through Company and the Lease Indenture each Pass Through Trustee, enforceable against the Lease Indenture Pass Through Company or the Lease Indenture each Pass Through Trustee, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity. (ii) (A) Each of the other Operative Documents to which the Lease Indenture Pass Through Company or such Pass Through Trustee is or will be a party has been or when executed and delivered will be duly authorized, executed and delivered by the Lease Indenture Pass Through Company or such Pass Through Trustee, as the case may be, and (B) assuming the due authorization, execution and delivery of each of the other Operative Documents by each party thereto other than the Lease Indenture Pass Through Company or such Pass Through Trustee, as the case may be, each of the other Operative Documents to which the Lease Indenture Pass Through Company or such Pass Through Trustee is or will be a party constitutes or when executed and delivered will be constitute a legal, valid and binding obligation of the Lease Indenture Pass Through Company or such Pass Through Trustee, enforceable against the Lease Indenture Trustee Pass Through Company or such Pass Through Trustee, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity.

Due Authorization; Enforceability, etc. (i) (A) This Agreement has been duly authorized, executed and delivered by the Lease Indenture Bondholder Trustee and the Lease Indenture Company, Bondholder Trustee Company and (B) assuming the due authorization, execution and delivery of this Agreement by each party hereto other than the Lease Indenture Bondholder Trustee and the Lease Indenture Bondholder Trustee Company, as the case may be, this Agreement constitutes a legal, valid and binding obligation of the Lease Indenture Bondholder Trustee Company and the Lease Indenture Bondholder Trustee, enforceable against the Lease Indenture Bondholder Trustee Company or the Lease Indenture Bondholder Trustee, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity. (ii) (A) Each of the other Operative Documents to which the Lease Indenture Bondholder Trustee Company or the Bondholder Trustee is or will be a party has been or when executed and delivered will be duly authorized, executed and delivered by the Lease Indenture Bondholder Trustee Company or the Bondholder Trustee, as the case may be, and (B) assuming the due authorization, execution and delivery of each of the other Operative Documents by each party thereto other than the Lease Indenture Bondholder Trustee Company or the Bondholder Trustee, as the case may be, each of the other Operative Documents to which the Lease Indenture Bondholder Trustee Company or the Bondholder Trustee is or will be a party constitutes or when executed and delivered will be constitute a legal, valid and binding obligation of the Lease Indenture Bondholder Trustee Company or the Bondholder Trustee, enforceable against the Lease Indenture Bondholder Trustee Company or the Bondholder Trustee, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity.

Due Authorization; Enforceability, etc. (i) (A) This Agreement has been duly authorized, executed and delivered by the Lease Indenture Trustee and the Lease Indenture Company, and (B) assuming the due authorization, execution and delivery of this Agreement by each party hereto other than the Lease Indenture Trustee and the Lease Indenture Company, this Agreement constitutes a legal, valid and binding obligation of the Lease Indenture Company and the Lease Indenture Trustee, enforceable against the Lease Indenture Company or the Lease Indenture Trustee, as the case may be, in accordance with its terms, except as the same may be limited by applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other similar laws relating to or affecting the rights of creditors generally and by general principles of equity. (ii) (A) Each of the other Operative Documents to which the Lease Indenture Trustee is or will be a party has been or when executed and delivered will be duly authorized, executed and delivered by the Lease Indenture Trustee, and (B) assuming the due authorization, execution and delivery of each of the other Operative Documents by each party thereto other than the Lease Indenture Trustee, each of the other Operative Documents to which the Lease Indenture Trustee is or will be a party constitutes or when executed and delivered will be a legal, valid and binding obligation of the Lease Indenture Trustee, enforceable against the Lease Indenture Trustee in accordance with its terms, except as the same may be limited by applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other similar laws relating to or affecting the rights of creditors generally and by general principles of equity.

Due Authorization; Enforceability, etc. (i) (A) This Agreement has been duly authorized, executed and delivered by the Lease Indenture Trustee and the Lease Indenture Company, and (B) assuming the due authorization, execution and delivery of this Agreement by each party hereto other than the Lease Indenture Trustee and the Lease Indenture Company, this Agreement constitutes a legal, valid and binding obligation of the Lease Indenture Company and the Lease Indenture Trustee, enforceable against the Lease Indenture Company or the Lease Indenture Trustee, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity. (ii) (A) Each of the other Operative Documents to which the Lease Indenture Trustee is or will be a party has been or when executed and delivered will be duly authorized, executed and delivered by the Lease Indenture Trustee, and (B) assuming the due authorization, execution and delivery of each of the other Operative Documents by each party thereto other than the Lease Indenture Trustee, each of the other Operative Documents to which the Lease Indenture Trustee is or will be a party constitutes or when executed and delivered will be a legal, valid and binding obligation of XXXXXXXXX PARTICIPATION AGREEMENT (L1) -------------------------------------- the Lease Indenture Trustee, enforceable against the Lease Indenture Trustee in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity.

Due Authorization; Enforceability, etc. (a) (i) (A) This The Trust Agreement has been duly authorized, executed and delivered by the Lease Indenture Trustee and the Lease Indenture Trust Company, and (Bii) assuming the due authorization, execution and delivery of this the Trust Agreement by each party hereto other than the Lease Indenture Trustee and Investors thereto, the Lease Indenture Company, this Trust Agreement constitutes a the legal, valid and binding obligation of the Lease Indenture Company and the Lease Indenture TrusteeTrust Company, enforceable against the Lease Indenture Company it in its individual capacity or the Lease Indenture as Trustee, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity. (i) This Agreement has been duly authorized, executed and delivered by the Trustee and the Trust Company, and (ii) assuming the due authorization, execution and delivery of this Agreement by each party hereto other than the Trustee and the Trust Company, this Agreement constitutes a legal, valid and binding obligation of the Trustee and the Trust Company, enforceable against the Trust Company or the Trustee, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorga- nization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity. (Ai) Each of the other Operative Basic Documents to which the Lease Indenture Trust Company or the Trustee is or will be a party has been or when executed and delivered will be duly authorized, executed and delivered by the Lease Indenture Trustee, Trust Company or the Trustee and (Bii) assuming the due authorization, execution and delivery of each of the other Operative Basic Documents by each party thereto other than the Lease Indenture Trust Company or the Trustee, each of the other Operative Basic Documents to which the Lease Indenture Trust Company or the Trustee is or will be a party constitutes or when executed and delivered will be constitute a legal, valid and binding obligation of the Lease Indenture Trust Company or the Trustee, as the case may be, enforceable against the Lease Indenture Trust Company or the Trustee in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity.

Due Authorization; Enforceability, etc. (1) (i) (A) This The Trust Agreement has been duly authorized, executed and delivered by the Lease Indenture Trustee and the Lease Indenture Trust Company, and (Bii) assuming the due authorization, execution and delivery of this the Trust Agreement by each the Owner Participants party hereto other than thereto, the Lease Indenture Trustee and the Lease Indenture Company, this Trust Agreement constitutes a the legal, valid and binding obligation of the Lease Indenture Company and the Lease Indenture TrusteeTrust Company, enforceable against the Lease Indenture Company it in its individual capacity or the Lease Indenture as Trustee, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity. (i) This Participation Agreement has been duly authorized, executed and delivered by the Trustee and the Trust Company, and (ii) assuming the due authorization, execution and delivery of this Participation Agreement by each party hereto other than the Trustee and the Trust Company, this Participation Agreement constitutes a legal, valid and binding obligation of the Trustee and the Trust Company, enforceable against the Trust Company or the Trustee, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity. (A3) (i) Each of the other Operative Documents to which the Lease Indenture Trust Company or the Trustee is or will be a party has been or when executed and delivered will be duly authorized, executed and delivered by the Lease Indenture Trust Company or the Trustee, and (Bii) assuming the due authorization, execution and delivery of each of the other Operative Documents by each party thereto other than the Lease Indenture Trust Company or the Trustee, each of the other Operative Documents to which the Lease Indenture Trust Company or the Trustee is or will be a party constitutes or when executed and delivered will be constitute a legal, valid and binding obligation of the Lease Indenture Trust Company or the Trustee, as the case may be, enforceable against the Lease Indenture Trust Company or the Trustee in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity.

Due Authorization; Enforceability, etc. (i) (Ax) This The Lessor LLC Agreement has been duly authorized, executed and delivered by the Lease Indenture Trustee and the Lease Indenture OM Company, and (By) assuming the due authorization, execution and delivery of this Agreement the Certificate of Formation of the Owner Lessor by each party hereto other than the Lease Indenture Trustee and the Lease Indenture CompanyOwner Participant, this Lessor LLC Agreement constitutes a the legal, valid and binding obligation of the Lease Indenture Company and the Lease Indenture TrusteeOM Company, enforceable against the Lease Indenture Company it in its individual capacity or the Lease Indenture Trusteeas Owner Manager, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity. (ii) (Ax) Each of the other Operative Documents to which the Lease Indenture Trustee is or will be a party This Agreement has been or when executed and delivered will be duly authorized, executed and delivered by the Lease Indenture TrusteeOwner Manager and the OM Company, and (By) assuming the due authorization, execution and delivery of each of the other Operative Documents this Agreement by each party thereto hereto other than the Lease Indenture TrusteeOwner Manager and the OM Company, each of the other Operative Documents to which the Lease Indenture Trustee is or will be a party this Agreement constitutes or when executed and delivered will be a legal, valid and binding obligation of the Lease Indenture TrusteeOwner Manager and the OM Company, enforceable against the Lease Indenture Trustee OM Company or the Owner Manager, as the case may be, in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity. (iii) (x) Each of the other Operative Documents to which the OM Company or the Owner Manager is or will be a party has been or when executed and delivered will be duly authorized, executed and delivered by the OM Company or the Owner Manager and (y) assuming the due authorization, execution and delivery of each of the other Operative Documents by each party thereto other than the OM Company or the Owner Manager, each of the other Operative Documents to which the OM Company or the Owner Manager is or will be a party constitutes or when executed and delivered will constitute a legal, valid and binding obligation of the OM Company or the Owner Manager, as the case may be, enforceable against the OM Company or the Owner Manager in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, arrangement, moratorium or other laws relating to or affecting the rights of creditors generally and by general principles of equity.