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

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

Appears in 2 contracts

Samples: Participation Agreement, Participation Agreement (Firstenergy Corp)

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Due Authorization; Enforceability, etc. (i) (A) The Trust LLC Agreement has been duly authorized, executed and delivered by the Trust Company, and (B) assuming the due authorization, execution and delivery of the Trust LLC Agreement by the Owner Participant, the Trust LLC Agreement constitutes the legal, valid and binding obligation of the Trust Company, enforceable against it in its individual capacity or as Lessor 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. (iiA) This Agreement and each of the other Operative Documents to which the Trust Company is or will be a party has been or when executed and delivered will be duly authorized, executed and delivered by the Lessor Manager and, to the extent expressly provided herein, the Trust Company, and, and (B) assuming the due authorization, execution and delivery of this Agreement by each party hereto other than the Lessor Manager and, to the extent expressly provided herein, the Trust Company, this Agreement constitutes and when executed and delivered each of the other Operative Documents to which it is or will be a party will be the legal, valid and binding obligations obligation of the Trust Company enforceable against Lessor Manager and, to the extent expressly provided herein, the Trust Company, enforceable against the Lessor Manager and, to the extent expressly provided herein, the Trust Company, as the case may be, in accordance with their 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.

Appears in 2 contracts

Samples: Participation Agreement (PPL Montana LLC), Participation Agreement (PPL Montana LLC)

Due Authorization; Enforceability, etc. (i) (A) The Trust LLC Agreement has been duly authorized, executed and delivered by the Trust Company, and (B) assuming the due authorization, execution and delivery of the Trust LLC Agreement by the Owner Participant, the Trust such LLC Agreement constitutes the legal, valid and binding obligation obligations of the Trust Company, enforceable against it in its individual capacity or as Lessor 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. (iiA) This Agreement and each of the other Operative Documents to which the Trust Company is or will be a party has been or when executed and delivered will be duly authorized, executed and delivered by Lessor Manager and the Trust Company, and, and (B) assuming the due authorization, execution and delivery of this Agreement by each party hereto other than the Lessor Manager and the Trust Company, this Agreement constitutes and when executed and delivered each of the other Operative Documents to which it is or will be a party will be the legal, valid and binding obligations obligation of the Lessor Manager and the Trust Company Company, enforceable against the Trust CompanyCompany or the Lessor Manager, as the case may be, in accordance with their 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.

Appears in 1 contract

Samples: Participation Agreement (Reliant Energy Mid Atlantic Power Services Inc)

Due Authorization; Enforceability, etc. (i) (A) The execution, delivery and performance of the Trust Agreement has been duly authorized, authorized by all necessary action of the Trustee and the Trust Agreement has been duly executed and delivered by the Trustee in its individual capacity and on behalf of the Owner Trust Company, and (B) assuming the due authorization, execution and delivery of the Trust Agreement by the Owner Participant, the Trust Agreement constitutes the legal, valid and binding obligation of the Trust CompanyTrustee and the Owner Trust, enforceable against it the Trustee and Owner Trust, in each case 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) This (A) The execution, delivery and performance of this Agreement and each of the other Operative Documents to which the Trust Company is or will be a party has been or when executed duly authorized by all necessary action, and delivered will be this Agreement has been duly authorized, executed and delivered by the Trustee on behalf of the Owner Trust Company, and, and (B) assuming the due authorization, execution and delivery of this Agreement by each party hereto other than the Trust CompanyOwner Trust, this Agreement constitutes and when executed and delivered each of the other Operative Documents to which it is or will be a party will be the legal, valid and binding obligations of the Trust Company enforceable against the Trust Company, in accordance with their terms, except as the same may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the rights of creditors generally and by general principles of equity.obligation of

Appears in 1 contract

Samples: Participation Agreement (Aes Eastern Energy Lp)

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Due Authorization; Enforceability, etc. (i) (A) The execution, delivery and performance of the Trust Agreement has been duly authorized, authorized by all necessary action of the Trustee and the Trust Agreement has been duly executed and delivered by the Trustee in its individual capacity and on behalf of the Owner Trust Company, and (B) assuming the due authorization, execution and delivery of the Trust Agreement by the Owner Participant, the Trust Agreement constitutes the legal, valid and binding obligation of the Trust CompanyTrustee and the Owner Trust, enforceable against it the Trustee and Owner Trust, in each case 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) This (A) The execution, delivery and performance of this Agreement and each of the other Operative Documents to which the Trust Company is or will be a party has been or when executed duly authorized by all necessary action, and delivered will be this Agreement has been duly authorized, executed and delivered by the Trustee on behalf of the Owner Trust Company, and, and (B) assuming the due authorization, execution and delivery of this Agreement by each party hereto other than the Trust CompanyOwner Trust, this Agreement constitutes and when executed and delivered each of the other Operative Documents to which it is or will be a party will be the legal, valid and binding obligations obligation of the Trust Company Owner Trust, enforceable against the Owner Trust Company, in accordance with their 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. (A) The execution, delivery and performance of each of the other Operative Documents to which the Owner Trust is or will be a party has been duly authorized by all necessary action, and each of such other

Appears in 1 contract

Samples: Participation Agreement (Aes Eastern Energy Lp)

Due Authorization; Enforceability, etc. (i) (A) The Trust LLC Agreement has been duly authorized, executed and delivered by the Trust Company, and (B) assuming the due authorization, execution and delivery of the Trust LLC Agreement by the Owner Participant, the Trust LLC Agreement constitutes the legal, valid and binding obligation of the Trust Company, enforceable against it in its individual capacity or as Lessor 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. (iiA) This Agreement and each of the other Operative Documents to which the Trust Company is or will be a party has been or when executed and delivered will be duly authorized, executed and delivered by the Lessor Manager and, to the extent expressly provided herein, the Trust Company, and, and (B) assuming the due authorization, execution and delivery of this Agreement by each party hereto other than the Lessor Manager and, to the extent expressly provided herein, the Trust Company, this Agreement constitutes and when executed and delivered each of the other Operative Documents to which it is or will be a party will be the legal, valid and binding obligations obligation of the Trust Company enforceable against Lessor Manager and, to the extent expressly provided herein, the Trust Company, enforceable against the Lessor Manager and, to the extent expressly provided herein, the Trust Company, as the case may be, in accordance with their 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.

Appears in 1 contract

Samples: Participation Agreement (Dynegy Danskammer LLC)

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