Common use of Due Authorization, Execution, Formation, Etc Clause in Contracts

Due Authorization, Execution, Formation, Etc. This Agreement and all agreements, instruments and documents herein provided to be executed or to be caused to be executed by such Preferred Investor are, as of the date hereof, duly authorized, executed and delivered by and are and will be binding upon the same. If Preferred Investor not a natural person, it has been duly formed and is validly existing and in good standing under the laws of the state of its formation. Preferred Investor is duly authorized and qualified to enter into and do all things required of it under this Agreement and the Collateral Agreements it is executing in connection with this transaction (including compliance with all applicable doing business laws). Neither this Agreement, any Collateral Agreement nor any agreement, document or instrument executed or to be executed in connection with the same, nor anything provided in or contemplated by this Agreement or any such other agreement, document or instrument, breaches, invalidates, cancels, makes inoperative or interferes with, or results in the acceleration or maturity of, or requires any consent or authorization that has not been obtained under, any contract, agreement, lease, easement, right or interest, law or regulation to which such Preferred Investor or, to the best knowledge of such Preferred Investor, any of the Properties, is subject.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Emeritus Corp\wa\), Limited Liability Company, Agreement of Purchase and Sale

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Due Authorization, Execution, Formation, Etc. This Agreement and all agreements, instruments and documents herein provided to be executed or to be caused to be executed by such Preferred Common Investor are, as of the date hereof, duly authorized, executed and delivered by and are and will be binding upon the same. If Preferred Common Investor is not a natural person, it has been duly formed formed, and is validly existing and in good standing under the laws of the state of its formation. Preferred Common Investor is duly authorized and qualified to enter into and do all things required of it under this Agreement and the Collateral Agreements it is executing in connection with this transaction (including compliance with all applicable doing business laws). Neither this Agreement, any Collateral Agreement nor any agreement, document or instrument executed or to be executed in connection with the same, nor anything provided in or contemplated by this Agreement or any such other agreement, document or instrument, breaches, invalidates, cancels, makes inoperative or interferes with, or results in the acceleration or maturity of, or requires any consent or authorization that has not been obtained under, any contract, agreement, lease, easement, right or interest, law or regulation to which such Preferred Common Investor or, to the best knowledge of such Preferred Common Investor, any of the Properties, is subject.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Emeritus Corp\wa\), Limited Liability Company, Agreement of Purchase and Sale

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