Common use of Due Authorization; Validity Clause in Contracts

Due Authorization; Validity. The boards of directors of Borrower, the Parent and each Subsidiary of the Borrower have duly authorized the execution, delivery, and performance of the Loan Papers to be executed by Borrower and each entity, as appropriate. Each entity has full legal right, power, and authority to execute, deliver, and perform under the Loan Papers to be executed and delivered by it. The Loan Papers constitute the legal, valid, and binding obligations of Borrower, the Parent and each Subsidiary of the Borrower, as appropriate, enforceable in accordance with their terms (subject as to enforcement of remedies to any applicable Debtor Relief Laws).