Common use of Enforceable Obligations; Authorization Clause in Contracts

Enforceable Obligations; Authorization. The Loan Documents are legal, valid and binding obligations of Borrower, enforceable in accordance with their respective terms, except as may be limited by bankruptcy, insolvency and other similar laws and judicial decisions affecting creditors' rights generally and by general equitable principles. The execution, delivery and performance of the Loan Documents by Borrower (a) have all been duly authorized by all necessary action; (b) are within the corporate power and authority of Borrower; (c) do not and will not contravene or violate any Legal Requirement applicable to Borrower or the Organizational Documents of Borrower, the contravention or violation of which could reasonably be expected to have a Material Adverse Effect; (d) do not and will not result in the breach of, or constitute a default under, any material agreement or instrument by which Borrower or any of its Property may be bound, and (e) do not and will not result in the creation of any Lien upon any Property of Borrower, except in favor of Agent or as expressly contemplated herein or therein. All necessary permits, registrations and consents for such making and performance have been obtained.

Enforceable Obligations; Authorization. The Loan Documents are legal, -------------------------------------- valid and binding obligations of Borrowerthe Borrower (and the Guarantors, as applicable), enforceable in accordance with their respective terms, except as may be limited by bankruptcy, insolvency and other similar laws and judicial decisions affecting creditors' rights generally and by general equitable principles. The execution, delivery and performance of the Loan Documents by Borrower (a) have all been duly authorized by all necessary corporate, partnership, and if necessary shareholder, action; (b) are within the corporate power and authority of Borrowerthe Borrower (and the Guarantors, as applicable); (c) do not and will not contravene or violate any Legal Requirement applicable to Borrower or the Organizational Documents of Borrowerthe Borrower (and the Guarantors, the contravention or violation of which could reasonably be expected to have a Material Adverse Effectas applicable); (d) do not and will not result in the breach of, or constitute a default under, any material agreement or instrument by which the Borrower (and the Guarantors, as applicable) or any of its Property may be bound, bound or affected; and (e) do not and will not result in the creation of any Lien upon any Property of Borrowerthe Borrower (and the Guarantors, as applicable) except in favor of Agent or as expressly contemplated herein or therein. All necessary approvals of any Governmental Authority and all other requisite permits, registrations and consents for such making and the performance have been obtainedobtained for the delivery and performance of the Loan Documents.

Enforceable Obligations; Authorization. The Loan Documents are legal, valid and binding obligations of Borrower, enforceable in accordance with their respective terms, except as may be limited by bankruptcy, insolvency and other similar laws and judicial decisions affecting creditors' ’ rights generally and by general equitable principles. The execution, delivery and performance of the Loan Documents by Borrower (a) have all been duly authorized by all necessary action; (b) are within the corporate power and authority of Borrower; (c) do not and will not contravene or violate any Legal Requirement applicable to Borrower or the Organizational Documents of Borrower, the contravention or violation of which could reasonably be expected to have a Material Adverse Effect; (d) do not and will not result in the breach of, or constitute a default under, any material agreement or instrument by which Borrower or any of its Property may be bound, and (e) do not and will not result in the creation of any Lien upon any Property of Borrower, except in favor of Agent or as expressly contemplated herein or therein. All necessary permits, registrations and consents for such making and performance have been obtained.

Enforceable Obligations; Authorization. The Loan Documents are legal, valid and binding obligations of Borrowereach applicable Obligor, enforceable in accordance with their respective terms, except as may be limited by bankruptcy, insolvency and other similar laws and judicial decisions affecting creditors' rights generally and by general equitable principles. The execution, delivery and performance of the Loan Documents by Borrower the Obligors party thereto (a) have all been duly authorized by all necessary actionaction on the part of the Obligors; (b) are within the corporate power and authority of Borrowereach applicable Obligor; (c) do not and will not contravene or violate any Legal Requirement applicable to Borrower any applicable Obligor or the Organizational Documents of Borrowerany applicable Obligor, the contravention or violation of which could would reasonably be expected to have a Material Adverse Effectmaterial adverse effect on the business, condition (financial or otherwise), operations or Properties of Borrower and its Subsidiaries taken as a whole; (d) do not and will not result in the breach of, or constitute a default under, any material agreement or instrument by which Borrower any Obligor or any of its Property may be bound, ; and (e) do not and will not result in the creation of any Lien upon any Property of Borrowerany Obligor, except in favor of Agent or as expressly contemplated herein or therein. All necessary permits, registrations and consents for such making execution, delivery and performance of the Loan Documents by the Obligors party thereto have been obtained.