Common use of Legal Status and Authority Clause in Contracts

Legal Status and Authority. Each Borrower (a) is duly organized, validly existing and in good standing under the laws of its state of formation; (b) is duly qualified to transact business and is in good standing in the State; and (c) has all necessary approvals, governmental and otherwise, and full power and authority to own, operate and lease the applicable Individual Properties, except to the extent that same would reasonably be expected to cause a Material Adverse Effect. Borrower has full power, authority and legal right to mortgage, grant, bargain, sell, pledge, assign, warrant, transfer and convey the Properties pursuant to the terms hereof and to keep and observe all of the terms of this Agreement, the Note, the Security Instrument, the Pledge Agreement and the other Loan Documents on Borrower’s part to be performed. Additional Obligor (a) is duly organized, validly existing and in good standing under the laws of its state of formation; (b) is duly qualified to transact business and is in good standing in the State; and (c) has all necessary approvals, governmental and otherwise, and full power and authority to own, maintain and operate the assets it owns as of the Closing Date. Additional Obligor has full power, authority and legal right to grant, bargain, sell, pledge, assign, warrant, transfer and convey its assets pursuant to the terms hereof and to keep and observe all of the terms of this Agreement and the other Loan Documents on Additional Obligor’s part to be performed.

Legal Status and Authority. Each Borrower (a) is duly organized, validly existing and in good standing under the laws of its state of formation; (b) is duly qualified to transact business and is in good standing in the State; and (c) has all necessary approvals, governmental and otherwise, and full power and authority to own, operate and lease the applicable Individual Properties, except to the extent that same would reasonably be expected to cause a Material Adverse Effect. Borrower has full power, authority and legal right to mortgage, grant, bargain, sell, pledge, assign, warrant, transfer and convey the Properties pursuant to the terms hereof and to keep and observe all of the terms of this Agreement, the Note, the Security Instrument, the Pledge Agreement and the other Loan Documents on Borrower’s part to be performed. Additional Obligor (a) is duly organized, validly existing and in good standing under the laws of its state of formation; (b) is duly qualified to transact business and is in good standing in the State; and (c) has all necessary approvals, governmental and otherwise, and full power and authority to own, maintain and operate the assets it owns as of the Closing Date. Additional Obligor has full power, authority and legal right to grant, bargain, sell, pledge, assign, warrant, transfer and convey its assets pursuant to the terms hereof and to keep and observe all of the terms of this Agreement and the other Loan Documents on Additional Obligor’s part to be performed. Confidential Treatment Requested by Retail Value Inc. RVI-201. Pursuant to 17 C.F.R. Section 200.83.