Common use of Legality; Validity; Enforceability Clause in Contracts

Legality; Validity; Enforceability. Assuming due authorization, execution and delivery by each other party hereto and thereto, this Agreement and each other Transaction Document to which it is a party is the legal, valid and binding obligation of the Seller enforceable against the Seller in accordance with its respective terms, except as such enforceability may be limited by (A) bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights generally, (B) equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (C) implied covenants of good faith and fair dealing.

Appears in 15 contracts

Samples: Sale and Contribution Agreement (Vista Credit Strategic Lending Corp.), Sale and Participation Agreement (Oaktree Strategic Credit Fund), Sale and Contribution Agreement (Owl Rock Capital Corp III)

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Legality; Validity; Enforceability. Assuming due authorization, execution and delivery by each other party hereto and thereto, this Agreement and each other Transaction Loan Document to which it is a party is the legal, valid and binding obligation of the Seller enforceable against the Seller in accordance with its respective terms, except as such enforceability may be limited by (A) bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights generally, (B) equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (C) implied covenants of good faith and fair dealing.

Appears in 3 contracts

Samples: Sale and Contribution Agreement (Carey Credit Income Fund 2016 T), Sale and Contribution Agreement (FS Investment Corp III), Sale and Contribution Agreement (FS Investment Corp II)

Legality; Validity; Enforceability. Assuming due authorization, execution and delivery by each other party hereto and thereto, this Agreement and each other Transaction Document to which it is a party is the legal, valid and binding obligation of the Seller enforceable against the Seller in accordance with its respective terms, except as such enforceability may be limited by (A) bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights generally, generally and (B) equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (C) implied covenants of good faith and fair dealinglaw.

Appears in 2 contracts

Samples: Sale and Contribution Agreement (HPS Corporate Lending Fund), Sale and Contribution Agreement (HPS Corporate Lending Fund)

Legality; Validity; Enforceability. Assuming due authorization, execution and delivery by each other party hereto and thereto, this Agreement and each other Transaction Document to which it is a party is the legal, valid and binding obligation of the Intermediate Seller enforceable against the Intermediate Seller in accordance with its respective terms, except as such enforceability may be limited by (A) bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights generally, generally and (B) equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (C) implied covenants of good faith and fair dealinglaw.

Appears in 2 contracts

Samples: Sale and Contribution Agreement (HPS Corporate Lending Fund), Sale and Contribution Agreement (HPS Corporate Lending Fund)

Legality; Validity; Enforceability. Assuming due authorization, execution and delivery by each other party hereto and thereto, this Agreement and each other the Transaction Document Documents to which it the Seller is a party is the (in any capacity) constitute its legal, valid and binding obligation of the Seller obligations enforceable against the Seller it in accordance with its their respective terms, except as such enforceability may be limited by (A) bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights generally, (B) equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (C) implied covenants of good faith and fair dealing.

Appears in 1 contract

Samples: Sale and Contribution Agreement (Business Development Corp of America)

Legality; Validity; Enforceability. Assuming due authorization, execution and delivery by each other party hereto and thereto, this Agreement and each other Transaction Document to which it is a party is create the obligations which are legal, valid valid, binding and binding obligation of the Seller enforceable obligations against the Seller Transferor in accordance with its respective terms, except as such enforceability may be limited by (A) bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights generally, (B) equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (C) implied covenants of good faith and fair dealing.

Appears in 1 contract

Samples: Contribution Agreement (Ares Strategic Income Fund)

Legality; Validity; Enforceability. Assuming due authorization, execution and delivery by each other party hereto and thereto, this Agreement and each other Transaction Document to which it is a party is the legal, valid and binding obligation of the Seller enforceable against the Seller in accordance with its respective terms, except as such enforceability may be limited by (Ai) bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights generally, (Bii) equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (Ciii) implied covenants of good faith and fair dealing.

Appears in 1 contract

Samples: Sale and Contribution (New Mountain Finance Corp)

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Legality; Validity; Enforceability. Assuming due authorization, execution and delivery by each other party hereto and thereto, this Agreement and each other Transaction Document to which it is a party is the legal, valid and binding obligation of the Seller Purchaser enforceable against the Seller Purchaser in accordance with its respective terms, except as such enforceability may be limited by (Ai) bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights generally, (Bii) equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (Ciii) implied covenants of good faith and fair dealing.

Appears in 1 contract

Samples: Sale and Contribution (New Mountain Finance Corp)

Legality; Validity; Enforceability. Assuming due authorization, execution and delivery by each other party hereto and thereto, this Agreement and each other Transaction Loan Document to which it is a party is create the obligations which are legal, valid valid, binding and binding obligation of the Seller enforceable obligations against the Seller Transferor in accordance with its respective terms, except as such enforceability may be limited by (A) bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights generally, (B) equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (C) implied covenants of good faith and fair dealing.

Appears in 1 contract

Samples: Contribution Agreement (Ares Strategic Income Fund)

Legality; Validity; Enforceability. Assuming due authorization, execution and delivery by each other party hereto and thereto, this Agreement and each other Transaction Document to which it is a party is create the obligations which are legal, valid valid, binding and binding obligation of the Seller enforceable obligations against the Seller Transferor in accordance with its respective terms, except as such enforceability may be limited by (A) bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors' rights generally, (B) equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (C) implied covenants of good faith and fair dealing.

Appears in 1 contract

Samples: Contribution Agreement (Ares Capital Corp)

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