Common use of Organizational Authority Clause in Contracts

Organizational Authority. (i) The execution, delivery and performance by each of Borrower and each other Loan Party to this Amendment, are within such Person’s organizational powers and have been duly authorized by all necessary organizational action on the part of such Person, (ii) this Amendment represents the legal, valid and binding obligation of each of Borrower and each other Loan Party enforceable against such Person in accordance with its terms, subject to bankruptcy, insolvency and similar laws affecting creditors’ rights generally and subject to general principles of equity regardless of whether considered in a proceeding in equity or at law and (iii) none of the execution, delivery or performance by Borrower or any other Loan Party of this Amendment (1) violates any applicable law or regulation, or any decree of any governmental body, (2) violates, results in a default under any indenture, material agreement or other material instrument to which such Person is a party or by which such Person or any of its property is bound or gives rise to a right thereunder to require any payment to be made by such Person, (3) results in the creation or imposition of any Lien (other than Permitted Encumbrances) upon any assets or properties of any Loan Party, (4) violates the charter, bylaws or other organizational documents of such Person, or (5) requires the consent, approval or authorization of, or declaration or filing with, any other Person, except for those already duly obtained.

Organizational Authority. (i) The execution, delivery and performance by each of the Borrower and each other Loan Party to this Amendment, Amendment are within such Person’s organizational powers and have been duly authorized by all necessary organizational action on the part of such Person, (ii) this Amendment represents the legal, valid and binding obligation of each of the Borrower and each other Loan Party enforceable against such Person in accordance with its terms, subject to bankruptcy, insolvency and similar laws affecting creditors’ rights generally and subject to general principles of equity regardless of whether considered in a proceeding in equity or at law and (iii) none of the execution, delivery or performance by the Borrower or any other Loan Party of this Amendment (1) violates any applicable law or regulation, or any decree of any governmental body, (2) violates, violates or results in a default under any indenture, material agreement or other material instrument to which such Person is a party or by which such Person or any of its property is bound bound, or gives rise to a right thereunder to require any payment to be made by such Person, (3) results in the creation or imposition of any Lien (other than Permitted Encumbrances) upon any assets or properties of any Loan Party, (4) violates the charter, bylaws or other organizational documents of such Person, or (5) requires the consent, approval or authorization of, or declaration or filing with, any other Person, except for those already duly obtained.,