Power and Authority; Authorization; Enforceability. The Borrower has full power, authority and legal right to execute, deliver and comply with each of the Loan Documents to which it was a party and any other document or instrument relating to the Loan to be executed by the Borrower, all actions of the Borrower and other authorizations necessary or appropriate for the execution and delivery of and compliance with the Loan Documents and such other documents and instruments have been taken or obtained and the Loan Documents and such other documents and instruments constitute the respective valid and legally binding obligations of the Borrower, enforceable against the Borrower in accordance with their respective terms.
Power and Authority; Authorization; Enforceability. Each of Buyer and Buyer Parent has all necessary company power and authority to enter into and perform its obligations under this Agreement and the other Transaction Documents to which it is a party and to consummate the transactions contemplated hereby and thereby. This Agreement and each of the other Transaction Documents have been duly authorized and have been, or in the case of the Transaction Documents to be executed and delivered at the Closing, will be duly executed and delivered by Buyer and Buyer Parent and constitute, or, upon the execution and delivery thereof, will constitute, valid and binding obligations of Buyer and Buyer Parent, enforceable in accordance with their respective terms, except as enforcement may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws relating to or affecting creditors’ rights generally and by general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at Law).
Power and Authority; Authorization; Enforceability. The Company has -------------------------------------------------- all requisite corporate power and authority necessary to execute and deliver this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate action on the part of the Company and no other corporate proceedings on the part of the Company are necessary to authorize this Agreement and to consummate the transactions contemplated hereby and thereby. This Agreement has been duly executed and delivered by the Company and constitutes the valid and binding obligation of the Company, enforceable against it in accordance with its terms, except as enforceability against the Company may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws now or hereafter in effect relating to the rights of creditors generally and other general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law) and except as any rights to indemnity and contribution contemplated by Section 6.02 may be limited by applicable federal and state securities laws and public policy considerations.
Power and Authority; Authorization; Enforceability. The Buyer has the full power, authority and legal right to execute, deliver and comply with the Credit Purchase Documents and has taken all actions necessary or appropriate for the execution and delivery of and compliance with the Credit Purchase Documents. The Buyer has delivered to the Authority copies of all documents demonstrating that the Buyer has the corporate authorization or authority to enter into the transaction with the Authority. The Credit Purchase Documents constitute valid and legally binding obligations of the Buyer enforceable against the Buyer in accordance with their respective terms.
Power and Authority; Authorization; Enforceability. The Seller has the full power, authority and legal right to execute, deliver and comply with the Credit Sales Documents and has taken all actions necessary or appropriate for the execution and delivery of and compliance with the Credit Sales Documents. The Seller has delivered to the Authority copies of all documents demonstrating that the Seller has the corporate authorization or authority to enter into the transaction with the Authority. The Credit Sales Documents constitute valid and legally binding obligations of the Seller enforceable against the Seller in accordance with their respective terms.
Power and Authority; Authorization; Enforceability. Xxxxxxxx has full power, authority and legal right to execute, deliver and comply with each of the Loan Documents to which it is a party and any other document or instrument relating to the Loan to be executed by Xxxxxxxx. All actions of Xxxxxxxx and other authorizations necessary or appropriate for the execution and delivery of and compliance with the Loan Documents and such other documents and instruments have been taken or obtained and the Loan Documents and such other documents and instruments constitute the respective valid and legally binding obligations of Borrower, enforceable against Borrower in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors’ rights generally, and by applicable general principals of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).
Power and Authority; Authorization; Enforceability. Purchaser has all necessary limited liability company power and authority to own, operate and lease its properties and assets, to carry on its businesses as and where such is now being conducted, to enter into the documents and instruments to be executed and delivered by Purchaser pursuant hereto and to carry out the transactions contemplated hereby. The execution and delivery of the Transaction Documents by Purchaser and performance of this Agreement by Purchaser have been duly and validly authorized by its board(s) of directors and by all other necessary limited liability company action on the part of Purchaser. This Agreement constitutes the legal, valid and binding obligation of Purchaser, enforceable against Purchaser in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar Laws and equitable principles relating to or limiting creditors’ rights generally.
Power and Authority; Authorization; Enforceability. The Funding Recipient has the full power, authority and legal right to execute, deliver and comply with the Funding Documents and has taken all actions necessary or appropriate for the execution and delivery of and compliance with the Funding Documents. The Funding Documents constitute valid and legally binding obligations of the Funding Recipient enforceable against the Funding Recipient in accordance with their respective terms.
Power and Authority; Authorization; Enforceability. Borrower and Guarantor have full power, authority and legal right to execute, deliver and comply with the Loan Documents to which each is a party and any other document or instrument relating to the Loans to be executed by either of them, all actions of Borrower and Guarantor and other authorizations necessary or appropriate for the execution and delivery of and compliance with the Loan Documents and such other documents and instruments have been taken or obtained and, upon their execution, the Loan Documents and such other documents and instruments shall constitute the valid and legally binding obligations of Borrower and Guarantor, as the case may be, enforceable against Borrower or Guarantor in accordance with their respective terms.
Power and Authority; Authorization; Enforceability. The Company has -------------------------------------------------- all requisite corporate power and authority necessary to execute and deliver (i) this Agreement, (ii) the Real Property Documents to which it is a party, (iii) the Stockholders' Agreement, by and among the Company, Buyer and MCI WORLDCOM, Inc., the form of which is attached hereto as Exhibit III (the "Stockholders' Agreement"), (iv) the Preferred Provider Agreement, by and between the Company and Buyer, the form of which is attached hereto as Exhibit IV (the "Preferred Provider Agreement" and, collectively with the Real Property Documents to which the Company or Buyer, as the case may be, is a party and the Stockholders' Agreement, the "Other Transaction Documents") and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the Other Transaction Documents and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized by all necessary corporate action on the part of the Company and no other corporate proceedings on the part of the Company are necessary to authorize this Agreement and the Other Transaction Documents and to consummate the transactions contemplated hereby and thereby. This Agreement has been (and the Other Transaction Documents, when executed and delivered in accordance with their respective terms, will be) duly executed and delivered by the Company and constitutes (and, in the case of the Other Transaction Documents, will constitute) the valid and binding obligation of the Company, enforceable against it in accordance with its terms, except as enforceability against the Company may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws now or hereafter in effect relating to the rights of creditors generally and other general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law) and except as any rights to indemnity and contribution contemplated by Section 6.02 may be limited by applicable federal and state securities laws and public policy considerations.
