Power and Authority; Due Authorization; Enforceability. The Seller has full power and authority to convey and assign the property conveyed and assigned to the Purchaser hereunder and has duly authorized such sale and assignment to the Purchaser by all necessary corporate action. This Agreement has been duly authorized, executed and delivered by the Seller and shall constitute the legal, valid, binding and enforceable obligation of the Seller except as the same may be limited by insolvency, bankruptcy, reorganization or other laws relating to or affecting the enforcement of creditors' rights or by general equity principles.
Power and Authority; Due Authorization; Enforceability. The Servicer has full power and authority to perform its obligations under this Agreement and has duly authorized the performance of its obligations under this Agreement by all necessary action. The Agreement has been duly authorized, executed and delivered by the Servicer and constitutes the legal, valid, binding and enforceable obligation of the Servicer except as the same may be limited by insolvency, bankruptcy, reorganization or other laws relating to or affecting the enforcement of creditors' rights or by general equity principles.
Power and Authority; Due Authorization; Enforceability. The Bank has full power and authority to convey and assign the Receivables and to perform its obligations under this Agreement and has duly authorized such sale and assignment to the Purchaser and the performance of its obligations under this Agreement by all necessary action. The Agreement has been duly authorized, executed and delivered by the Bank and constitutes the legal, valid, binding and enforceable obligation of the Bank except as the same may be limited by insolvency, bankruptcy, reorganization or other laws relating to or affecting the enforcement of creditors' rights or by general equity principles.
Power and Authority; Due Authorization; Enforceability. The Servicer has full power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and has power, authority and legal right to service the Receivables and to hold the Receivable Files, as applicable, as custodian on behalf of the Master Servicer as contemplated under this Agreement. The Servicer has power and authority to execute and deliver this Agreement and to carry out its terms and this Agreement has been duly authorized, executed and delivered by the Servicer and will constitute the legal, valid and binding obligation of the Servicer, enforceable against the Servicer in accordance with its terms, except as such enforceability may be limited by applicable insolvency, bankruptcy, reorganization, conservatorship, receivership, liquidation and other similar laws and general equitable principles.
Power and Authority; Due Authorization; Enforceability. The Master Servicer has full power and authority to execute and deliver this Agreement and to carry out its terms and this Agreement has been duly authorized, executed and delivered by the Master Servicer and constitutes the legal, valid and binding obligation of the Master Servicer, enforceable against the Master Servicer in accordance with its terms, except as such enforceability may be limited by insolvency, bankruptcy, reorganization, conservatorship, receivership, liquidation or other similar laws and to general equitable principles.
Power and Authority; Due Authorization; Enforceability. The Administrator has full power and authority to execute and deliver this Agreement and to carry out its terms and this Agreement has been duly authorized, executed and delivered by the Administrator and constitutes the legal, valid and binding obligation of the Administrator, enforceable against the Administrator in accordance with its terms, except as such enforceability may be limited by insolvency, bankruptcy, reorganization, conservatorship, receivership, liquidation or other similar laws and to general equitable principles.
Power and Authority; Due Authorization; Enforceability. The Bank has full power and authority to perform its obligations under this Agreement and has duly authorized the performance of its obligations under this Agreement by all necessary action. This Agreement has been duly authorized, executed and delivered by the Bank and constitutes the legal, valid, binding and enforceable obligation of the Bank except as the same may be limited by insolvency, bankruptcy, reorganization or other laws relating to or affecting the enforcement of creditors' rights or by general equity principles.
Power and Authority; Due Authorization; Enforceability. The Seller has full power and authority to convey and assign the property conveyed and assigned to the Purchaser hereunder and under each First Tier Subsequent Assignment and has duly authorized such sale and assignment to the Purchaser by all necessary corporate action. This Agreement and each First Tier Subsequent Assignment has been duly authorized, executed and delivered by the Seller and shall constitute the legal, valid, binding and enforceable obligation of the Seller except as the same may be limited by insolvency, bankruptcy, reorganization or other laws relating to or affecting the enforcement of creditors' rights or by general equity principles.
Power and Authority; Due Authorization; Enforceability. This Agreement and all other instruments or documents to be delivered hereunder or pursuant hereto, and the transactions contemplated hereby, have been duly authorized by all necessary proceedings of the Company. This Agreement has been duly and validly executed and delivered by the Company and assuming due authorization, execution and delivery by the Servicer, this Agreement is a valid and legally binding agreement of the Company enforceable in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors' rights generally and by equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law.
Power and Authority; Due Authorization; Enforceability. Each of Group LLC and the Contributed Companies has all requisite limited liability company power and authority to enter into each of the Transaction Documents to which it is a party and to consummate the transactions contemplated thereby. The execution and delivery of each of the Transaction Documents by Group LLC and the Contributed Companies and the consummation by Group LLC and the Contributed Companies of the transactions contemplated thereby have been duly authorized by all necessary limited liability company action on their respective parts. Each of the Transaction Documents has been, or upon execution and delivery will be, duly executed and delivered by Group LLC and the Contributed Companies, as applicable, and assuming the due authorization, execution, and delivery of such Transaction Documents by the other Parties thereto, will constitute, the valid and binding obligations of Group LLC and the Contributed Companies, enforceable against Group LLC and the Contributed Companies in accordance with their terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors’ rights and remedies generally, and to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).
