Power and Authorization; Enforceable Obligations Sample Clauses

Power and Authorization; Enforceable Obligations. Borrower has full power and authority and the legal right to execute, deliver and perform this Agreement and each other Credit Facility Document to which it is or is to become a party and to take all action as may be necessary to complete the transactions contemplated hereunder and thereunder. Borrower has taken all necessary corporate action to authorize the execution, delivery and performance of this Agreement and each other Credit Facility Document to which it is or is to become a party to complete the transactions contemplated hereby. No consent or authorization of, filing with, or other act by or in respect of any other Person or Governmental Authority is required in connection with the execution, delivery or performance by Borrower, or the validity or enforceability as to Borrower, of this Agreement and each other Credit Facility Document to which it is or is to become a party, except such consents or authorizations or filings or other acts as have already been obtained or where the failure to obtain such consent or authorization could not reasonably be expected to have a Material Adverse Effect on Borrower. This Agreement and each other Credit Facility Document to which Borrower is a party have been duly executed and delivered by Borrower and constitute, and each other Credit Facility Document to which it is to become a party will upon execution and delivery thereof by Borrower and the other parties thereto (if any) constitutes, a legal, valid and binding obligation of Borrower enforceable against it in accordance with its terms except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the right of creditors generally and by general principles of equity.
AutoNDA by SimpleDocs
Power and Authorization; Enforceable Obligations. (a) Each of the Company and its Subsidiaries has full corporate power and authority to engage in all Project Activities, to conduct its business as now conducted, to execute, deliver and perform each of this Agreement and the other Transaction Documents to which it is a party and each other document to be executed in connection herewith, to take all action as may be necessary to complete the transactions contemplated hereunder, including to borrow the Loans and to grant the Liens provided for in the Security Documents to which it is a party. (b) Each of the Company and its Subsidiaries has taken all necessary corporate and legal action to authorize the borrowings by the Company hereunder on the terms and conditions set forth herein, to grant the Liens provided for in the Security Documents to which it is a party and to authorize the execution, delivery and performance hereof and of the other Transaction Documents to which it is a party and each other document to be executed in connection herewith. (c) Each of this Agreement and the other Financing Documents to which the Company is a party has been duly executed and delivered by the Company and constitutes, and each of the other Financing Documents to which the Company or any of its Subsidiaries is to become a party will, upon execution and delivery thereof by the Company or such Subsidiary, as the case may be, and the other parties thereto (if any), constitute, a legal, valid and binding obligation of the Company or such Subsidiary enforceable against the Company or such Subsidiary, as applicable, in accordance with its terms, except as enforceability may be limited by Applicable Laws, general principles of equity (whether considered in a proceeding in equity or law) and an implied covenant of good faith and fair dealing. (d) Each of the Project Documents to which the Company is a party has been duly executed and delivered by the Company and the Company has no reason to believe that each of the Project Documents has not been duly executed and delivered by the other parties thereto. Each of the Project Documents constitutes a legal, valid and binding obligation of the Company enforceable against the Company in accordance with its terms and the Company has no reason to believe that each of the Project Documents does not constitute legal, valid and binding obligations of such other parties enforceable against such other parties in accordance with its terms, in each case except as enforceability may be limited...
Power and Authorization; Enforceable Obligations. Each of the Borrowers has all requisite power and authority to execute, deliver and perform this Credit Agreement and the other Credit Documents to which it is a party and to borrow the Loans hereunder. Each of the Borrowers has taken all necessary corporate and legal action to authorize the borrowings hereunder on the terms and conditions of this Credit Agreement and the other Credit Documents to which it is a party and to authorize the execution, delivery and performance of this Credit Agreement and the other Credit Documents to which it is a party. Each of the Credit Agreement and the other Credit Documents have been executed and delivered by a duly authorized officer of each of the Borrowers. This Credit Agreement constitutes, and upon execution thereof, each other Credit Document will constitute, a legal, valid and binding obligation of each applicable Borrower enforceable against such Borrower in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, moratorium, reorganization or other similar laws affecting creditors’ rights generally and except as enforceability may be limited by general principles of equity and an implied covenant of good faith.
Power and Authorization; Enforceable Obligations. The Equity Investor has all limited liability company power and authority to execute, deliver and perform this Agreement and each other Transaction Document to which it is a party and to take all action as may be necessary to complete the transactions contemplated hereunder and thereunder. The Equity Investor has taken all necessary limited liability company action to authorize the execution, delivery and performance of this Agreement and each other Transaction Document to which it is a party and to complete the transactions contemplated hereby. No consent or authorization of, filing with, or other act by or in respect of any other person or Governmental Authority is required in connection with the execution, delivery or performance by the Equity Investor, or the validity or enforceability as to the Equity Investor, of this Agreement and each other Transaction Document to which it is a party, except such consents or authorizations or filings or other acts as have already been obtained or made or where the failure to obtain such consent or authorization would not reasonably be expected to have a Material Adverse Effect. This Agreement and each other Transaction Document to which the Equity Investor is a party have been duly executed and delivered by the Equity Investor and constitute, and each other Transaction Document to which it is a party will upon execution and delivery thereof by the Equity Investor and the other parties thereto (if any) constitute, a legal, valid and binding obligation of the Equity Investor enforceable against it in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the rights of creditors generally and by general principles of equity.
Power and Authorization; Enforceable Obligations. 5 Section 2.3. Government Approval 6 Section 2.4. Ownership 6 Section 2.5. First Lien 6
Power and Authorization; Enforceable Obligations. (a) The Pledgor has full power and authority and the legal right to conduct its business as now conducted and as proposed to be conducted by it, to execute, deliver and perform this Agreement and any other Principal Documents to which it is a party and to take all actions necessary to complete the transactions contemplated by this Agreement and any such other Principal Document. The Pledgor has taken all necessary action to authorize the transactions contemplated hereby on the terms and conditions of this Agreement and any other Principal Document to which it is a party, and to authorize the execution, delivery and performance of this Agreement and any other Principal Document to which it is a party. (b) Each of this Agreement and any other Principal Documents to which the Pledgor is a party has been duly executed and delivered by the Pledgor and constitutes the legal, valid and binding obligation of the Pledgor.
Power and Authorization; Enforceable Obligations. 4.2.1 Pledgor has the power and authority to: (a) execute, deliver, perform and incur obligations under this Agreement; and (b) make the assignment and grant the Lien and Security Interest granted in the Collateral pursuant to this Agreement. 4.2.2 The execution, delivery and performance of this Agreement has been duly authorized by the Pledgor, and (assuming the due execution and delivery by the Security Trustee) is in full force and effect and constitutes a legal, valid and binding obligation of Pledgor, enforceable against it in accordance with its terms, except as limited by general principles of equity and bankruptcy, insolvency and similar laws.
AutoNDA by SimpleDocs
Power and Authorization; Enforceable Obligations. (a) Each Pledge Party has full limited liability company power and authority to execute, deliver and perform this Agreement and to take all action as may be necessary to complete the transactions contemplated hereunder. Each Pledge Party has taken all necessary limited liability company action to authorize the execution, delivery and performance of this Agreement by such Pledge Party and to complete the transactions contemplated hereby. (b) This Agreement has been duly executed and delivered by each Pledge Party and constitutes a legal, valid and binding obligation of such Pledge Party enforceable against it in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the right of creditors generally and by general principles of equity.
Power and Authorization; Enforceable Obligations. Pledgor has the full limited liability company power and authority to execute, deliver and perform this Agreement and to take all action as may be necessary to complete the transactions contemplated hereunder. Pledgor has taken all necessary limited liability company action to authorize the execution, delivery and performance of this Agreement and to complete the transactions contemplated hereby. No consent or authorization of, filing with, or other act by or in respect of any other Person or governmental authority is required in connection with the execution, delivery or performance by Pledgor, or the validity or enforceability as to Pledgor, of this Agreement, except such consents or authorizations or filings or other acts as have already been obtained or made. This Agreement has been duly executed and delivered by Pledgor and constitutes a legal, valid and binding obligation of Pledgor enforceable against it in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the right of creditors generally and by general principles of equity.
Power and Authorization; Enforceable Obligations. (a) The Guarantor has all limited liability company power and authority to execute, deliver and perform this Guaranty and to take all action as may be necessary to complete the transactions contemplated hereunder. The Guarantor has taken all necessary limited partnership, corporate or limited liability company action to authorize the execution, delivery and performance of this Guaranty and to complete the transactions contemplated hereby. No consent or authorization of, filing with, or other act by or in respect of any other Person or Governmental Authority is required in connection with the execution, delivery or performance by the Guarantor, or the validity or enforceability as to the Guarantor, of this Guaranty, except such consents, authorizations, filings or other acts as have already been obtained or made. This Guaranty has been duly executed and delivered by the Guarantor and constitutes a legal, valid and binding obligation of the Guarantor enforceable against it in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the right of creditors generally and by general principles of equity.
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!