Common use of Power and Authorization Clause in Contracts

Power and Authorization. The Holder is duly organized, validly existing and in good standing, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions contemplated hereby.

Power and Authorization. The Holder is duly organized, validly existing and in good standing, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Exchange contemplated hereby.

Power and Authorization. The Holder is duly organized, validly existing and in good standing, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Exchange contemplated hereby.

Power and Authorization. The Holder is duly organized, validly existing and in good standing, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Exchange contemplated hereby. If the Undersigned is executing this Agreement on behalf of Accounts, the Undersigned has all requisite discretionary and contractual authority to enter into this Agreement on behalf of, and bind, each Account. The information presented on Exhibit A with respect to each Holder is true, correct and complete in all material respects.

Power and Authorization. The Holder is duly organized, validly existing and in good standingstanding under the laws of its jurisdiction of formation, and the Holder has the power, authority and capacity to execute and deliver this Agreement and the Registration Rights Agreement, to perform its obligations hereunderhereunder and thereunder, and to consummate the transactions Exchange contemplated hereby.

Power and Authorization. The Holder is an entity duly organized, validly existing and (if a good standing concept exists in such jurisdiction) in good standing, standing under the laws of the jurisdiction of its organization with the requisite power and has the power, authority and capacity to execute and deliver this Agreement, Agreement and to perform its obligations hereunder, and to consummate hereunder (including the transactions contemplated herebyExchange).

Power and Authorization. The Holder is duly organized, validly existing and in good standing, and has the power, authority and capacity to to, and has taken all action as may be necessary to, execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Exchange contemplated hereby.

Power and Authorization. The Holder is duly organized, validly existing and in good standingstanding under the jurisdiction of its organization, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Exchange contemplated hereby.

Power and Authorization. The Holder is duly organized, validly existing and in good standingstanding under the laws of its jurisdiction of formation, and has the requisite power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Exchange contemplated hereby.

Power and Authorization. The Holder is duly organizedincorporated, validly existing and in good standingstanding under the laws of its state of incorporation, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Exchange contemplated hereby.

Power and Authorization. The Holder is duly organized, validly existing and in good standingstanding under the laws of its jurisdiction of formation, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Purchase contemplated hereby.

Power and Authorization. The Such Holder is duly organized, validly existing and in good standing, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Exchanges contemplated hereby.

Power and Authorization. The Holder is duly organized, validly existing and in good standingstanding under the laws of its jurisdiction of formation, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions contemplated herebyExchange.

Power and Authorization. The Such Holder is duly organized, validly existing and in good standing, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Transactions contemplated hereby.

Power and Authorization. The Holder is duly organized, validly existing and in good standing, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Exchange contemplated hereby. The Undersigned has all requisite discretionary and contractual authority to enter into this Agreement on behalf of, and bind, the Account, and (b) Exhibit A hereto is a true, correct and complete list of (i) the name of the Account, and (ii) the principal amount of the Account’s Surrendered Note.

Power and Authorization. The Holder is duly organized, validly existing and in good standing, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions Purchase contemplated hereby.

Power and Authorization. The Holder is duly organized, validly existing and in good standing, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions contemplated herebyhereby (collectively, the “Transactions”) with respect to the Exchanged Debt.