Common use of Power; Authorization; Enforceability Clause in Contracts

Power; Authorization; Enforceability. Borrower has the power and authority, and the legal right, to make, deliver and perform the Transaction Documents to which it is a party and to borrow hereunder. Borrower has taken all necessary limited liability company action to authorize the execution, delivery and performance of the Transaction Documents to which it is a party and to authorize the borrowings on the terms and conditions of this Agreement. No consent or authorization of, filing with, notice to or other act by or in respect of, any Governmental Authority or any other Person is required in connection with the transactions contemplated herein, the borrowings hereunder or the execution, delivery, performance, validity or enforceability of any Transaction Documents (other than the filings referred to in Section 7.19). Each Transaction Document to which Borrower is a party that is in effect on the date this representation and warranty is made has been duly executed and delivered on behalf of Borrower. This Agreement constitutes, and each other Transaction Document to which Borrower is a party, upon execution, will constitute, a legal, valid and binding obligation of Borrower, enforceable against Borrower in accordance with its respective terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law).

Power; Authorization; Enforceability. Borrower (a) Each Loan Party has the power and authority, and the legal right, to makeown or lease and operate its property, deliver and to carry on its business as now conducted and as proposed to be conducted, and to execute, deliver, and perform the Transaction Loan Documents to which it is a party and and, in the case of each Borrower, to borrow obtain Loans hereunder. Borrower Each Loan Party has taken all necessary limited liability company organizational action to authorize the execution, delivery delivery, and performance of the Transaction Loan Documents to which it is a party and and, in the case of the Borrower, to authorize the borrowings borrowing of Loans on the terms and conditions of this Agreementcontained herein. No consent or authorization of, filing with, notice to to, or other act by by, or in respect of, any Governmental Authority or any other Person is required in connection with the transactions contemplated herein, the borrowings extensions of credit hereunder or with the execution, delivery, performance, validity validity, or enforceability of this Agreement or any Transaction Documents (other than of the Loan Documents, which consents, authorizations, filings referred to and notices have been obtained or made and are in Section 7.19)full force and effect. Each Transaction Loan Document to which Borrower is a party that is in effect on the date this representation and warranty is made has been duly executed and delivered on behalf of Borrower. by each Loan Party party thereto. (b) This Agreement constitutes, and each other Transaction Loan Document to which Borrower is a party, upon execution, when delivered hereunder will constitute, a legal, valid valid, and binding obligation of Borrowereach Loan Party party thereto, enforceable against Borrower each such Loan Party in accordance with its respective terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium moratorium, or similar laws affecting the enforcement of creditors’ ' rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law).