Common use of Powers; Absence of Conflicts With Other Agreements, etc Clause in Contracts

Powers; Absence of Conflicts With Other Agreements, etc. (a) The execution, delivery and performance by Lessor of the Lease and this Annex A and the other agreements and transactions contemplated hereby: (i) are within the power of Lessor, are not in contravention of the terms of the any resolution or act or governing instrument or any amendments thereto of Lessor or of the State of Texas and have been duly authorized by the City Commission of Lessor, as and to the extent required; and (ii) on the Closing Date, (A) will not result in any breach of any indenture, agreement, lease or instrument to which Lessor is a party or by which Lessor is bound, (B) will not constitute a violation of any judgment, decree, or order of any court of competent jurisdiction applicable to Lessor, (C) will not violate any law, rule or regulation of any governmental authority applicable to Lessor or any of the Assets and (d) will not require any consent, approval or authorization of, or notice to, or declaration, filing or registration with, any governmental or regulatory authority. (b) As of the Closing, this Annex A and the other agreements and instruments contemplated hereby have been duly and validly executed and delivered by Lessor. This Annex A and the other agreements and instruments contemplated hereby constitute the valid, legal and binding obligations of Lessor enforceable against it in accordance with their.

Powers; Absence of Conflicts With Other Agreements, etc. (a) The execution, delivery and performance by Lessor of the Lease and this Annex A and the other agreements and transactions contemplated hereby: (i) are within the power of Lessor, are not in contravention of the terms of the any resolution or act or governing instrument or any amendments thereto of Lessor or of the State of Texas and have been duly authorized by the City Commission of Lessor, as and to the extent required; and (ii) on the Closing Date, (A) will not result in any breach of any indenture, agreement, lease or instrument to which Lessor is a party or by which Lessor is bound, (B) will not constitute a violation of any judgment, decree, or order of any court of competent jurisdiction applicable to Lessor, (C) will not violate any law, rule or regulation of any governmental authority applicable to Lessor or any of the Assets and (d) will not require any consent, approval or authorization of, or notice to, or declaration, filing or registration with, any governmental or regulatory authority., except for any such breaches or violations as would not individually or in the aggregate have a material adverse effect on the Hospital or its business; (b) As of the Closing, this Annex A and the other agreements and instruments contemplated hereby have been duly and validly executed and delivered by Lessor. This Annex A and the other agreements and instruments contemplated hereby constitute the valid, legal and binding obligations of Lessor enforceable against it in accordance with theirtheir terms.

Powers; Absence of Conflicts With Other Agreements, etc. (a) The execution, delivery and performance by Lessor Seller of the Lease and this Annex A Agreement and the other agreements and transactions contemplated hereby: (i) are within the power of LessorSeller's powers, are not in contravention of the terms of the any resolution or act or governing instrument or any amendments thereto of Lessor or of the State of Texas and have been duly authorized by the City Commission of LessorSeller, as and to the extent required; and (ii) except as set forth on Schedule 3.2, on the Closing Date, to Seller's knowledge, (A) will not result in any breach of any indenture, agreement, lease or instrument to which Lessor Seller is a party or by which Lessor Seller is bound, (B) will not constitute a violation of any judgment, decree, or order of any court of competent jurisdiction applicable to LessorSeller, (C) will not violate any law, rule or regulation of any governmental authority applicable to Lessor the Seller or any of the Assets Assets, and (dD) will not require any consent, approval or authorization of, or notice to, or declaration, filing or registration with, any governmental or regulatory authority. (b) As This Agreement has been duly and validly executed and delivered by Seller and, as of the Closing, this Annex A and the other agreements and instruments contemplated hereby will have been duly and validly executed and delivered by LessorSeller. This Annex A Agreement constitutes, and upon their execution and delivery, the other agreements and instruments contemplated hereby constitute will constitute, the valid, legal and binding obligations of Lessor Seller enforceable against it in accordance with theirtheir terms.

Powers; Absence of Conflicts With Other Agreements, etc. (a) The execution, delivery and performance by Lessor of the Lease and this Annex A and the other agreements and transactions contemplated hereby: (i) are within the power of Lessor, are not in contravention of the terms of the any resolution or act or governing instrument or any amendments thereto of Lessor or of the State of Texas and have been duly authorized by the City Commission of Lessor, Lessor as and to the extent required; and (ii) on the Closing Date, (A) will not result in any breach of any indenture, agreement, lease or instrument to which Lessor is a party or by which Lessor is bound, (B) will not constitute a violation of any judgment, decree, or order of any court of competent jurisdiction applicable to Lessor, (C) will not violate any law, rule or regulation of any governmental authority applicable to Lessor or any of the Assets and (dD) will not require any consent, approval or authorization of, or notice to, or declaration, filing or registration with, any governmental or regulatory authority. (b) As of the Closing, this Annex A and the other agreements and instruments contemplated hereby have been duly and validly executed and delivered by Lessor. This Annex A and the other agreements and instruments contemplated hereby constitute the valid, legal and binding obligations of Lessor enforceable against it in accordance with theirtheir terms except as such may be limited by bankruptcy and other laws of general applicability affecting sellers' and creditors' rights and general equitable principles.

Powers; Absence of Conflicts With Other Agreements, etc. (a) The execution, delivery and performance by Lessor of the Lease and this Annex A and the other agreements and transactions contemplated hereby: (i) are within the power of Lessor, are not in contravention of the terms of the any resolution or act or governing instrument or any amendments thereto of Lessor or of the State of Texas and have been duly authorized by the City Commission of Lessor, Council as and to the extent required; and (ii) on the Closing Date, (A) will not result in any breach of any indenture, agreement, lease or instrument to which Lessor is a party or by which Lessor is bound, (B) will not constitute a violation of any judgment, decree, or order of any court of competent jurisdiction applicable to Lessor, (C) will not violate any law, rule or regulation of any governmental authority applicable to Lessor or any of the Assets and (dD) will not require any consent, approval or authorization of, or notice to, or declaration, filing or registration with, any governmental or regulatory authority. (b) As of the Closing, this Annex A and the other agreements and instruments contemplated hereby have been duly and validly executed and delivered by Lessor. This Annex A and the other agreements and instruments contemplated hereby constitute the valid, legal and binding obligations of Lessor enforceable against it in accordance with theirtheir terms except as such may be limited by bankruptcy and other laws of general applicability affecting sellers' and creditors' rights and general equitable principles.