Common use of Powers and Authorizations Clause in Contracts

Powers and Authorizations. The Borrower has the power and authority to make, deliver and perform the transactions contemplated in the Basic Agreements to which it is a party. Except as the same may have been obtained prior to the Advance Date (and copies of which will be provided by the Borrower to the Agent prior to the Advance Date), no consent or authorization of, filing with or other act by or in respect of any Governmental Authority is required in connection with the borrowing hereunder or with the execution, delivery, or performance by the Borrower, or the validity or enforceability against the Borrower of the Basic Agreements to which the Borrower is a party, except filings in order to perfect the Security Interests created by the Security Documents and other steps as contemplated by Section 4.1(d). This Agreement has been, and each other Basic Agreement to which the Borrower is to be a party will be, duly authorized, executed and delivered on behalf of the Borrower. This Agreement constitutes, and each other Basic Agreement to which the Borrower is a party when executed and delivered will constitute, a legal, valid and binding obligation of the Borrower, enforceable against the Borrower in accordance with its 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).

Powers and Authorizations. (i) The Borrower has the power and authority to make, deliver and perform the transactions contemplated in the Basic Agreements to which it is or will be a party. . (ii) Except as the same may have been obtained prior to the Advance Date (and copies of which will be provided by the Borrower to the Agent prior to the Advance Date), no consent or authorization of, filing with or other act by or in respect of any Governmental Authority is required in connection with the borrowing hereunder or with the execution, delivery, or performance by the Borrower, or the validity or enforceability against the Borrower of the Basic Agreements to which the Borrower is or will be a party, except for the (x) filings referred to in order to perfect the Security Interests created Section 4.1(d) and (y) such action, as a result of any act or omission by the Security Documents Lender or any of its Affiliates, as may be required under the United States federal securities laws or the securities laws or other laws of any State thereof or any other jurisdiction applicable to offers and other steps as contemplated by Section 4.1(d)sales of the Notes or interests therein or similar instruments. This Loan Agreement has been, and each other Basic Agreement to which the Borrower is to will be a party will be, duly authorized, executed and delivered on behalf of the Borrower. . (iii) This Loan Agreement constitutes, and each other Basic Agreement to which the Borrower is will be a party when executed and delivered will constitute, a legal, valid and binding obligation of the Borrower, enforceable against the Borrower in accordance with its terms, except as enforceability the same 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).