Common use of Seller’s Authorization Clause in Contracts

Seller’s Authorization. Seller and its sole member (a) are duly organized (or formed), validly existing and in good standing under the Laws of their State of organization and, to the extent required by Law, the State in which the Property is located, (b) are authorized to consummate the Transaction and fulfill all of their obligations hereunder and under all Closing Documents to be executed by Seller, and (c) have all necessary power to execute and deliver this Agreement and all Closing Documents to be executed by Seller, and to perform all of Seller’s obligations hereunder and thereunder. This Agreement and all Closing Documents to be executed by Seller have been duly authorized by all requisite partnership, corporate or other required action on the part of Seller and its sole member and are the valid and legally binding obligation of Seller, enforceable in accordance with their respective terms. Neither the execution and delivery of this Agreement and all Closing Documents to be executed by Seller, nor the performance of the obligations of Seller hereunder or thereunder will result in the violation of any Law or any provision of the organizational documents of Seller or its sole member or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller or its sole member are bound.

Seller’s Authorization. Seller (and its sole member as used in this Section 9.2.1, the term Seller includes any general partners or managing members of Seller) (a) are is duly organized (or formed), validly existing and active and in good standing existence under the Laws of their its State of organization and, as and to the extent required by Lawapplicable Laws, of the State in which the Property is located, (b) are is authorized to consummate the Transaction and fulfill all of their its obligations hereunder and under all Closing Documents documents contemplated hereunder to be executed by Seller, and (c) have has all necessary power to execute and deliver this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller, and to perform all of Seller’s its obligations hereunder and thereunder. This Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller Seller, have been duly authorized by all requisite partnership, corporate or other required action on the part of Seller and its sole member and are the valid and legally binding obligation obligations of Seller, enforceable in accordance with their respective terms. Neither the execution and delivery of this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller, nor the performance of the obligations of Seller hereunder or thereunder will result in the violation of any Law or any provision of the organizational documents of Seller or its sole member or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller or its sole member are is bound.

Seller’s Authorization. Seller represents and its sole member warrants to Buyer that Seller (ai) are is duly organized (or formed), validly existing and in good standing under the Laws laws of their its State of organization and, to the extent required by Lawlaw, the State in which the Property is located, (bii) are is authorized to consummate the Transaction and fulfill all of their its obligations hereunder and under all Closing Documents documents to be executed by SellerSeller pursuant hereto, and (ciii) have has all necessary power to execute and deliver this Agreement and all Closing Documents such other documents to be executed by Seller, and to perform all of Seller’s obligations hereunder and thereunder. This Agreement and all Closing Documents documents to be executed by Seller pursuant hereto have been duly authorized by all requisite partnership, corporate or other required action on the part of Seller and its sole member and are the valid and legally binding obligation of Seller, enforceable in accordance with their respective terms. Neither the execution and delivery of this Agreement and all Closing Documents or the other documents to be executed by SellerSeller pursuant hereto, nor the performance of the obligations of Seller hereunder or thereunder will result in the violation of any Law or any provision of the organizational documents of Seller or its sole member or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller or its sole member are is bound.

Seller’s Authorization. Seller and its sole member (ai) are is duly organized (or formed)organized, validly existing and in good standing under the Laws of their State its respective state of organization and, to the extent required by Law, the State in which the Property is locatedof Indiana, (bii) are subject to obtaining the approvals described in Article 8, is authorized to consummate the Transaction and fulfill all of their its obligations hereunder and under all the Closing Documents to be executed by Seller, and (ciii) have subject to obtaining the approvals described in Article 8, has all necessary power to execute and deliver this Agreement and all the Closing Documents to be executed by Seller, and to perform all of Seller’s obligations hereunder and thereunder. This Subject to obtaining the approvals described in Article 8, this Agreement and all the Closing Documents to be executed by Seller have been duly authorized by all requisite partnership, corporate or other required action on the part of Seller and its sole general partner or managing member (as applicable) and are is the valid and legally binding obligation of Seller, enforceable in accordance with their respective terms. Neither the execution and delivery of this Agreement and all the Closing Documents to be executed by Seller, nor the performance of the obligations of Seller hereunder or thereunder will result in the violation of any Law or any provision of the organizational documents of Seller or its sole general partner or managing member (as applicable) and is or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller or its sole general partner or managing member (as applicable) are bound.

Seller’s Authorization. Seller (and its sole member as used in this Section 9.2.1, the term Seller includes any general partners or managing members of Seller) (a) are is duly organized (or formed), validly existing and in good standing under the Laws of their its State of Purchase Agreement SHP/Renaissance Portfolio Contract organization and, as and to the extent required by Lawapplicable Laws, of the State in which the Property is located, (b) are is authorized to consummate the Transaction and fulfill all of their its obligations hereunder and under all Closing Documents documents contemplated hereunder to be executed by Seller, and (c) have has all necessary power to execute and deliver this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller, and to perform all of Seller’s its obligations hereunder and thereunder. This Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller Seller, have been duly authorized by all requisite partnership, corporate or other required action on the part of Seller and its sole member and are the valid and legally binding obligation of Seller, enforceable in accordance with their respective terms. Neither the execution and delivery of this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller, nor the performance of the obligations of Seller hereunder or thereunder will result in the violation of any Law or any provision of the organizational documents of Seller or its sole member or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller or its sole member are is bound.

Seller’s Authorization. Seller and its sole member (a) are is duly organized (or formed), validly existing and in good standing under the Laws of their its State of organization and, to the extent required by Law, the State in which the Property is located, (b) are subject to obtaining the approvals described in Subsection 8.1(a), is authorized to consummate the Transaction and fulfill all of their its obligations hereunder and under all Closing Documents to be executed by Seller, and (c) have has all necessary power to execute and deliver this Agreement and all Closing Documents to be executed by Seller, and to perform all of Seller’s obligations hereunder and thereunder. This Subject to obtaining the approvals described in Subsection 8.1(a), this Agreement and all Closing Documents to be executed by Seller have been duly authorized by all requisite partnership, corporate or other required action on the part of Seller and its sole member and are the valid and legally binding obligation of Seller, enforceable in accordance with their respective terms. Neither the execution and delivery of this Agreement and all Closing Documents to be executed by Seller, nor the performance of the obligations of Seller hereunder or thereunder will result in the violation of any Law or any provision of the organizational documents of Seller or its sole member or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller or its sole member are is bound.

Seller’s Authorization. Seller (and its sole member as used in this Subsection 9.2.1, the term Seller includes any general partners or managing members of Seller) (a) are is duly organized (or formed), validly existing and in good standing under the Laws of their its State of organization and, as and to the extent required by Lawapplicable Laws, of the State in which the Property is located, (b) are subject to obtaining the approvals described in Subsection 8.1(a) (and as of the date hereof, Seller has received Corporate Approval), is authorized to consummate the Transaction and fulfill all of their its obligations hereunder and under all Closing Documents to be executed by Seller, and (c) have has all necessary power to execute and deliver this Agreement and all Closing Documents to be executed by Seller, and to perform all of Seller’s its obligations hereunder and thereunder. This Subject to obtaining the approvals described in Subsection 8.1(a) (and as of the date hereof, Seller has received Corporate Approval), this Agreement and all Closing Documents to be executed by Seller Seller, have been duly authorized by all requisite partnership, corporate or other required action on the part of Seller and its sole member and are the valid and legally binding obligation of Seller, enforceable in accordance with their respective terms. Neither the execution and delivery of this Agreement and all Closing Documents to be executed by Seller, nor the performance of the obligations of Seller hereunder or thereunder will result in the violation of any Law or any provision of the organizational documents of Seller or its sole member or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller or its sole member are is bound.

Seller’s Authorization. Seller and its sole managing member (a) are duly organized (or formed)organized, validly existing and in good standing under the Laws of their State respective States of organization and, to the extent required by Law, the State in which the Property is located, (b) subject to obtaining the approvals described in Subsection 8.1(a), are authorized to consummate the Transaction and fulfill all of their respective obligations hereunder and under all Closing Documents to be executed by Seller, and (c) have all necessary power to execute and deliver this Agreement and all Closing Documents to be executed by Seller, and to perform all of Seller’s obligations hereunder and thereunder. This Subject to obtaining the approvals described in Subsection 8.1(a), this Agreement and all Closing Documents to be executed by Seller have been duly authorized by all requisite partnership, corporate limited liability company or other required action on the part of Seller and its sole managing member and are the valid and legally binding obligation of Seller, enforceable in accordance with their respective terms. Neither the execution and delivery of this Agreement and all Closing Documents to be executed by Seller, nor the performance of the obligations of Seller hereunder or thereunder will result in the violation of any Law or any provision of the organizational documents of Seller or its sole managing member or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller or its sole managing member are bound.

Seller’s Authorization. Seller and its sole member is (a) are duly organized (or formed)organized, validly existing and in good standing under the Laws laws of their its State of organization and, to the extent required by Law, and the State in which the Property is located, (b) are subject to obtaining the approvals or waivers, as the case may be, described in Subsection 7.1(a) and (e), is authorized to consummate the Transaction and fulfill all of their its obligations hereunder and under all Closing Documents documents contemplated hereunder to be executed by Seller, and (c) have has all necessary power to execute and deliver this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller, Seller and to perform all of Seller’s its obligations hereunder and thereunder. This Subject to obtaining the approvals described in Subsection 7.1(a), this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller have been duly authorized by all requisite partnership, corporate or other required action on the part of Seller and its sole member and are the valid and legally binding obligation of Seller, Seller enforceable in accordance with their respective terms. Neither To the best of Seller's knowledge, neither the execution and delivery of this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller, Seller nor the performance of the obligations of Seller hereunder or thereunder will result in the violation of any Law law or any provision of the organizational documents operating agreement of Seller or its sole member or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller or its sole member are is bound.

Seller’s Authorization. Seller (and its sole member as used in this Section 9.2.1, the term Seller includes any general partners or managing members of Seller) (a) are is duly organized (or formed), validly existing and in good standing under the Laws of their its State of organization and, and as and to the extent required by Law, law the State in which the Property is located, (b) are subject to obtaining the approvals described in Subsection 8.1(a), is authorized to consummate the Transaction and fulfill all of their its obligations hereunder and under all Closing Documents documents contemplated hereunder to be executed by Seller, and (c) have has all necessary power to execute and deliver this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller, and to perform all of Seller’s its obligations hereunder and thereunder. This Subject to obtaining the approvals described in Subsection 8.1(a), this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller Seller, have been duly authorized by all requisite partnership, corporate or other required action on the part of Seller and its sole member and are the valid and legally binding obligation of Seller, enforceable in accordance with their respective terms. Neither the execution and delivery of this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller, nor the performance of the obligations of Seller hereunder or thereunder will result in the violation of any Law or any provision of the organizational documents of Seller or its sole member or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller or its sole member are is bound.

Seller’s Authorization. Seller (and its sole member as used in this Section 9.2.1, the term Seller includes the Company, any general partners or managing members of Seller) (a) are is duly organized (or formed), validly existing and in good standing under the Laws of their its State of organization and, as and to the extent required by Lawapplicable Laws, of the State in which the Property is located, (b) are is authorized to consummate the Transaction and fulfill all of their its obligations hereunder and under all Closing Documents documents contemplated hereunder to be executed by Seller, and (c) have contingent upon completion of the Foreclosure Deed Delivery, has all necessary power to execute and deliver this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller, and to perform all of Seller’s its obligations hereunder and thereunder. This Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller Seller, have been duly authorized by all requisite partnership, corporate or other required action on the part of Seller and its sole member and are the valid and legally binding obligation obligations of Seller, enforceable in accordance with their respective terms. Neither the execution and delivery of this Agreement and all Closing Documents documents contemplated hereunder to be executed by Seller, nor the performance of the obligations of Seller hereunder or thereunder will result in the violation of any Law or any provision of the organizational documents of Seller or its sole member or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller or its sole member are is bound.