Common use of Valid and Enforceable Agreement; Authorization Clause in Contracts

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by Seller and, constitutes a legal, valid and binding obligation of Seller, enforceable against the Seller in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by such Seller and, constitutes a legal, valid and binding obligation of such Seller, enforceable against the such Seller in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by the Seller and, and constitutes a legal, valid and binding obligation of Seller, enforceable against the Seller in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by each Seller and, and constitutes a legal, valid and binding obligation of such Seller, enforceable against the such Seller in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and or other similar laws of general application affecting enforcement of creditors’ rights generally and or general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by such Seller and, and constitutes a legal, valid and binding obligation of such Seller, enforceable against the such Seller in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by the Seller and, constitutes a legal, valid and binding obligation of the Seller, enforceable against the Seller in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by Seller and, and constitutes a legal, valid and binding obligation of Seller, enforceable against the Seller in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by each of the Seller and, Parties and constitutes a legal, valid and binding obligation of Sellereach of the Seller Parties, enforceable against each of the Seller Parties in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by Seller andSeller, and constitutes a legal, valid and binding obligation of Seller, enforceable against the Seller in accordance with its terms, except as limited by applicable that such enforcement may be subject to (i) bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and moratorium or other similar laws of general application Laws affecting or relating to enforcement of creditors’ rights generally generally, and (ii) general principles of equity. The execution and delivery of this Agreement and the consummation of the Transactions have been duly authorized, approved and ratified by all necessary corporate action on the part of Seller.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by each Seller and, and constitutes a legal, valid and binding obligation of such Seller, enforceable against the such Seller in accordance with its terms, except as limited by applicable that such enforcement may be subject to (i) bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and moratorium or other similar laws of general application affecting or relating to enforcement of creditors’ rights generally generally, and (ii) general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by each Seller and, and constitutes a legal, valid and binding obligation of such Seller, enforceable against the such Seller in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other 142302146.1 similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by Seller and, subject to receipt of the Approval, constitutes a legal, valid and binding obligation of Seller, enforceable against the Seller Sellers in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by Seller and, such Selling Holder and constitutes a legal, valid and binding obligation of Sellersuch Selling Holder, enforceable against the Seller such Selling Holder in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally generally, laws relating to the availability of specific performance, injunctive relief or other equitable remedies and general principles of equity.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by Seller and, constitutes a legal, valid and binding obligation of the Seller, enforceable against the Seller Seller, in accordance with its terms. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized, except as limited approved and ratified by applicable bankruptcyall necessary action on the part of the Seller. Pursuant to such authorization, insolvencythe Seller has full authority to enter into and deliver this Agreement, reorganizationto perform its obligations hereunder, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equityto consummate the transactions contemplated hereby.

Valid and Enforceable Agreement; Authorization. This Agreement has been duly executed and delivered by Seller and, subject to receipt of the Approval, constitutes a legal, valid and binding obligation of Seller, enforceable against the Seller in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equity.