Common use of Action Clause in Contracts

Action. Borrower and each Restricted Subsidiary has all necessary corporate or other organizational power, authority and legal right to execute, deliver and perform its obligations under each Credit Document to which it is a party and to consummate the transactions herein and therein contemplated; the execution, delivery and performance by Borrower and each Restricted Subsidiary of each Credit Document to which it is a party and the consummation of the transactions herein and therein contemplated have been duly authorized by all necessary corporate, partnership or other organizational action on its part; and this Agreement has been duly and validly executed and delivered by each Credit Party and constitutes, and each of the Credit Documents to which it is a party when executed and delivered by such Credit Party will constitute, its legal, valid and binding obligation, enforceable against each Credit Party in accordance with its terms, except as such enforceability may be limited by (a) bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar laws of general applicability from time to time in effect affecting the enforcement of creditors’ rights and remedies and (b) the application of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Action. Borrower and each Restricted Subsidiary has all necessary corporate or other organizational power, authority and legal right to execute, deliver and perform its obligations under each Credit Document to which it is a party and to consummate the transactions herein and therein contemplated; the execution, delivery and performance by Borrower and each Restricted Subsidiary of each Credit Document to which it is a party and the consummation of the transactions herein and therein contemplated have been duly authorized by all necessary corporate, partnership or other organizational action on its part; and this Agreement has been duly and validly executed and delivered by each Credit Party and constitutes, and each of the Credit Documents to which it is a party when executed and delivered by such Credit Party will constitute, its legal, valid and binding obligation, enforceable against each Credit Party Party, as applicable, in accordance with its terms, except as such enforceability may be limited by (a) bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar laws of general applicability from time to time in effect affecting the enforcement of creditors’ rights and remedies and (b) the application of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Action. Borrower and each Restricted Subsidiary Each Company has all necessary corporate or other organizational power, authority and legal right to execute, deliver and perform its obligations under each Credit Document and Transaction Document to which it is a party and to consummate the transactions herein and therein contemplated; the execution, delivery and performance by Borrower and each Restricted Subsidiary Company of each Credit Document and Transaction Document to which it is a party and the consummation of the transactions herein and therein contemplated have been duly authorized by all necessary corporate, partnership or other organizational corporate action on its part; and this Agreement has been duly and validly executed and delivered by each Credit Party Obligor and constitutes, and each of the Notes and the other Credit Documents to which it is a party when executed and delivered by such Credit Party Obligor (in the case of the Notes, for value) will constitute, its legal, valid and binding obligation, enforceable against each Credit Party Obligor in accordance with its terms, except as such enforceability may be limited by (a) bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar laws of general applicability from time to time in effect affecting the enforcement of creditors’ ' rights and remedies and (b) the application of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Action. Each Borrower and each Restricted Subsidiary has all necessary corporate or other organizational power, ------ authority and legal right to execute, deliver and perform its obligations under each Credit Document of the Basic Documents to which it is a party and to consummate the transactions herein and therein contemplatedcontemplated thereby; the execution, delivery and performance by each Borrower and each Restricted Subsidiary of each Credit Document of the Basic Documents to which it is a Credit Agreement ---------------- -58- party and the consummation of the transactions herein and therein contemplated thereby have been duly authorized by all necessary corporate, partnership or other organizational corporate action on its partpart (including, without limitation, any required shareholder approvals); and this Agreement has been duly and validly executed and delivered by each Credit Party Borrower and constitutes, and each of the Credit other Basic Documents to which it is a party when executed and delivered by such Credit Party for value will constitute, its legal, valid and binding obligation, enforceable against each Credit Party such Borrower in accordance with its terms, except as such enforceability may be limited by (a) bankruptcy, insolvency, fraudulent conveyancereceivership, conservatorship, reorganization, moratorium or similar laws of general applicability from time to time in effect affecting the enforcement of creditors’ ' rights and remedies and (b) such enforceability may be limited by the application of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Action. Borrower and each Restricted Subsidiary Each Obligor has all necessary corporate or other organizational power, authority and legal right to execute, deliver and perform its obligations under each Credit Document to which it is a party and to consummate the transactions herein and therein contemplated; the execution, delivery and performance by Borrower and each Restricted Subsidiary Obligor of each Credit Document to which it is a party and the consummation of the transactions herein and therein contemplated have been duly authorized by all necessary corporate, partnership or other organizational corporate action on its part; and this Agreement has been duly and validly executed and delivered by each Credit Party Obligor and constitutes, and each of the other Credit Documents to which it is a party when executed and 58 -52- delivered by such Credit Party Obligor (in the case of the Term Notes, for value) will constitute, its legal, valid and binding obligation, enforceable against each Credit Party Obligor in accordance with its terms, except as such enforceability may be limited by (a) bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar laws of general applicability from time to time in effect affecting the enforcement of creditors’ ' rights and remedies and (b) the application of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).