Common use of Authority; Authorization Clause in Contracts

Authority; Authorization. Seller has all requisite corporate power and authority to execute and deliver this Agreement, to consummate the transactions contemplated herein and to perform all the terms and conditions to be performed by it as provided for in this Agreement. The execution and delivery of this Agreement by Seller, the performance by Seller of all the terms and conditions to be performed by it and the consummation by Seller of the transactions contemplated herein have been duly authorized and approved by all necessary corporate action. This Agreement has been duly executed and delivered by Seller and constitutes the valid and binding obligation of Seller, enforceable against it in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency or other Laws relating to or affecting the enforcement of creditors’ rights generally and general principles of equity (regardless of whether such enforceability is considered in a proceeding at Law or in equity).

Authority; Authorization. Seller (i) Purchaser has all requisite full corporate power and authority to (i) execute and deliver this Agreement, to Agreement and (ii) consummate the transactions contemplated herein hereby, including the transactions necessary to issue the Note to the Selling Unitholder, and to perform all the terms and conditions hereof required to be performed by it as provided for in this Agreementit. The execution execution, delivery and delivery performance by Purchaser of this Agreement by Seller, the performance by Seller of all the terms and conditions to be performed by it and the consummation by Seller of the transactions contemplated herein have been duly authorized and approved by all necessary requisite corporate action. . (ii) This Agreement has been duly executed constitutes, and delivered by Seller and when issued the Note will constitute, each constitutes the legal, valid and binding obligation of SellerPurchaser, enforceable against it Purchaser in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency insolvency, reorganization, moratorium or other Laws laws of general application relating to or affecting the enforcement of creditors’ rights generally and general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at Law or in equitylaw).

Authority; Authorization. Seller Buyer has all requisite corporate power and authority to execute and deliver this Agreement, to consummate the transactions contemplated herein and to perform all of the terms and conditions to be performed by it as provided for in this Agreement. The execution and delivery of this Agreement by SellerBuyer, the performance by Seller Buyer of all of the terms and conditions to be performed by it and the consummation by Seller Buyer of the transactions contemplated herein have been duly authorized and approved by all necessary corporate action. This Agreement has been duly executed and delivered by Seller Buyer and constitutes the valid and binding obligation of SellerBuyer, enforceable against it in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency or other Laws relating to or affecting the enforcement of creditors’ rights generally and general principles of equity (regardless of whether such enforceability is considered in a proceeding at Law or in equity).