Common use of Authorization and Effect of Agreement Clause in Contracts

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have been duly authorized by all necessary corporate action on the part of the Seller. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, enforceable in accordance with its terms.

Authorization and Effect of Agreement. Seller has the requisite corporate power and authority to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have been duly authorized by all necessary corporate action on the part of the Seller. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by PurchaserBuyer, constitutes a valid and binding obligation of Seller, enforceable in accordance with its terms.

Authorization and Effect of Agreement. Seller has the requisite corporate power and authority to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Sellerits obligations under this Agreement. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller its obligations under this Agreement have been duly authorized by all necessary corporate action on the part of the Seller. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, enforceable in accordance with its terms.necessary

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have has been duly authorized by all necessary corporate action on the part of Seller's board of directors and stockholders and, if applicable, holders of the Seller's indebtedness. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, Seller enforceable in accordance with its terms.

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have has been duly authorized by all necessary corporate action on the part of Seller's board of directors and, if applicable, stockholders and holders of the Seller's indebtedness. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, Seller enforceable in accordance with its terms.

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have has been duly authorized by all necessary corporate action on the part of Seller’s board of directors and, if applicable, stockholders and holders of the Seller’s indebtedness. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, Seller enforceable in accordance with its terms.

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have has been duly authorized by all necessary corporate action on the part of Seller's board of directors and, if applicable, holders of the Seller's indebtedness. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, Seller enforceable in accordance with its terms.

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have been duly authorized by all necessary corporate action on the part of Seller's corporate bodies and, if applicable, holders of the Seller's indebtedness. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, Seller enforceable in accordance with its terms.

Authorization and Effect of Agreement. Seller has the requisite corporate partnership power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have been duly authorized by all necessary corporate partnership action on the part of the Seller. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by PurchaserBuyer, constitutes a valid and binding obligation of Seller, enforceable in accordance with its terms.

Authorization and Effect of Agreement. Seller has the requisite corporate power and authority to execute and to deliver this Agreement and to perform the transactions contemplated hereby to be performed by Sellerhereby. The execution and delivery by Seller of this Agreement and the performance by Seller them of the transactions contemplated hereby to be performed by Seller have been duly authorized by all necessary corporate action on the part of the Seller. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation agreement of Seller, enforceable in accordance with its termsagainst moratorium, and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity.