Common use of Authorization and Execution Clause in Contracts

Authorization and Execution. This Agreement has been, and each of the agreements and certificates of Transferor to be delivered to Transferee at Closing as provided in Section 5.1 will be, duly authorized by all necessary action on the part of Transferor, has been duly executed and delivered by Transferor, constitutes the valid and binding agreement of Transferor and is enforceable against Transferor in accordance with its terms. There is no other person or entity who has an ownership interest in the Property or whose consent is required in connection with Transferor's performance of its obligations hereunder. All action required pursuant to this Agreement necessary to effectuate the transactions contemplated herein has been, or will at Closing be, taken promptly and in good faith by Transferor and its representatives and agents.

Appears in 4 contracts

Samples: Contribution and Leaseback Agreement (Golf Trust of America Inc), Contribution and Leaseback Agreement (Golf Trust of America Inc), Contribution and Leaseback Agreement (Golf Trust of America Inc)

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Authorization and Execution. This Agreement has been, and each of the agreements and certificates of Transferor to be delivered to Transferee at Closing as provided in Section 5.1 will be, duly authorized by all necessary action on the part of Transferor, has been duly executed and delivered by Transferor, constitutes the valid and binding agreement of Transferor and is enforceable against Transferor in accordance with its terms. There is no other person or entity who has an ownership interest in the Property or whose consent is required in connection with Transferor's performance of its obligations hereunder. All action required pursuant to this Agreement necessary to effectuate the transactions contemplated herein has been, or will at Closing be, taken promptly promptly, and in good faith by Transferor and its representatives and agents.

Appears in 1 contract

Samples: Contribution and Leaseback Agreement (Golf Trust of America Inc)

Authorization and Execution. This Agreement has beenPrior to the end of the Due Diligence Period, this Agreement, and each of the agreements and certificates of Transferor to be delivered to Transferee at Closing as provided in Section 5.1 will be5.1, shall have been duly authorized by all necessary action on the part of Transferor, has been duly executed and delivered by Transferor, constitutes the valid and binding agreement of Transferor and is enforceable against Transferor in accordance with its terms. There is no other person or entity who has an ownership interest in the Property or whose consent is required in connection with Transferor's performance of its obligations hereunder. All action required pursuant to this Agreement necessary to effectuate the transactions contemplated herein has been, or will at Closing be, taken promptly and in good faith by Transferor and its representatives and agents.

Appears in 1 contract

Samples: Contribution and Leaseback Agreement (Golf Trust of America Inc)

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Authorization and Execution. This Agreement has been, and each of the agreements and certificates of Transferor to be delivered to Transferee at Closing as provided in Section 5.1 will be, duly authorized by all necessary action on the part of Transferor, has been duly executed and delivered by Transferor, constitutes the valid and binding agreement of Transferor and is enforceable against Transferor in accordance with its terms. There Other than Pacific Mutual, there is no other person or entity who has an ownership interest in the Property or whose consent is required in connection with Transferor's performance of its obligations hereunder. All action required pursuant to this Agreement necessary to effectuate the transactions contemplated herein has been, or will at Closing be, taken promptly and in good faith by Transferor and its representatives and agents.

Appears in 1 contract

Samples: Contribution and Leaseback Agreement (Golf Trust of America Inc)

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