Common use of Authorization, Etc Clause in Contracts

Authorization, Etc. This Agreement and the Notes have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligor, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such Obligor enforceable against such Obligor in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (b) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 5 contracts

Sources: Note Purchase Agreement, Note Purchase Agreement (Gallagher Arthur J & Co), Note Purchase Agreement (Gallagher Arthur J & Co)

Authorization, Etc. This Agreement and the Notes have has been duly authorized by all necessary corporate or limited liability company action on the part of such Obligor, and this Agreement constitutesand, and upon assuming due authorization, execution and delivery thereof each Note will constituteby the other parties hereto, this Agreement constitutes a legal, valid and binding obligation of such Obligor Obligor, enforceable against such Obligor in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (b) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 4 contracts

Sources: Fifth Amended and Restated Note Purchase and Private Shelf Agreement (Lci Industries), Note Purchase and Private Shelf Agreement (Lci Industries), Note Purchase and Private Shelf Agreement (Lci Industries)

Authorization, Etc. This Agreement Agreement, the Other Agreements, the Notes and the Notes Warrants have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and this Agreement constitutes, and upon execution and delivery thereof each Note and Warrant will constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 4 contracts

Sources: Note Purchase Agreement (Kennedy Wilson Inc), Note Purchase Agreement (Kennedy Wilson Inc), Note Purchase Agreement (Kennedy Wilson Inc)

Authorization, Etc. This Agreement and the Notes have has been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, of the Transaction Documents constitutes a legal, valid and binding obligation of such Obligor the Company and each of the Subsidiaries party thereto, enforceable against the Company and such Obligor Subsidiaries, as the case may be, in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and (b) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 4 contracts

Sources: Note Purchase Agreement (Recoton Corp), Amendment Agreement (Recoton Corp), Note Purchase Agreement (Recoton Corp)

Authorization, Etc. This Agreement and the Notes have been duly authorized by all necessary corporate or limited liability company action on the part of such each Obligor, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such each Obligor enforceable against such each Obligor in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 4 contracts

Sources: Note Purchase Agreement (Lincoln Electric Holdings Inc), Note Purchase Agreement (Lincoln Electric Holdings Inc), Note Purchase Agreement (Lincoln Electric Holdings Inc)

Authorization, Etc. This Agreement and the Notes have been duly authorized by all necessary corporate or limited liability company partnership action on the part of such each Obligor, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such each Obligor enforceable against such each Obligor in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 4 contracts

Sources: Note Purchase Agreement (Patterson Companies, Inc.), Note Purchase Agreement (Patterson Companies, Inc.), Note Purchase Agreement (Patterson Companies, Inc.)

Authorization, Etc. This Agreement and the Notes have been duly authorized by all necessary corporate or limited liability company partnership, as the case may be, action on the part of such each Obligor, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such each Obligor enforceable against such each Obligor in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and (b) general principles of equity (regardless equity(regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 3 contracts

Sources: Note Purchase Agreement (Sovran Self Storage Inc), Note Purchase Agreement (Sovran Acquisition LTD Partnership), Note Purchase Agreement (Sovran Self Storage Inc)

Authorization, Etc. This Agreement Agreement, the Notes and the Notes Indemnity Letter have been duly authorized by all necessary corporate or limited liability company and shareholder action on the part of such Obligorthe Company, and this Agreement constitutesAgreement, each of the Notes and upon execution and delivery thereof each Note will constitute, the Indemnity Letter constitute a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (b) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 2 contracts

Sources: Note Assumption and Exchange Agreement, Note Assumption and Exchange Agreement (Consolidated Edison Inc)

Authorization, Etc. This Agreement and Each of the Notes have Note Documents has been duly authorized by all necessary corporate or limited liability company action on the part of such Obligoreach Obligor which is a party thereto, and this Agreement constitutessuch Note Documents constitute, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such Obligor enforceable against such Obligor in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and (b) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 2 contracts

Sources: Note and Stock Purchase Agreement (Aps Healthcare Inc), Note and Stock Purchase Agreement (Aps Healthcare Inc)

Authorization, Etc. This Agreement and the Notes have been duly authorized by all necessary corporate or limited liability company other organizational action on the part of such each Obligor, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such each Obligor enforceable against such Obligor in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (b) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 2 contracts

Sources: Note Purchase Agreement (Belk Inc), Note Purchase Agreement (Unifirst Corp)

Authorization, Etc. This Agreement Agreement, the Notes and the Notes Acquisition Agreement have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and this Agreement constitutesand the Acquisition Agreement constitute, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 2 contracts

Sources: Note Purchase Agreement (Meredith Corp), Note Purchase Agreement (Meredith Corp)

Authorization, Etc. This Agreement Agreement, the Other Agreements and the Notes have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Obligors, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such Obligor the Obligors enforceable against such Obligor the Obligors in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and (b) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (Hub Group Inc)

Authorization, Etc. This Agreement and the Notes issued or to be issued have been duly authorized au­thorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase and Private Shelf Agreement (Delta Natural Gas Co Inc)

Authorization, Etc. This Agreement and the Notes have been duly authorized by all necessary corporate or limited liability company action on the part of such each Obligor, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such each Obligor enforceable against such each Obligor in accordance with its their terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (Mondavi Robert Corp)

Authorization, Etc. This Agreement and the Notes have been duly authorized by all necessary corporate or limited liability company partnership, as the case may be, action on the part of such each Obligor, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such each Obligor enforceable against such each Obligor in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (b) general principles of equity (regardless equity(regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (Sovran Self Storage Inc)

Authorization, Etc. This Amendment Agreement and the Notes have has been duly authorized by all necessary corporate or limited liability company other entity action on the part of such each Obligor, and this Amendment Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a other Loan Document constitute legal, valid and binding obligation obligations of such each Obligor party thereto, enforceable against each such Obligor in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (b) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Revolving Credit Agreement and Pledge and Security Agreement (Appgate, Inc.)

Authorization, Etc. This Agreement and the Series 1998-A Notes have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and this Agreement constitutes, and upon execution and delivery thereof each Series 1998-A Note will constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (Donaldson Co Inc)

Authorization, Etc. This Agreement Agreement, the Other Agreements, the Mortgage and the Notes have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (b) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (American Crystal Sugar Co /Mn/)

Authorization, Etc. This Agreement and Agreement, the Notes and each Other Financing Document have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and this Agreement constitutes, and upon execution and delivery thereof each Note and each other Financing Document will constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (aI) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and (bII) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (Igen International Inc /De)

Authorization, Etc. This Agreement Agreement, the Notes and the Notes other Finance Documents have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and this Agreement constitutes, and upon execution and delivery thereof each Note other Finance Document will constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (Black Hills Corp /Sd/)

Authorization, Etc. This Agreement, the Pledge Agreement and the Notes have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and this Agreement constitutesand the Pledge Agreement constitute, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and (b) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Senior Secured Notes Agreement (Puerto Rican Cement Co Inc)

Authorization, Etc. This Agreement and the Series 2010-A Notes have been duly authorized by all necessary corporate or limited liability company action on the part of such each Obligor, and this Agreement constitutes, and upon execution and delivery thereof each Series 2010-A Note will constitute, a legal, valid and binding obligation of such each Obligor enforceable against such each Obligor in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (Brady Corp)

Authorization, Etc. This Agreement and the Notes have been duly authorized au-thorized by all necessary corporate or limited liability company action on the part of such Obligorthe Issuer, and this Agreement constitutes, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such Obligor the Issuer enforceable against such Obligor the Issuer in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase and Private Shelf Agreement (Davey Tree Expert Co)

Authorization, Etc. This Agreement and the Notes other Note Documents have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and each of this Agreement and the other Note Documents constitutes, and upon execution and delivery thereof each Note will shall constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Kitimat Note Purchase Agreement (Roi Land Investments LTD)

Authorization, Etc. This Agreement and the Notes have been duly authorized by all necessary corporate or limited liability company company, corporate, or trust action on the part of such Obligorthe Company, and this Agreement constitutes, and upon due execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (Ept 16 LLC)

Authorization, Etc. This Agreement Agreement, the Notes and the Notes other Note Documents have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and this Agreement constitutesand the other Note Documents constitute, and upon execution and delivery thereof each Note will constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (b) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (Ruby Tuesday Inc)

Authorization, Etc. This Agreement Agreement, the Indenture and the Notes have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligorthe Company, and this Agreement constitutes, and upon execution and delivery thereof thereof, and the Indenture and each Note will constitute, a legal, valid and binding obligation of such Obligor the Company enforceable against such Obligor the Company in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (St Joe Co)

Authorization, Etc. This Agreement Agreement, the Notes and the Notes other Note Documents have been duly authorized by all necessary corporate or limited liability company action on the part of such Obligoreach Company, and this Agreement constitutes, and upon execution and delivery thereof each Note and each other Note Document will constitute, a legal, valid and binding obligation of such Obligor each Company enforceable against each such Obligor Company in accordance with its terms, except as such enforceability may be limited by (ai) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and (bii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Sources: Note Purchase Agreement (KMG Chemicals Inc)