Authorization of Purchase, etc. If the Subscriber is not a natural person, the Subscriber is an entity of the kind set forth below its signature on the signature pages hereof and is duly organized, formed or incorporated, as the case may be, and validly existing and in good standing, under the laws of the Subscriber’s jurisdiction of organization, formation or incorporation set forth below its signature on the signature pages hereof, and the Subscriber has all requisite power and authority to execute and deliver this Agreement, to perform the Subscriber’s obligations under this Agreement and the Agreement Among Members, and to subscribe for and purchase hereunder. The purchase by the Subscriber of Securities and the Subscriber’s execution, delivery and performance of this Agreement have been, and the execution, delivery and performance of the Agreement Among Members will be at the Closing, authorized by all necessary corporate or other action on the Subscriber’s behalf, and this Agreement is, and the Agreement Among Members will be at the Closing, the Subscriber’s legal, valid and binding obligations, enforceable against the Subscriber in accordance with their respective terms (except insofar as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws of general applicability relating to or affecting creditors’ rights, or by principles governing the availability of equitable remedies, whether considered in a proceeding at law or in equity).
Authorization of Purchase, etc. If the Subscriber is not a natural person, the Subscriber is duly organized, formed or incorporated, as the case may be, and validly existing and in good standing, under the laws of the Subscriber’s jurisdiction of organization, formation or incorporation, and the Subscriber has all requisite power and authority to execute, deliver and perform the Subscriber’s obligations under this Subscription Agreement and to subscribe for and purchase the Shares hereunder. The purchase by the Subscriber of the Shares and the Subscriber’s execution, delivery and performance of this Subscription Agreement have been authorized by all necessary corporate or other action on the Subscriber’s behalf.
Authorization of Purchase, etc. The Subscriber has the full power and authority to execute, deliver and perform its obligations under this Agreement, and to subscribe for Ordinary Shares hereunder. This subscription for Ordinary Shares and the execution, delivery and performance of this Agreement have been authorized by all necessary action on the Subscriber’s behalf, and this Agreement is the Subscriber’s legal, valid and binding obligations, enforceable against it in accordance with its respective terms.
Authorization of Purchase, etc. The Subscriber is duly organized, formed or incorporated, as the case may be, and validly existing and in good standing, under the laws of the Subscriber’s jurisdiction of organization, formation or incorporation, and the Subscriber has all requisite power and authority to execute, deliver and perform the Subscriber’s obligations under this Subscription Agreement and to subscribe for and purchase the Units hereunder. The purchase by the Subscriber of the Units and the Subscriber’s execution, delivery and performance of this Subscription Agreement have been authorized by all necessary corporate or other action on the Subscriber’s behalf.
Authorization of Purchase, etc. The Purchaser is an entity of the kind set forth below its signature on the signature pages hereof and is duly organized, formed or incorporated, as the case may be, and validly existing and in good standing, under the laws of the Purchaser’s jurisdiction of organization, formation or incorporation set forth below its signature on the signature pages hereof, and the Purchaser has all requisite power and authority to execute, deliver and perform the Purchaser’s obligations under this Agreement and the Partnership Agreement, and to subscribe for and purchase an Interest hereunder. The purchase by the Purchaser of an Interest and the Purchaser’s execution, delivery and performance of this Agreement and the Partnership Agreement have been authorized by all necessary corporate or other action on the Purchaser’s behalf, and this Agreement and the Partnership Agreement are the Purchaser’s legal, valid and binding obligations, enforceable against the Purchaser in accordance with their respective terms, except that such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and similar laws of general application relating to or affecting creditors’ rights generally and by equitable principles (regardless of whether enforcement is sought in a proceeding in equity or at law).
Authorization of Purchase, etc. The undersigned has the full power and authority to execute and deliver this Agreement and to subscribe for and purchase the Shares. The purchase of such Shares and the execution and delivery of this Agreement, as evidenced by the signature of its duly authorized representative on the next to last page of this Agreement, respectively, have been authorized by all necessary corporate or other action on behalf of the undersigned subscriber, and each of this Agreement, upon execution and delivery by the undersigned subscriber, or on its behalf, will be its legal, valid and binding obligation, enforceable in accordance with its terms, except as enforcement thereof may be limited by bankruptcy, insolvency or other laws related to or affecting the enforcement of creditors' rights generally or by equitable principles.
Authorization of Purchase, etc. You have the full power and authority to execute, deliver and perform this Agreement and to subscribe for and purchase an Interest hereunder. Your purchase of an Interest and your execution, delivery and performance of this Agreement and the Partnership Agreement (and any side letter between you and the General Partner, if any) have been duly authorized by all necessary corporate or other action on your behalf, and this Agreement and the Partnership Agreement (and any side letter between you and the General Partner, if any) are your legal, valid and binding obligations, enforceable against you in accordance with their respective terms.
Authorization of Purchase, etc. If the Purchaser is not a natural person, the Purchaser is an entity of the kind set forth below its signature on the signature pages hereof and is duly organized, formed or incorporated, as the case may be, and validly existing and in good standing, under the laws of the Purchaser’s jurisdiction of organization, formation or incorporation set forth below its signature on the signature pages hereof, and the Purchaser has all requisite power and authority to execute, deliver and perform the Purchaser’s obligations under this Agreement, the Partnership Agreement and the Side Letter (if any), and to subscribe for and purchase an Interest hereunder. The purchase by the Purchaser of an Interest and the Purchaser’s execution, delivery and performance of this Agreement, the Partnership Agreement and the Side Letter (if any) have been authorized by all necessary corporate or other action on the Purchaser’s behalf, and this Agreement, the Partnership Agreement and the Side Letter (if any) are the Purchaser’s legal, valid and binding obligations, enforceable against the Purchaser in accordance with their respective terms. The Purchaser has been fully informed as to the legal requirements of the Purchaser’s jurisdiction of residence, or jurisdiction of incorporation or other organization relating to the purchase of an Interest and has met all suitability requirements applicable in such jurisdiction or imposed by any applicable laws. The Purchaser has complied with, and will continue to comply with, all applicable laws relating to the Purchaser’s subscription for and purchase of an Interest.
Authorization of Purchase, etc. The Subscriber represents and warrants that it has the full power and authority to execute, deliver and perform this Agreement, the LLC Agreement and to subscribe for and purchase the Securities hereunder. The Subscriber further represents and warrants that its acquisition of the Securities and its execution, delivery and performance of this Agreement and the LLC Agreement has been duly authorized by all necessary corporate or other action on its behalf, and this Agreement and the LLC Agreement constitute the Subscriber’s legal, valid and binding obligations, enforceable, assuming the due authorization, execution and delivery by the other parties thereto, against Subscriber in accordance with their respective terms, except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the enforcement of creditors’ rights generally and (b) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies.
Authorization of Purchase, etc. The Investor has been duly formed and is validly existing in good standing in the State of Delaware. The Investor has full capacity, power and authority to execute, deliver and perform its obligations under this Subscription Agreement and the Partnership Agreement and to subscribe for and purchase the Subscribed Interest. The Investor’s purchase of the Subscribed Interest and its execution, delivery and performance of this Subscription Agreement and the Partnership Agreement have been authorized by all necessary action on the Investor’s behalf, and this Subscription Agreement and the Partnership Agreement are the Investor’s legal, valid and binding obligations, enforceable against it in accordance with their respective terms, and such execution, delivery and performance does not materially conflict with or constitute a default under, any instruments governing the Investor, any law, regulation or order applicable to the Investor, or any agreement to which the Investor is a party or by which it may be bound. Each person executing this Subscription Agreement on behalf of the Investor has specifically confirmed the above in connection with the making of this investment and has actual authority to execute and deliver this Subscription Agreement on the Investor’s behalf. There is no litigation, investigation or other proceeding pending or, to the Investor’s knowledge, threatened, against the Investor which, if adversely determined, would materially adversely affect its ability to perform its obligations under this Subscription Agreement or the Partnership Agreement.
