Authorization of the Transactions. The Consenting Noteholders hereby expressly authorize, consent to, ratify and permit the Transactions and any transactions directly relating thereto or reasonably required to effect such Transactions in all respects. The Indenture is hereby supplemented to expressly authorize, consent to, ratify, and permit the Transactions.
Authorization of the Transactions. The Company has or will have on or prior to the Closing Date all requisite power and authority to consummate the Transactions to which it is a party and to enter into all agreements related to the Transactions (collectively, the “Transaction Documents”) to which it is a party. Each of the Transaction Documents has been or will have been on or prior to the Closing Date duly authorized by the Company and, when executed and delivered by the Company (assuming due authorization, execution and delivery by the other parties thereto) constitute a legal, valid and binding agreement of the Company, enforceable against the Company, in accordance with its terms, except as such enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors generally or by general equitable principles.
Authorization of the Transactions. The Company and each Guarantor, as applicable, have or will have on or prior to the Closing Date all requisite power and authority to consummate the Transactions to which they are a party and to enter into all agreements related to the Transactions (collectively, the “Transaction Documents”) to which they are a party. Each of the Transaction Documents has been or will have been on or prior to the Closing Date, duly authorized by the Company and each Guarantor to the extent such persons are parties thereto, and, when executed and delivered by the Company and each Guarantor, (assuming due authorization, execution and delivery by the other parties thereto) constitute a legal, valid and binding agreement of the Company and each Guarantor party thereto, enforceable against the Company and each Guarantor, as applicable, in accordance with its terms, except as such enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors generally or by general equitable principles.
Authorization of the Transactions. Immediately following the execution and delivery of this Agreement, holders of Units holding a majority of the issued and outstanding Units (the “Approving Holders”) have executed a written consent in lieu of a meeting, with such written consent including resolutions approving and adopting the Transactions, entry into this Agreement by the applicable parties, and the consummation of the other transactions contemplated hereunder, as required by the Act, and appointing Securityholders’ Representative as representative, from and after the Closing, of the Unitholders (other than the Blocker). The parties hereto shall each take, as promptly as practicable, all such other actions as may be necessary or advisable under the Act and applicable Law in connection with this Agreement and the consummation of the Transactions contemplated hereunder.
Authorization of the Transactions. The execution, delivery and performance of the Loan Documents have been duly authorized by all necessary action on the part of each Loan Party (including, without limitation, all necessary action on the part of each Loan Party’s Governing Body) that is a party thereto. Without limitation, the Company and each other Loan Party specifically has directed the attention of the members of its Governing Body to the provisions herein to the effect that the Applicable Prepayment Premium is payable upon prepayment of the Loans in accordance with Section 8.2, 8.3 or 8.4 hereof or upon the acceleration of the Loans prior to their stated maturity in accordance with Section 12 hereof and, in connection therewith, the respective Governing Bodies of the Company and each other Loan Party specifically approved the provisions hereof relating to such Prepayment Premium.
Authorization of the Transactions. The Company shall consummate the Transactions in accordance with their applicable terms and shall take on a timely basis all material actions necessary or required in relation thereto. The Company has taken all necessary corporate action to authorize the Transactions. As of the date on which the Transactions are consummated, the Company will have all necessary corporate power and authority to perform all of its obligations contemplated under each of the documents governing any of the Transactions and will have executed any agreements in connection therewith. The terms of the Amendment proposed in the Consent Solicitation, effected pursuant to a supplemental indenture (the “Supplemental Indenture”), have been approved by the requisite number of holders of the Parent Notes and the Supplemental Indenture has become effective, and the Amendment will be operative and in full force and effect on the Closing Date.
Authorization of the Transactions. (1) The execution and delivery of this Agreement by the Seller Parties and the performance by the Seller Parties of their respective obligations hereunder have been duly and validly authorized by all necessary corporate action on the part of each of the Seller Parties. This Agreement constitutes a legal, valid, and binding obligation of each the Seller Parties and is enforceable against each of the Seller Parties in accordance with its terms.
Authorization of the Transactions. AAC has full power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution and delivery by AAC, and the performance of its obligations hereunder, have been duly authorized by all requisite corporate action, and this Agreement has been duly executed and delivered by AAC. This Agreement constitutes the valid and legally binding obligation of AAC, enforceable in accordance with its terms and conditions.
Authorization of the Transactions. AAC has full power and authority --------------------------------- to execute and deliver this Agreement and to perform its obligations hereunder. The execution and delivery by AAC, and the performance of its obligations hereunder, have been duly authorized by all requisite corporate action, and this Agreement has been duly executed and delivered by AAC. This Agreement constitutes the valid and legally binding obligation of AAC, enforceable in accordance with its terms and conditions, subject to the effect of applicable bankruptcy, insolvency and other similar laws affecting the enforcement of creditors' rights generally, and to general principles of equity, whether applied in a proceeding at law or in equity.
Authorization of the Transactions. The execution, delivery and performance of the transactions contemplated by this this Agreement (the “Transactions”) have been duly authorized by all necessary action on the part of the Company, and this Agreement is a valid and binding obligation of the Company, enforceable against it in accordance with its terms, subject to the limitation of such enforcement by (i) the effect of bankruptcy, insolvency, reorganization, receivership, conservatorship, arrangement, moratorium or other laws affecting or relating to creditors’ rights generally or (ii) the rules governing the availability of specific performance, injunctive relief or other equitable remedies and general principles of equity, regardless of whether considered in a proceeding in equity or at law (the “Enforceability Exceptions”).
