Common use of Organization and Authority of Buyer; Enforceability Clause in Contracts

Organization and Authority of Buyer; Enforceability. Buyer is a limited liability company duly formed, validly existing and in good standing under the laws of the state of Delaware. Buyer has full limited liability company power and authority to enter into this Agreement and the documents to be delivered hereunder, to carry out its obligations hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance by Buyer of this Agreement and the documents to be delivered hereunder and the consummation of the transactions contemplated hereby have been duly authorized by all requisite corporate action on the part of Buyer. This Agreement and the documents to be delivered hereunder have been duly executed and delivered by Buyer, and (assuming due authorization, execution and delivery by Seller) this Agreement and the documents to be delivered hereunder constitute legal, valid and binding obligations of Buyer enforceable against Buyer in accordance with their respective terms, except as may be limited by any bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws affecting the enforcement of creditors' rights generally or by general principles of equity.

Organization and Authority of Buyer; Enforceability. Buyer is a limited liability company duly formedorganized, validly existing and in good standing under the laws of the state of Delaware. Buyer has full limited liability company power and authority to enter into this Agreement and the documents to be delivered hereunder, to carry out its obligations hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance by Buyer of this Agreement and the documents to be delivered hereunder and the consummation of the transactions contemplated hereby have been duly authorized by all requisite corporate action on the part of Buyer. This Agreement and the documents to be delivered hereunder have been duly executed and delivered by Buyer, and (assuming due authorization, execution and delivery by Seller) this Agreement and the documents to be delivered hereunder constitute legal, valid and binding obligations of Buyer enforceable against Buyer in accordance with their respective terms, except subject as may be limited by any to enforcement to applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other moratorium and similar laws of general application relating to or affecting the enforcement of creditors' ’ rights generally or by and to general principles of equityequitable principles.

Organization and Authority of Buyer; Enforceability. Buyer is a limited liability company duly formedorganized, validly existing and in good standing under the laws of the state State of Delaware. Buyer has full limited liability company power and authority to enter into this Agreement and the documents to be delivered hereunder, to carry out its obligations hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance by Buyer of this Agreement and the documents to be delivered hereunder and the consummation of the transactions contemplated hereby have been duly authorized by all requisite corporate limited liability company action on the part of Buyer. This Agreement and the documents to be delivered hereunder have been duly executed and delivered by Buyer, and (assuming due authorization, execution and delivery by Seller) this Agreement and the documents to be delivered hereunder constitute legal, valid and binding obligations of Buyer enforceable against Buyer in accordance with their respective terms, except as may be limited by any bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws affecting the enforcement of creditors' ’ rights generally or by general principles of equity.

Organization and Authority of Buyer; Enforceability. Buyer is a limited liability company corporation duly formedorganized, validly existing and in good standing under the laws of the state of DelawareMinnesota. Buyer has full limited liability company corporate power and authority to enter into this Agreement and the documents to be delivered hereunder, to carry out its obligations hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance by Buyer of this Agreement and the documents to be delivered hereunder and the consummation of the transactions contemplated hereby have been duly authorized by all requisite corporate action on the part of Buyer. This Agreement and the documents to be delivered hereunder have been duly executed and delivered by Buyer, and (assuming due authorization, execution and delivery by Seller) this Agreement and the documents to be delivered hereunder constitute legal, valid and binding obligations of Buyer enforceable against Buyer in accordance with their respective terms, except as such enforceability may be limited by any bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance moratorium or other similar laws affecting the enforcement of creditors' ’ rights generally or and by general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Organization and Authority of Buyer; Enforceability. Buyer is a limited liability company corporation duly formedorganized, validly existing and in good standing under the laws of the state of DelawareNorth Carolina. Buyer has full limited liability company corporate power and authority to enter into this Agreement and the documents to be delivered hereunder, to carry out its obligations hereunder and to consummate the transactions contemplated hereby. The execution, delivery delivery, and performance by Buyer of this Agreement and the documents to be delivered hereunder and the consummation of the transactions contemplated hereby have been duly authorized by all requisite corporate action on the part of Buyer. This Agreement and the documents to be delivered hereunder have been duly executed and delivered by Buyer, and (assuming due authorization, execution execution, and delivery by Seller) this Agreement and the documents to be delivered hereunder constitute legal, valid valid, and binding obligations of Buyer enforceable against Buyer in accordance with their respective terms, except as may be limited by any bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance conveyance, or other similar laws affecting the enforcement of creditors' ’ rights generally or by general principles of equity.

Organization and Authority of Buyer; Enforceability. Buyer is a limited liability company duly formedorganized, validly existing and in good standing under the laws of the state of DelawareNevada. Buyer Xxxxx has full limited liability company corporate power and authority to enter into this Agreement and the documents to be delivered hereunder, to carry out its obligations hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance by Buyer Xxxxx of this Agreement and the documents to be delivered hereunder and the consummation of the transactions contemplated hereby have been duly authorized by all requisite corporate action on the part of Buyer. This Agreement and the documents to be delivered hereunder have been duly executed and delivered by BuyerXxxxx, and (assuming due authorization, execution and delivery by Seller) this Agreement and the documents to be delivered hereunder constitute legal, valid and binding obligations of Buyer enforceable against Buyer in accordance with their respective terms, except as such enforceability may be limited by any bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance moratorium or other similar laws affecting the enforcement of creditors' rights generally or and by general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Organization and Authority of Buyer; Enforceability. Buyer is a limited liability company corporation duly formedorganized, validly existing and in good standing under the laws of the state of DelawareDelaware and is qualified to do business in every jurisdiction in which the execution, delivery and performance of its obligations under this Agreement requires it to be so qualified. Buyer has full limited liability company corporate power and authority to enter into this Agreement and the documents to be delivered hereunder, to carry out its obligations hereunder and thereunder and to consummate the transactions contemplated herebyhereby and thereby. The execution, delivery and performance by Buyer of this Agreement and the documents to be delivered hereunder and the consummation of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate action on the part of Buyer. This Agreement and the documents to be delivered hereunder have been duly executed and delivered by Buyerconstitutes, and (assuming due authorizationeach of the other documents contemplated hereby to which Buyer is a party will when executed constitute, execution and delivery by Seller) this Agreement and the documents to be delivered hereunder constitute legal, a valid and binding obligations obligation of Buyer enforceable against Buyer in accordance with their respective terms, except as enforceability hereof may be limited by any bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance insolvency or other similar laws Laws affecting the enforcement of creditors' creditor’s rights generally or by general principles and limitations on the availability of equityequitable remedies.

Organization and Authority of Buyer; Enforceability. Buyer is a limited liability company duly formedorganized, validly existing and in good standing under the laws of the state State of Delaware. Buyer has full limited liability company power and authority to enter into this Agreement and the documents to be delivered hereunder, to carry out its obligations hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance by Buyer of this Agreement and the documents to be delivered hereunder and the consummation of the transactions contemplated hereby have been duly authorized by all requisite corporate limited liability company action on the part of Buyer. This Agreement and the documents to be delivered hereunder have been duly executed and delivered by Buyer, and (assuming due authorization, execution and delivery by Sellerthe other parties hereto) this Agreement and the documents to be delivered hereunder constitute legal, valid and binding obligations of Buyer enforceable against Buyer in accordance with their respective terms, except as may be limited by any bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws affecting the enforcement of creditors' ’ rights generally or by general principles of equity.

Organization and Authority of Buyer; Enforceability. Buyer is a limited liability company corporation duly formedorganized, validly existing and in good standing under the laws of the state State of Delaware. Buyer has full limited liability company corporate power and authority to enter into this Agreement and the documents to be delivered hereunder, to carry out its obligations hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance by Buyer of this Agreement and the documents to be delivered hereunder and the consummation of the transactions contemplated hereby have been duly authorized by all requisite corporate action on the part of Buyer. This Agreement and the documents to be delivered hereunder have been duly executed and delivered by Buyer, and (assuming due authorization, execution and delivery by Seller) this Agreement and the documents to be delivered hereunder constitute legal, valid and binding obligations of Buyer enforceable against Buyer in accordance with their respective terms, except as may be limited by any in each case, subject to bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance moratorium and similar requirements of general application relating to or other similar laws affecting the enforcement of creditors' creditor’ rights generally or by and to general principles of equity.