Common use of Power and Authority; Due Authorization, Execution and Delivery Clause in Contracts

Power and Authority; Due Authorization, Execution and Delivery. The Seller (i) has all necessary power, authority and legal right to (a) execute and deliver this Agreement and the other Transaction Documents to which it is a party, (b) carry out the terms of the Transaction Documents to which it is a party, (c) sell and assign an ownership interest in the Collateral, and (d) receive Advances and sell the Collateral on the terms and conditions provided herein and (ii) has duly authorized by all necessary company action the execution, delivery and performance of this Agreement and the other Transaction Documents to which it is a party and the sale and assignment of an ownership interest in the Collateral on the terms and conditions herein provided. This Agreement and each other Transaction Document to which the Seller is a party have been duly executed and delivered by the Seller.

Power and Authority; Due Authorization, Execution and Delivery. The Seller (i) has all necessary corporate power, authority and legal right to (a) execute and deliver this Agreement Agreement, each Loan Assignment and the other Transaction Documents to which it is a party, party and (b) carry out the terms of this Agreement, each Loan Assignment and the other Transaction Documents to which it is a party, (c) sell and assign an ownership interest in the Collateral, and (d) receive Advances and sell the Collateral on the terms and conditions provided herein party and (ii) has duly authorized by all necessary company corporate action the execution, delivery and performance of this Agreement Agreement, each Loan Assignment and the other Transaction Documents to which it is a party and the sale and assignment of an ownership interest in the Collateral Sale Portfolio on the terms and conditions herein provided. This Agreement Agreement, each Loan Assignment and each other Transaction Document to which the Seller is a party have been duly executed and delivered by the Seller.

Power and Authority; Due Authorization, Execution and Delivery. The Seller (i) has all necessary power, authority and legal right to (a) execute and deliver this Agreement and the other Transaction Documents to which it is a party, (b) carry out the terms of the Transaction Documents to which it is a party, (c) sell and assign an ownership grant a security interest in the Collateral, and (d) receive Advances and sell grant a security interest in the Collateral on the terms and conditions provided herein and (ii) has duly authorized by all necessary company action the execution, delivery and performance of this Agreement and the other Transaction Documents to which it is a party and the sale grant and assignment of an ownership a security interest in the Collateral on the terms and conditions herein provided. This Agreement and each other Transaction Document to which the Seller is a party have been duly executed and delivered by the Seller.

Power and Authority; Due Authorization, Execution and Delivery. The Seller (i) has all necessary power, authority and legal right to (a) execute and deliver this Agreement Agreement, each Second Tier Loan Assignment and the other Transaction Documents to which it is a party, party and (b) carry out the terms of this Agreement, each Second Tier Loan Assignment and the other Transaction Documents to which it is a party, (c) sell and assign an ownership interest in the Collateral, and (d) receive Advances and sell the Collateral on the terms and conditions provided herein party and (ii) has duly authorized by all necessary limited liability company action the execution, delivery and performance of this Agreement Agreement, each Second Tier Loan Assignment and the other Transaction Documents to which it is a party and the sale and assignment of an ownership interest in the Collateral Sale Portfolio on the terms and conditions herein provided. This Agreement Agreement, each Second Tier Loan Assignment and each other Transaction Document to which the Seller is a party have been duly executed and delivered by the Seller.

Power and Authority; Due Authorization, Execution and Delivery. The Seller (i) has all necessary power, authority and legal right to (a) execute and deliver this Agreement and the other Transaction Documents to which it is a party, (b) carry out the terms of the Transaction Documents to which it is a party, (c) sell and assign an ownership interest in the CollateralAssets, and (d) receive Advances and sell the Collateral Assets on the terms and conditions provided herein and (ii) has duly authorized by all necessary company action the execution, delivery and performance of this Agreement and the other Transaction Documents to which it is a party and the sale and assignment of an ownership interest in the Collateral Assets on the terms and conditions herein provided. This Agreement and each other Transaction Document to which the Seller is a party have been duly executed and delivered by the Seller.

Power and Authority; Due Authorization, Execution and Delivery. The Seller (i) has all necessary power, authority and legal right to (a) execute and deliver this Agreement and the other Transaction Documents to which it is a party, (b) carry out the terms of the Transaction Documents to which it is a party, (c) sell and assign an ownership grant a security interest in the Collateral, and (d) receive Advances the Advance and sell grant a security interest in the Collateral on the terms and conditions provided herein and (ii) has duly authorized by all necessary company action the execution, delivery and performance of this Agreement and the other Transaction Documents to which it is a party and the sale grant and assignment of an ownership a security interest in the Collateral on the terms and conditions herein provided. This Agreement and each other Transaction Document to which the Seller is a party have been duly executed and delivered by the Seller.

Power and Authority; Due Authorization, Execution and Delivery. The Seller (i) has all necessary power, authority and legal right to (a) execute and deliver this Agreement and the other Transaction Documents to which it is a party, (b) carry out the terms of the Transaction Documents to which it is a party, and (c) sell and assign an ownership interest in the Collateral, and (d) receive Advances and sell the Purchased Collateral on the terms and conditions provided herein and (ii) has duly authorized by all necessary company action the execution, delivery and performance of this Agreement and the other Transaction Documents to which it is a party and the sale and assignment of an ownership interest in the Purchased Collateral on the terms and conditions herein provided. This Agreement and each other Transaction Document to which the Seller is a party have been duly executed and delivered by the Seller.

Power and Authority; Due Authorization, Execution and Delivery. The Seller (i) has all necessary power, authority and legal right to (a) execute and deliver this Agreement and the other 71 Transaction Documents to which it is a party, (b) carry out the terms of the Transaction Documents to which it is a party, (c) sell and assign an ownership interest in the Collateral, and (d) receive Advances and sell the Collateral on the terms and conditions provided herein and (ii) has duly authorized by all necessary company action the execution, delivery and performance of this Agreement and the other Transaction Documents to which it is a party and the sale and assignment of an ownership interest in the Collateral on the terms and conditions herein provided. This Agreement and each other Transaction Document to which the Seller is a party have been duly executed and delivered by the Seller.

Power and Authority; Due Authorization, Execution and Delivery. The Seller (i) has all necessary power, authority and legal right to (a) execute and deliver this Agreement and the other Transaction Documents to which it is a party, party and (b) carry out the terms of the Transaction Documents to which it is a party, (c) sell and assign an ownership interest in the Collateral, and (d) receive Advances and sell the Collateral on the terms and conditions provided herein party and (ii) has duly authorized by all necessary company trust action the execution, delivery and performance of this Agreement and the other Transaction Documents to which it is a party and the sale and assignment of an ownership and security interest in the Collateral Assets on the terms and conditions herein provided. This Agreement and each other Transaction Document to which the Seller is a party have been duly executed and delivered by the Seller.

Power and Authority; Due Authorization, Execution and Delivery. The Seller (i) has all necessary power, authority and legal right (A) to (a) execute and deliver this Agreement and the other Transaction Repurchase Documents to which it is a party, (bB) to carry out the terms of the Transaction Repurchase Documents to which it is a party, and (cC) sell to sell, assign and assign pledge an ownership interest in the Collateral, and (d) receive Advances and sell the Collateral Purchased Items on the terms and conditions provided herein herein, and (ii) has duly authorized by all necessary corporate, company or partnership action (A) the execution, delivery and performance of this Agreement and the other Transaction Repurchase Documents to which it is a party party, and (B) the sale sale, assignment and assignment pledge of an ownership interest in the Collateral Purchased Items on the terms and conditions herein provided. This Agreement and each other Transaction Document The Repurchase Documents to which the Seller is a party have been duly executed and delivered by the Seller.

Power and Authority; Due Authorization, Execution and Delivery. The Seller (i) has all necessary statutory trust power, authority and legal right to (a) execute and deliver this Agreement and the other each Transaction Documents Document to which it is a party, (b) carry out the terms of the each Transaction Documents Document to which it is a party, and (c) sell acquire, own, sell, underwrite, refer, designate and assign an ownership interest grant interests in the Collateral, and (d) receive Advances and sell the Collateral Transferred Assets on the terms and conditions provided herein herein, and (ii) has duly authorized by all necessary company action statutory trust action, the execution, delivery and performance of this Agreement and the other each Transaction Documents Document to which it is a party and the sale acquisition, sale, underwriting, referral, designation and assignment grant of an ownership interest in the Collateral Transferred Assets on the terms and conditions herein provided. This Agreement and each other Transaction Document to which the Seller it is a party have been duly executed and delivered by the Seller.