Common use of Power and Authority Clause in Contracts

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and its Basic Documents and to carry out its terms and their terms; , respectively, and the execution, delivery and performance of this Agreement and the Servicer’s Basic Documents have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has shall have the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute execute, deliver and deliver perform its obligations under this Agreement and the other Transaction Documents to carry out its terms; which it is a party, and the execution, delivery and performance of this Agreement and the other Transaction Documents to which the Servicer is a party have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate limited liability company action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its termsthe terms of this Agreement; the Servicer has the power, authority and legal right to service the Receivables as provided herein and the Servicer’s execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and the other Basic Documents to which it is a party and to carry out its their respective terms; and the execution, delivery and performance of this Agreement and the other Basic Documents to which it is a party have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and the other Basic Documents to which it is a party and to carry out its their respective terms; and the execution, delivery delivery, and performance of this Agreement and the other Basic Documents to which it is a party have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and the Basic Documents to which it is a party and to carry out its terms and their terms; , respectively, and the execution, delivery and performance of this Agreement and the Basic Documents to which it is a party have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and the Basic Documents to which the Servicer is a party and to carry out its terms and their terms; , respectively, and the execution, delivery and performance of this Agreement and the Servicer’s Basic Documents have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and the Further Transfer and Servicing Agreements and to carry out its termsthe terms of such agreements; the Servicer has the power, authority and legal right to service the Receivables as provided herein and in the Further Transfer and Servicing Agreements and the Servicer’s execution, delivery and performance of this Agreement and the Further Transfer and Servicing Agreements have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority as a limited liability company to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate actionaction as a limited liability company.

Power and Authority. The Servicer has the corporate power and authority to execute execute, deliver and deliver this Agreement and to carry out perform its termsobligations under the Servicer Basic Documents; and the execution, delivery and performance of this Agreement the Servicer Basic Documents have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and . The Servicer has duly authorized the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary requisite corporate action.

Power and Authority. The Servicer has the requisite corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate actionaction on the part of the Servicer.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and its Basic Documents and to carry out its terms and their terms; , respectively, and the execution, delivery and performance of this Agreement and the Servicer's Basic Documents have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has shall have the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery delivery, and performance of this Agreement shall have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and its Related Documents and to carry out its terms and their terms; , respectively, and the execution, delivery and performance of this Agreement and the Servicer's Related Documents have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery delivery, and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; , including the power, authority and legal right to service the Lease Assets, and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement the Further Transfer and Servicing Agreements and to carry out its termsthe terms of such agreements; and the Servicer's execution, delivery and performance of this Agreement the Further Transfer and Servicing Agreements have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate requisite power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has shall have the corporate power and authority to execute and deliver this Agreement and to carry out its terms; , and the execution, delivery delivery, and performance of this Agreement shall have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and the Further Transfer and Servicing Agreements and to carry out its termsthe terms of such agreements; and the Servicer’s execution, delivery and performance of this Agreement and the Further Transfer and Servicing Agreements have been duly authorized by the Servicer by all necessary corporate limited liability company action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and each of the other Transaction Documents to which it is a party, and to carry out its terms; and the execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and the Further Transfer and Servicing Agreements and to carry out its termsthe terms of such agreements; and the Servicer's execution, delivery and performance of this Agreement and the Further Transfer and Servicing Agreements have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its termsthe terms hereof; and the execution, delivery and performance of this Agreement and the Servicer's Related Documents have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out perform its terms; obligations hereunder and the execution, delivery and performance by the Servicer of this Agreement have has been duly authorized by the Servicer by all necessary corporate actionaction on the part of the Servicer. The Agreement has been duly executed and delivered by the Servicer.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and . The Servicer has duly authorized the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary requisite corporate action. The execution, delivery and performance of this Agreement does not contravene the Servicer's Certificate of Incorporation or by-laws.

Power and Authority. The Servicer has the all necessary corporate power and authority to execute execute, deliver and deliver perform its obligations under this Agreement and the other Transaction Documents to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate actionwhich it is a party.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and its Related Documents and to carry out its terms and their terms; , and the execution, delivery and performance of this Agreement the Servicer's Related Documents have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has shall have the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement shall have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate requisite power and -------------------- authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to ------------------- execute and deliver this Agreement and its Basic Documents and to carry out its terms and their terms; , respectively, and the execution, delivery and performance of this Agreement and the Servicer's Basic Documents have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power power, authority and authority legal right to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority ------------------- to execute and deliver this Agreement and its Basic Documents and to carry out its terms and their terms; , respectively, and the execution, delivery and performance of this Agreement and the Servicer's Basic Documents have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate organizational action.

Power and Authority. The Servicer has the corporate power and ------------------- authority to execute and deliver this Agreement and its Basic Documents and to carry out its terms and their terms; , respectively, and the execution, delivery and performance of this Agreement and the Servicer's Basic Documents have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and ------------------- authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Servicing Agreement and to carry out its terms; and the execution, delivery and performance of this Servicing Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and ​ performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has shall have the corporate power and authority to execute and deliver this the Agreement and to carry out its terms; and the execution, executions delivery and performance of this the Agreement shall have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has shall have the ------------------- corporate power and authority to execute and deliver this Agreement and to carry out its terms; , and the execution, delivery delivery, and performance of this Agreement shall have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and the Basic Documents and to carry out its terms and their terms; , respectively, and the execution, delivery and performance of this Agreement and the Basic Documents have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery delivery, and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has shall have the corporate power and authority to execute and deliver this the Agreement and to carry out its terms; and the execution, delivery and performance of this the Agreement shall have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this the Agreement and to carry out its terms; and the execution, delivery and performance of this the Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; , and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and ------------------- authority to execute and deliver this Agreement and to carry out its terms; and . The Servicer has duly authorized the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary requisite corporate action. The execution, delivery and performance of this Agreement does not contravene the Servicer's Certificate of Incorporation or by-laws.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its their respective terms; and the execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and the Further Transfer and Servicing Agreements and to carry out its termsthe terms of such agreements; and the Servicer’s execution, delivery and performance of this Agreement and the Further Transfer and Servicing Agreements have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate requisite power and ------------------- authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.. (NAROT 2018-B Sale and Servicing Agreement)

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.. 52 (Nissan 2014-A Sale and Servicing Agreement)

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.. (NAROT 2018-A Sale and Servicing Agreement)

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery delivery, and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this the Agreement and to carry out its terms; and the execution, delivery delivery, and performance of this the Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and . The Servicer has duly authorized the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate requisite action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and its Related Documents and to carry out its terms and their terms; , respectively, and the execution, delivery and performance of this Agreement and the Servicer's Related Documents have been duly authorized by the Servicer by all necessary corporate action.; (iv)

Power and Authority. The Servicer has the requisite corporate power and authority to execute and deliver this Agreement and the Intercreditor Agreement and to carry out its their terms; and the execution, delivery and performance of this Agreement and the Intercreditor Agreement have been duly authorized by the Servicer by all necessary corporate actionaction on the part of the Servicer under its organizational or governing documents and laws.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.. 47 (NAROT 2018-C Sale and Servicing Agreement)

Power and Authority. The Servicer has the requisite corporate or other power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by all necessary action on the part of the Servicer by all necessary corporate actionunder its organizational or governing documents and laws.

Power and Authority. The Servicer has the corporate power and authority ------------------- to execute and deliver this Agreement and each of the other Transaction Documents to which it is a party, and to carry out its terms; and the execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Each Servicer has the requisite corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery delivery, and performance of this Agreement have and the other Related Agreements to which it is a party has been duly and validly authorized by the such Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its termsthe terms hereof; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority and legal right (including all requisite approvals, licenses and permits) to execute and deliver this Agreement, the Purchase Agreement, the Insurance Agreement, the Letter of Credit Reimbursement Agreement and the Equipment and Lease Purchase Agreement and to carry out its their respective terms; and the execution, delivery and performance of this Agreement, the Purchase Agreement, the Insurance Agreement, the Letter of Credit Reimbursement Agreement have and the Equipment and Lease Purchase Agreement has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to ------------------- execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the requisite corporate or other power and authority to execute and deliver this Agreement and the Intercreditor Agreement and to carry out its their terms; and the execution, delivery and performance of this Agreement and the Intercreditor Agreement have been duly authorized by the Servicer by all necessary corporate actionaction on the part of the Servicer under its organizational or governing documents and laws.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.. 45

Power and Authority. The Servicer has the corporate power power, authority and authority legal right to execute and deliver this Agreement and the Basic Documents and to carry out its their respective terms; and the execution, delivery and performance of this Agreement have and the Basic Documents has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the requisite ------------------- corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate actionaction on the part of the Servicer.

Power and Authority. The Servicer has the corporate requisite power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance by the Servicer of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has shall have the corporate power and authority to execute and deliver this the Agreement and to carry out its terms; and the execution, delivery delivery, and performance of this the Agreement shall have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has shall have the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, executions delivery and performance of this Agreement shall have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out perform its terms; obligations hereunder and the execution, delivery and performance by the Servicer of this Agreement have been duly authorized by the Servicer by all necessary corporate actionaction on the part of the Servicer. This Agreement has been duly executed and delivered by the Servicer.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its termsthe terms of this Agreement; and the Servicer's execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this the Agreement and to carry out its terms; and the execution, delivery and performance of this the Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority author ity to execute and deliver this the Agreement and to carry out its terms; and the execution, delivery delivery, and performance of this the Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority ------------------- and legal right (including all requisite approvals, licenses and permits) to execute and deliver this Agreement, the Purchase Agreement, the Insurance Agreement, the Letter of Credit Reimbursement Agreement and the Equipment and Lease Purchase Agreement and to carry out its their respective terms; and the execution, delivery and performance of this Agreement, the Purchase Agreement, the Insurance Agreement, the Letter of Credit Reimbursement Agreement have and the Equipment and Lease Purchase Agreement has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its termsthe terms of this Agreement; and the execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and its Related Documents and to carry out its terms and their terms; , and the execution, delivery and performance of this Agreement and the Servicer's Related Documents have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and . The Servicer has duly authorized the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary requisite corporate action.. (d)

Power and Authority. The Servicer has the corporate power and authority to ------------------- execute and deliver this Agreement and to carry out its their respective terms; and the execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to ------------------- execute and deliver this the Agreement and to carry out its terms; and the execution, delivery and performance of this the Agreement have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its termsthe terms of this Agreement; and the Servicer’s execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate limited liability company action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this the Agreement and to carry out its terms; and the execution, delivery and performance of this the Agreement have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement the Second Step Transfer and Servicing Agreements and to carry out its termsthe terms of such agreements; and the Servicer's execution, delivery and performance of this Agreement the Second Step Transfer and Servicing Agreements have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.necessary

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms and their terms; , and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.;

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out perform its terms; obligations hereunder and the execution, delivery and performance by the Servicer of this Agreement have has been duly authorized by the Servicer by all necessary corporate actionaction on the part of the Servicer.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and 60 (Sale and Servicing Agreement) performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the requisite corporate or other power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by all necessary action on the part of the Servicer by all necessary corporate actionorder its organizational or governing documents and laws.

Power and Authority. The Servicer has the corporate power and ------------------- authority to execute and deliver this Agreement and the Intercreditor Agreement and to carry out its termsthe terms of each; and the execution, delivery and performance of this Agreement and the Intercreditor Agreement have been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has the corporate power and authority to execute and deliver this Agreement and each of the other Loan Documents to which it is a party, and to carry out its their respective terms; and the execution, delivery and performance of this Agreement have has been duly authorized by the Servicer by all necessary corporate action.

Power and Authority. The Servicer has shall have ------------------- the corporate power and authority to execute and deliver this Agreement and to carry out its terms; , and the execution, delivery delivery, and performance of this Agreement shall have been duly authorized by the Servicer by all necessary corporate action.