Seller’s Authorization. Each Seller is a limited liability company duly organized and validly existing under the laws of the State of Georgia. This Agreement has been, and all the documents executed by Seller which are to be delivered to Buyer at the Closing will be, duly authorized, executed and delivered by Seller and will be legal, valid and binding obligations of Seller enforceable against Seller in accordance with their respective terms, will be sufficient to convey title (if they purport to do so) and will not violate any provisions of any agreement to which Seller is a party or to which the Property or Seller is subject or bound. No consent, waiver or approval by any third party is required in connection with the execution and delivery by Seller of this Agreement or the performance by Seller of the obligations to be performed by Seller under this Agreement. Seller has obtained all corporate approvals and authorization needed to ratify its execution of this Agreement and all company authorization needed to consummate the Transaction.
Appears in 2 contracts
Sources: Purchase and Sale Agreement, Purchase and Sale Agreement (Grubb & Ellis Apartment REIT, Inc.)