Common use of Title, Authorization, Validity and Enforceability Clause in Contracts

Title, Authorization, Validity and Enforceability. The Grantor has good and valid rights in or the power to transfer the Collateral and title to the Collateral with respect to which it has purported to grant a security interest hereunder, free and clear of all Liens (other than Permitted Liens), and has full power and authority to grant to the Collateral Agent the security interest in such Collateral pursuant hereto. The execution and delivery by the Grantor of this Security Agreement has been duly authorized by proper corporate or other proceedings, and this Security Agreement constitutes a legal, valid and binding obligation of the Grantor and creates a security interest which is enforceable against the Grantor in all now owned and hereafter acquired Collateral. When financing statements have been filed in the appropriate offices against the Grantor in the locations listed on Exhibit "B", the Collateral Agent will have a fully perfected first priority security interest in the Collateral in which a security interest may be perfected by filing.

Title, Authorization, Validity and Enforceability. The Each Grantor has good and valid rights in or the power to transfer the Collateral and title to the Collateral with respect to which it has purported to grant a security interest hereunder, free and clear of all Liens (other than Permitted Liens)except for Liens permitted under Section 7.02 of the Note Agreement, and has full power and authority to grant to the Collateral Administrative Agent the security interest in such Collateral pursuant hereto. The execution and delivery by the each Grantor of this Security Agreement has been duly authorized by proper corporate or other limited liability company, as applicable, proceedings, and this Security Agreement constitutes a legal, valid and binding obligation of the such Grantor and creates a security interest which is enforceable against the such Grantor in all now owned and hereafter acquired Collateral. When financing statements have been filed in the appropriate offices against the such Grantor in the locations listed on Exhibit "B"“D”, the Collateral Administrative Agent will have a fully perfected first priority security interest in the that Collateral in which a security interest may be perfected by filing, subject only to Liens permitted under Section 7.02 of the Note Agreement.

Title, Authorization, Validity and Enforceability. The Each Grantor has good and valid rights in or the power to transfer the Collateral and title to the Collateral with respect to which it has purported to grant a security interest hereunder, free and clear of all Liens (other than Permitted Liens)except for Liens permitted under Section 4.1.6, and has full power and authority to grant to the Collateral Agent the security interest in such Collateral pursuant hereto. The execution and delivery by each of the Grantor Grantors of this Security Agreement has been duly authorized by proper corporate corporate, partnership, limited liability company or other proceedings, as applicable, and this Security Agreement constitutes a legal, valid and binding obligation of the each Grantor and creates a security interest which is enforceable against the each Grantor in all now owned and hereafter acquired Collateral. When financing statements have been filed in the appropriate offices against the Grantor Grantors in the locations listed on Exhibit "BF", the Collateral Agent will have a fully perfected first priority security interest in the that Collateral in which a security interest may be perfected by filing, subject only to Liens permitted under Section 4.1.6.

Title, Authorization, Validity and Enforceability. The Grantor has good and valid rights in or the power to transfer the Collateral and title to the Collateral with respect to which it has purported to grant a security interest hereunder, free and clear of all Liens (other than Permitted Liens)except for Liens permitted under Section 4.1.6, and has full power and authority to grant to the Collateral Agent the security interest in such Collateral pursuant hereto. The execution and delivery by the Grantor of this Security Agreement has been duly authorized by proper corporate or other proceedings, and this Security Agreement constitutes a legal, valid and binding obligation of the Grantor and creates a security interest which is enforceable against the Grantor in all now owned and hereafter acquired Collateral. When financing statements have been filed in the appropriate offices against the Grantor in the locations listed on Exhibit "BF", the Collateral Agent will have a fully perfected first priority 152 security interest in the that Collateral in which a security interest may be perfected by filing, subject only to Liens permitted under Section 4.1.6.

Title, Authorization, Validity and Enforceability. The Grantor has good and valid rights in or the power to transfer the Collateral and title to the Collateral with respect to which it has purported to grant a security interest hereunder, free and clear of all Liens (other than Permitted Liens), and has full power and authority to grant to the Collateral Administrative Agent the security interest in such Collateral pursuant hereto. The execution and delivery by the Grantor of this Security Agreement has been duly authorized by proper corporate or other proceedings, and this Security Agreement constitutes a legal, valid and binding obligation of the Grantor and creates a security interest which is enforceable against the Grantor in all now owned and hereafter acquired Collateral. When financing statements (or appropriate amendments to existing filings) have been filed in the appropriate offices against the Grantor in the locations listed on Exhibit "“B"”, the Collateral Administrative Agent will have a fully perfected first priority security interest in the Collateral in which a security interest may be perfected by filing.

Title, Authorization, Validity and Enforceability. The Grantor has good and valid rights in or the power to transfer the Collateral and title to the Collateral with respect to which it has purported to grant a security interest hereunder, free and clear of all Liens (other than Permitted Liens), and has full power and authority to grant to the Collateral Agent the security interest in such Collateral pursuant hereto. The execution and delivery by the Grantor of this Security Agreement has been duly authorized by proper corporate or other proceedings, and this Security Agreement constitutes a legal, valid and binding obligation of the Grantor and creates a security interest which is enforceable against the Grantor in all now owned and hereafter acquired Collateral. When financing statements (or appropriate amendments to existing filings) have been filed in the appropriate offices against the Grantor in the locations listed on Exhibit "B", the Collateral Agent will have a fully perfected first priority security interest in the Collateral in which a security interest may be perfected by filing.

Title, Authorization, Validity and Enforceability. The Each Grantor has good and valid rights in or the power to transfer the Collateral and title to the Collateral with respect to which it has purported to grant a security interest hereunder, free and clear of all Liens (other than Permitted Liens)except for Liens permitted under Section 4.1.6, and has full power and authority to grant to the Collateral Agent the security interest in such Collateral pursuant hereto. The execution and delivery by the each Grantor of this Security Agreement has been duly authorized by proper corporate or other proceedings, and this Security Agreement constitutes a legal, valid and binding obligation of the each Grantor and creates a security interest which is enforceable against the Grantor in all now owned and hereafter acquired Collateral. When financing statements have been filed in the appropriate offices against the each Grantor in the locations listed on Exhibit "B"F, the Collateral Agent will have a fully perfected first priority security interest in the that Collateral in which a security interest may be perfected by filing, subject only to Liens permitted under Section 4.1.6.