Common use of Authority; Execution and Delivery; Enforceability Clause in Contracts

Authority; Execution and Delivery; Enforceability. Such Stockholder has all requisite power and authority to execute and deliver this Agreement and to perform his or its obligations hereunder (including, if such Stockholder is a trust, the necessary power and authority under its trust documents). The execution and delivery by such Stockholder of this Agreement and the performance by such Stockholder of his or its obligations hereunder have been duly authorized by all necessary action, and no other action on the part of such Stockholder are necessary to authorize this Agreement or the performance by such Stockholder of his or its obligations hereunder. Such Stockholder has duly executed and delivered this Agreement, and, assuming due authorization, execution and delivery by Weyerhaeuser, this Agreement constitutes his or its legal, valid and binding obligation, enforceable against such Stockholder in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a married individual and the Subject Shares of such Stockholder constitute community property or otherwise need spousal or other approval for this Agreement to be legal, valid and binding, this Agreement has been duly authorized, executed and delivered, and constitutes a legal, valid and binding obligation of, such Stockholder’s spouse, enforceable against such spouse in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a trust, no trust of which such Stockholder is a trustee requires the consent of any beneficiary to the execution and delivery of this Agreement or the performance such Stockholder’s obligations hereunder.

Authority; Execution and Delivery; Enforceability. Such Stockholder In the event that the Shareholder is an individual, the Shareholder has all requisite full power and authority capacity to execute and deliver this Agreement and to perform his or its obligations hereunder (includinghereunder. This Agreement has been duly executed and delivered by the Shareholder, if such Stockholder and, in the event the Shareholder is an individual and is married and the Subject Shares constitute community property or otherwise require spousal approval in order for this Agreement to be a trustlegally valid and binding obligation of the Shareholder, this Agreement has been duly executed and delivered by the Shareholder’s spouse. In the event the Shareholder or the entities under the Shareholder’s control holding the Subject Shares are entities, the necessary Shareholder and the entities under the Shareholder’s control holding Subject Shares have all requisite power and authority under its trust documents)and have taken all action necessary to execute and deliver this Agreement and to perform their obligations hereunder. The execution and delivery by such Stockholder the Shareholder of this Agreement and the performance by such Stockholder the Shareholder of his or its obligations hereunder have been duly authorized by all necessary action, and no other action proceedings on the part of such Stockholder the Shareholder (or the Shareholder’s governing body, members, shareholders, partners, trustees or similar Persons, as applicable) are necessary to authorize this Agreement or the performance by such Stockholder the Shareholder of his or its obligations hereunder. Such Stockholder This Agreement has been duly executed and delivered this Agreementby the Shareholder, and, assuming due authorization, execution and delivery by Weyerhaeuserthe Company, this Agreement constitutes his or its the legal, valid and binding obligationagreement of the Shareholder, enforceable against such Stockholder the Shareholder in accordance with its terms (except insofar as such enforceability may be limited by applicable terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or and similar Laws of general applicability relating to or affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a married individual and the Subject Shares of such Stockholder constitute community property or otherwise need spousal or other approval for this Agreement to be legal, valid and binding, this Agreement has been duly authorized, executed and delivered, and constitutes a legal, valid and binding obligation of, such Stockholder’s spouse, enforceable against such spouse in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a trust, no trust of which such Stockholder is a trustee requires the consent of any beneficiary to the execution and delivery of this Agreement or the performance such Stockholder’s obligations hereundergeneral equity principles.

Authority; Execution and Delivery; Enforceability. Such Stockholder If such Holder is not an individual, such Holder has all requisite necessary power and authority to execute and deliver this Agreement and to perform his or its obligations hereunder (including, if such Stockholder is a trust, and the necessary power and authority under its trust documents). The execution and delivery by such Stockholder Holder of this Agreement and the performance by such Stockholder Holder of his or its obligations hereunder have been duly authorized and approved by all necessary requisite action, and no other action on the part of such Stockholder are Holder is necessary to authorize this Agreement or the performance by such Stockholder of his or its obligations hereunder. Such Stockholder has duly executed and delivered this Agreement, and, assuming due authorization, execution and delivery by Weyerhaeuser, this Agreement constitutes his or its legal, valid and binding obligation, enforceable against such Stockholder in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a married individual and the Subject Shares of such Stockholder constitute community property or otherwise need spousal or other approval for this Agreement to be legal, valid and binding, this Agreement has been duly authorized, executed and delivered, and constitutes a legal, valid and binding obligation of, such Stockholder’s spouse, enforceable against such spouse in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a trust, no trust of which such Stockholder is a trustee requires the consent of any beneficiary to the execution and delivery of this Agreement or the performance by such StockholderHolder of its obligations hereunder. If such Holder is an individual, such Holder has the requisite legal capacity, right and authority to execute and deliver this Agreement and to perform such Holder’s obligations hereunderunder this Agreement. This Agreement has been duly executed and delivered by such Holder and, assuming due authorization, execution and delivery hereof by Parent, constitutes a legal, valid and binding obligation of such Holder, enforceable against such Holder in accordance with its terms, except that such enforceability (a) may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium, rehabilitation, conservatorship, liquidation, receivership and other similar laws of general application affecting or relating to the enforcement of creditors’ rights generally and (b) is subject to general principles of equity, whether considered in a proceeding at law or in equity (the “Bankruptcy and Equity Exception”). If such Holder is married and any of the Subject Shares constitute community property or spousal approval is otherwise necessary for this Agreement to be legal, valid, binding and enforceable, this Agreement has been duly executed and delivered by, and, assuming the due authorization, execution and delivery by Parent, constitutes the legal, valid and binding obligation of, such Holder’s spouse, enforceable in accordance with its terms except, in each case, as enforcement may be limited by the Bankruptcy and Equity Exception.

Authority; Execution and Delivery; Enforceability. Such The Stockholder is duly organized, validly existing and in good standing under the laws of the jurisdiction in which it is organized, and the execution and delivery by the Stockholder of this Agreement and the performance of its obligations hereunder and compliance with the terms hereof have been duly authorized by all necessary action on the part of the Stockholder, its governing body, members and shareholders, as applicable. The Stockholder has all requisite power and authority to execute and deliver this Agreement and to perform his or its obligations hereunder (including, if such Stockholder is a trust, consummate the necessary power and authority under its trust documents)transactions contemplated hereby. The execution and delivery by such Stockholder of this Agreement and the performance by such Stockholder of his or its obligations hereunder have been duly authorized by all necessary action, and no other action on the part of such Stockholder are necessary to authorize this Agreement or the performance by such Stockholder of his or its obligations hereunder. Such Stockholder has duly executed and delivered this Agreement, and, assuming due authorization, execution and delivery by Weyerhaeuserthe Company and Parent, this Agreement constitutes his or its legal, the valid and binding obligationobligation of the Stockholder, enforceable against such the Stockholder in accordance with its terms (terms, except insofar as that such enforceability (A) may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or and other similar Laws affecting creditors’ rights generally or by principles and (B) is subject to the rules governing the availability of specific performance, injunctive relief or other equitable remedies)remedies and general principles of equity, regardless of whether considered in a proceeding in equity or at law. If such Any person executing this Agreement on behalf of the Stockholder has full power and authority to execute and deliver this Agreement on behalf of the Stockholder and to thereby bind the Stockholder. The execution, delivery and performance of this Agreement by the Stockholder do not, and the consummation of the transactions contemplated hereby and compliance with the terms hereof, will not conflict with, or result in any violation of, or default (with or without notice or lapse of time, or both) under, or give rise to a right of, or result in, termination, amendment, cancelation or acceleration of any obligation or to loss of a material benefit under, or to increased, additional, accelerated or guaranteed rights or entitlements of any Person under, or result in the creation of any Liens upon any of the Subject Shares under, (A) any provision of any Contract to which the Stockholder is a married individual party or by which any Subject Shares are bound, (B) any organizational document of the Stockholder, or (C) subject to the filings and other matters referred to in the next sentence, any Order or any Law applicable to the Subject Shares of such Stockholder constitute community property Shares. No consent, approval, order or otherwise need spousal authorization (collectively, “Consent”) of, or registration, declaration or filing with, any Governmental Entity or other approval for this Agreement Person, other than as may be required by the Federal Energy Regulatory Commission (“FERC”), is required to be legal, valid and binding, this Agreement has been duly authorized, executed and delivered, and constitutes a legal, valid and binding obligation of, such Stockholder’s spouse, enforceable against such spouse in accordance obtained or made by or with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a trust, no trust of which such Stockholder is a trustee requires the consent of any beneficiary respect to the execution Stockholder in connection with the execution, delivery and delivery performance of this Agreement or the performance such Stockholder’s obligations hereunderconsummation of the transactions contemplated hereby, other than as contemplated by the Merger Agreement.

Authority; Execution and Delivery; Enforceability. Such Stockholder (a) Indigo Parent has all requisite power and authority to execute and deliver this Agreement each Transaction Document to which it is or is contemplated to be a party, to perform and comply with its obligations thereunder and to perform his or its obligations hereunder (including, if such Stockholder is a trust, consummate the necessary power and authority under its trust documents)Transactions. The execution and delivery by such Stockholder Indigo Parent of this Agreement each Transaction Document to which it is or is contemplated to be a party and the performance consummation by such Stockholder Indigo Parent of his or its obligations hereunder the Transactions have been duly authorized by all necessary action, and no other corporate action on the part of such Stockholder Indigo Parent, and no other corporate proceedings on the part of Indigo Parent are necessary to authorize this Agreement the Transaction Documents or the performance by such Stockholder consummation of his or its obligations hereunderthe Transactions. Such Stockholder Indigo Parent has duly executed and delivered this Agreement, and, assuming due authorization, execution and delivery by Weyerhaeuserthe other parties hereto, this Agreement constitutes his or its legal, valid and binding obligation, enforceable against such Stockholder Indigo Parent in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors’ rights generally generally, or by principles governing the availability of equitable remedies). If such Stockholder Prior to the Closing, Indigo Parent will have duly executed and delivered each other Transaction Document to which it is a married individual and the Subject Shares of such Stockholder constitute community property or otherwise need spousal or other approval for this Agreement is contemplated to be legala party, valid and, assuming due authorization, execution and bindingdelivery by the other parties thereto, this Agreement has been duly authorized, executed and delivered, and constitutes each other Transaction Document to which it is or is contemplated to be a party will constitute its legal, valid and binding obligation of, such Stockholder’s spouseobligation, enforceable against such spouse it in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors’ rights generally generally, or by principles governing the availability of equitable remedies). If such Stockholder is a trust, no trust of which such Stockholder is a trustee requires the consent of any beneficiary to the execution and delivery of this Agreement or the performance such Stockholder’s obligations hereunder.

Authority; Execution and Delivery; Enforceability. Such In the event that such Stockholder is an individual, such Stockholder has all requisite full power and authority capacity to execute and deliver this Agreement and to perform his or its their obligations hereunder (includinghereunder. This Agreement has been duly executed and delivered by such Stockholder, if and, in the event such Stockholder is an individual and is married and the Subject Shares constitute community property or otherwise require spousal approval in order for this Agreement to be a trustlegally valid and binding obligation of such Stockholder, this Agreement has been duly executed and delivered by such Stockholder’s spouse. In the necessary event such Stockholder is an entity, such Stockholder has all requisite power and authority under and has taken all action necessary to execute and deliver this Agreement and to perform its trust documents)obligations hereunder. The execution and delivery by such Stockholder of this Agreement and the performance by such Stockholder of his or its obligations hereunder have been duly authorized by all necessary action, and no other action proceedings on the part of such Stockholder (or such Stockholder’s governing body, members, stockholders, partners, trustees or similar Persons, as applicable) are necessary to authorize this Agreement or the performance by such Stockholder of his or its obligations hereunder. Such Stockholder This Agreement has been duly executed and delivered this Agreementby such Stockholder, and, assuming due authorization, execution and delivery by Weyerhaeuserthe Company, this Agreement constitutes his or its the legal, valid and binding obligationagreement of such Stockholder, enforceable against such Stockholder in accordance with its terms (except insofar as such enforceability may be limited by applicable terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or and similar Laws of general applicability relating to or affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a married individual and the Subject Shares of such Stockholder constitute community property or otherwise need spousal or other approval for this Agreement to be legal, valid and binding, this Agreement has been duly authorized, executed and delivered, and constitutes a legal, valid and binding obligation of, such Stockholder’s spouse, enforceable against such spouse in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a trust, no trust of which such Stockholder is a trustee requires the consent of any beneficiary to the execution and delivery of this Agreement or the performance such Stockholder’s obligations hereundergeneral equity principles.

Authority; Execution and Delivery; Enforceability. Such Stockholder If such Holder is not an individual, such Holder has all requisite necessary power and authority to execute and deliver this Agreement and to perform his or its obligations hereunder (including, if such Stockholder is a trust, and the necessary power and authority under its trust documents). The execution and delivery by such Stockholder Holder of this Agreement and the performance by such Stockholder Holder of his or its obligations hereunder have been duly authorized and approved by all necessary requisite action, and no other action on the part of such Stockholder are Holder is necessary to authorize this Agreement or the performance by such Stockholder of his or its obligations hereunder. Such Stockholder has duly executed and delivered this Agreement, and, assuming due authorization, execution and delivery by Weyerhaeuser, this Agreement constitutes his or its legal, valid and binding obligation, enforceable against such Stockholder in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a married individual and the Subject Shares of such Stockholder constitute community property or otherwise need spousal or other approval for this Agreement to be legal, valid and binding, this Agreement has been duly authorized, executed and delivered, and constitutes a legal, valid and binding obligation of, such Stockholder’s spouse, enforceable against such spouse in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a trust, no trust of which such Stockholder is a trustee requires the consent of any beneficiary to the execution and delivery of this Agreement or the performance by such StockholderHolder of its obligations hereunder. If such Holder is an individual, such Holder has the requisite legal capacity, right and authority to execute and deliver this Agreement and to perform such Holder’s obligations hereunder.under this Agreement. This Agreement has been duly executed and delivered by such Holder and, assuming due authorization, execution and delivery hereof by Parent, constitutes a legal, valid and binding obligation of such Holder, enforceable against such Holder in accordance with its terms, except that such enforceability (a) may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium, rehabilitation, conservatorship, liquidation, receivership and other similar laws of general application affecting or relating to the enforcement of creditors’ rights generally and (b) is subject to general principles of equity, whether considered in a proceeding at law or in equity (the “Bankruptcy and Equity Exception”). If such Holder is married and any of the Subject Shares constitute community property or spousal approval is otherwise necessary for this Agreement to be legal, valid, binding and enforceable, this Agreement has been duly executed and delivered by, and, assuming the due authorization, execution and delivery by Parent, constitutes the legal, valid and binding obligation of, such Holder’s spouse, enforceable in accordance with its terms except, in each case, as enforcement may be limited by the Bankruptcy and Equity Exception. Section 2.04

Authority; Execution and Delivery; Enforceability. Such Stockholder Seller has all requisite necessary corporate power and authority to execute and deliver this Agreement and each of the Transaction Documents to perform his or its obligations hereunder (includingwhich it will be a party and to consummate, if such Stockholder is a trustand to cause each Seller Entity to consummate, the necessary power Transaction and authority under its trust documents)the other transactions contemplated hereby and thereby. The execution and delivery by such Stockholder Seller of this Agreement and the performance consummation by such Stockholder Seller and the Seller Entities of his or its obligations hereunder the Transaction and the other transactions contemplated hereby have been duly authorized by all necessary action, and no corporate or other action on the part of such Stockholder are necessary to authorize this Agreement or the performance by such Stockholder of his or its obligations hereunderSeller. Such Stockholder Seller has duly executed and delivered this Agreement, and, and assuming due authorization, execution and delivery by Weyerhaeuserthe Purchaser Parties, this Agreement constitutes his or will constitute its legal, valid and binding obligation, enforceable against such Stockholder it in accordance with its terms (except insofar as such enforceability may be limited by applicable terms, subject to the effect of any Laws relating to bankruptcy, reorganization, insolvency, moratorium moratorium, fraudulent conveyance or preferential transfers, or similar Laws relating to or affecting creditors’ rights generally and subject to the effect of general principles of equity (regardless of whether considered in a Proceeding in equity or by principles governing at law) (collectively, the availability of equitable remedies“Enforceability Exceptions”). If such Stockholder Upon the execution and delivery by Seller or a Seller Entity of the other Transaction Documents to which it is or will be a married individual and the Subject Shares of such Stockholder constitute community property or otherwise need spousal or other approval for this Agreement to be legal, valid and binding, this Agreement has been duly authorized, executed and deliveredparty, and constitutes a assuming the due authorization, execution and delivery thereof by the other parties thereto, such other Transaction Documents will constitute the legal, valid and binding obligation of, obligations of Seller or such Stockholder’s spouse, Seller Entity enforceable against Seller or such spouse Seller Entity in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcytheir terms, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a trust, no trust of which such Stockholder is a trustee requires the consent of any beneficiary subject to the execution and delivery of this Agreement or the performance such Stockholder’s obligations hereunderEnforceability Exceptions.

Authority; Execution and Delivery; Enforceability. Such Stockholder (a) Parent and each Seller has all requisite power and authority to execute and deliver this Agreement each Transaction Document to which it is or is contemplated to be a party, to perform its obligations thereunder and to perform his or its obligations hereunder (including, if such Stockholder is a trust, consummate the necessary power and authority under its trust documents)Transactions. The execution and delivery by such Stockholder Parent and UK Seller of this Agreement each Transaction Document to which it is or is contemplated to be a party and the performance consummation by such Stockholder Parent and UK Seller of his or its obligations hereunder the Transactions have been duly authorized by all necessary actionthe Board of Directors of Parent and, to the extent necessary, UK Seller, and no vote, consent or other action corporate or similar proceedings or actions on the part of such Stockholder Parent, UK Seller or any of their respective stockholders or Affiliates, are necessary to authorize this Agreement the Transaction Documents or the performance by such Stockholder consummation of his or its obligations hereunderthe Transactions. Such Stockholder Each of Parent and UK Seller has duly executed and delivered this Agreement, and, assuming due authorization, execution and delivery by Weyerhaeuserthe other parties hereto, this Agreement constitutes his or its legal, valid and binding obligation, enforceable against such Stockholder Parent and UK Seller in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder Prior to the Closing, Parent and each Seller will have duly executed and delivered each other Transaction Document to which it is a married individual and the Subject Shares of such Stockholder constitute community property or otherwise need spousal or other approval for this Agreement is contemplated to be legala party, valid and, assuming due authorization, execution and bindingdelivery by the other parties thereto, this Agreement has been duly authorized, executed and delivered, and constitutes each other Transaction Document to which it is or is contemplated to be a party will constitute its legal, valid and binding obligation of, such Stockholder’s spouseobligation, enforceable against such spouse it in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a trust, no trust of which such Stockholder is a trustee requires the consent of any beneficiary to the execution and delivery of this Agreement or the performance such Stockholder’s obligations hereunder.

Authority; Execution and Delivery; Enforceability. Such Stockholder Seller has all requisite necessary legal right, power and authority (including full corporate power and authority, to execute the extent applicable) to sell, convey, transfer, assign and deliver the Transferred Assets to the Buyer as contemplated by this Agreement Agreement, and Seller has all necessary legal right, power, and authority to execute, deliver and perform his or its obligations hereunder (including, if such Stockholder and under the other Transaction Documents to which it is a trust, the necessary power and authority under its trust documents)party. The execution and delivery by such Stockholder of this Agreement and the performance other Transaction Documents by such Stockholder Seller and the consummation by Seller of his or its obligations hereunder the Contemplated Transactions have been duly authorized by all necessary action, and no other action on the part of such Stockholder are necessary Seller. Seller has taken all action required by Requirements of Law or otherwise to authorize and to approve the execution, delivery and performance of this Agreement, the other Transaction Documents to which it is to be a party and the documents, agreements and certificates executed and delivered by it or to be executed and delivered by it in connection herewith and therewith. This Agreement or is, and each other Transaction Document to which Seller is to be a party, when executed and delivered by Seller, as applicable, at the performance by such Stockholder of his or its obligations hereunder. Such Stockholder has Closing will be, duly executed and delivered this Agreement, and, assuming due authorization, execution by Seller and delivery by Weyerhaeuser, this Agreement constitutes his or its legal, shall constitute a valid and legally binding obligationobligation of Seller, enforceable against such Stockholder Seller in accordance with its terms (except insofar as such enforceability may be limited by terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or and similar Laws laws affecting creditors’ rights and remedies and generally and to general principles of equity. All individuals who have executed this Agreement on behalf of Seller, or by principles governing the availability who will execute on behalf of equitable remedies). If such Stockholder is a married individual and the Subject Shares of such Stockholder constitute community property or otherwise need spousal Seller any other Transaction Document or other approval for this Agreement to be legaldocuments, valid agreements and bindingcertificates in connection herewith or therewith, this Agreement has have been duly authorized, executed and delivered, and constitutes a legal, valid and binding obligation of, such Stockholder’s spouse, enforceable against such spouse in accordance with its terms (except insofar as such enforceability may be limited authorized to do so by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a trust, no trust of which such Stockholder is a trustee requires the consent of any beneficiary to the execution and delivery of this Agreement or the performance such Stockholder’s obligations hereunderall necessary corporate action.

Authority; Execution and Delivery; Enforceability. Such In the event that such Stockholder is an individual, such Stockholder has all requisite full power and authority capacity to execute and deliver this Agreement and to perform his or its their obligations hereunder (includinghereunder. This Agreement has been duly executed and delivered by such Stockholder, if and, in the event such Stockholder is an individual and is married and the Subject Shares constitute community property or otherwise require spousal approval in order for this Agreement to be a trustlegally valid and binding obligation of such Stockholder, this Agreement has been duly executed and delivered by such Stockholder’s spouse. In the necessary event such Stockholder is an entity, such Stockholder has all requisite power and authority under and has taken all action necessary to execute and deliver this Agreement and to perform its trust documents)obligations hereunder. The execution and delivery by such Stockholder of this Agreement and the performance by such Stockholder of his or its obligations hereunder have been duly authorized by all necessary action, and no other action proceedings on the part of such Stockholder (or such Stockholder’s governing body, members, stockholders, partners, trustees or similar Persons, as applicable) are necessary to authorize this Agreement or the performance by such Stockholder of his or its obligations hereunder. Such Stockholder This Agreement has been duly executed and delivered this Agreementby such Stockholder, and, assuming due authorization, execution and delivery by Weyerhaeuserthe Company, this Agreement constitutes his or its the legal, valid and binding obligationagreement of such Stockholder, enforceable against such Stockholder in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a married individual and the Subject Shares of such Stockholder constitute community property or otherwise need spousal or other approval for this Agreement to be legal, valid and binding, this Agreement has been duly authorized, executed and delivered, and constitutes a legal, valid and binding obligation of, such Stockholder’s spouse, enforceable against such spouse in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar Laws affecting creditors’ rights generally or by principles governing the availability of equitable remedies). If such Stockholder is a trust, no trust of which such Stockholder is a trustee requires the consent of any beneficiary to the execution and delivery of this Agreement or the performance such Stockholder’s obligations hereunderterms.