Common use of Due Authorization and No Conflict Clause in Contracts

Due Authorization and No Conflict. The execution, delivery and performance by the Seller of this Triple-A Purchase Agreement and all other Facility Documents and the transactions contemplated hereby and thereby, including the acquisition of the Transferred Assets under the Purchase Agreement and the purchases contemplated hereunder, are within the Seller's corporate powers, have been duly authorized by all necessary corporate action, do not contravene (i) the Seller's charter or by-laws, (ii) any law, rule or regulation applicable to the Seller, (iii) any contractual restriction contained in any indenture, loan or credit agreement, lease, mortgage, security agreement, bond, note, or other agreement or instrument binding on or affecting the Seller or its property or (iv) any order, writ, judgment, award, injunction or decree binding on or affecting the Seller or its property, and do not result in or require the creation of any Adverse Claim upon or with respect to any of its properties; and no transaction contemplated hereby requires compliance with any bulk sales act or similar law. This Triple-A Purchase Agreement and the other Facility Documents to which the Seller is a party have been duly executed and delivered on behalf of the Seller.

Due Authorization and No Conflict. The execution, delivery and performance by the Seller of this Triple-A Receivables Purchase Agreement and all other Facility Documents and the transactions contemplated hereby and thereby, including the acquisition of the Transferred Assets under the Purchase Sale Agreement and the purchases contemplated hereunder, are within the Seller's corporate ’s organizational powers, have been duly authorized by all necessary corporate organizational action, do not contravene (i) the Seller's charter ’s certificate of formation or by-lawslimited liability company agreement, (ii) any law, rule or regulation applicable to the Seller, (iii) any contractual restriction contained in any indenture, loan or credit agreement, lease, mortgage, security agreement, bond, note, or other agreement or instrument binding on or affecting the Seller or its property or (iv) any order, writ, judgment, award, injunction or decree binding on or affecting the Seller or its property, and do not result in or require the creation of any Adverse Claim upon or with respect to any of its properties; and no transaction contemplated hereby requires compliance with any bulk sales act or similar law. This Triple-A Receivables Purchase Agreement and the other Facility Documents to which the Seller is a party have been duly executed and delivered on behalf of the Seller.

Due Authorization and No Conflict. The execution, delivery and performance by the Seller of this Triple-A Purchase Agreement Agreement, each other Facility Document to which the Seller is a party and all other Facility Documents agreements, instruments and documents to be delivered by it hereunder or thereunder or in connection herewith or therewith, and the transactions contemplated hereby and thereby, including the acquisition of the Transferred Assets under the Purchase Agreement and the purchases contemplated hereunder, are within the Seller's corporate powers, have been duly authorized by all necessary corporate action, do not contravene (i) the Seller's charter or by-laws, (ii) any law, rule or regulation applicable to the Seller, (iii) any contractual restriction contained in any material indenture, loan or credit agreement, lease, mortgage, security agreement, bond, note, or other agreement or instrument binding on or affecting the Seller or its property or (iv) any order, writ, judgment, award, injunction or decree binding on or affecting the Seller or its property, and do not result in or require the creation of any Adverse Claim Lien upon or with respect to any of its propertiesproperties (other than as contemplated hereunder); and no transaction contemplated hereby requires compliance with any bulk sales act or similar law. This Triple-A Purchase Agreement and the all other Facility Documents to which the Seller is a party have been duly executed and delivered on behalf of the Seller.

Due Authorization and No Conflict. The execution, delivery and performance by the Seller of this Triple-A Purchase Agreement Agreement, the Certificate, and all other Facility Documents agreements, instruments and documents to be delivered hereunder, and the transactions contemplated hereby and thereby, thereby (including the acquisition sale and contribution to the Buyer of the Transferred Assets under the Purchase Agreement and the purchases contemplated hereunder), are within the Seller's corporate powers, have been duly authorized by all necessary corporate action, do not contravene (i) the Seller's charter or by-laws, (ii) any law, rule or regulation applicable to the Seller, (iii) any contractual restriction contained in any material indenture, loan or credit agreement, lease, mortgage, security agreement, bond, note, or other agreement or instrument binding on or affecting the Seller or its property or (iv) any order, writ, judgment, award, injunction or decree binding on or affecting the Seller or its property, and do not result in or require the creation of any Adverse Claim upon or with respect to any of its propertiesproperties (other than in favor of the Buyer as contemplated hereunder); and no transaction contemplated hereby requires compliance with any bulk sales act or similar law. This Triple-A Purchase Agreement and the other Facility Documents to which the Seller is a party Certificate have been duly executed and delivered on behalf of the Seller.

Due Authorization and No Conflict. The execution, delivery and performance by the Seller of this Triple-A Purchase Agreement, the Sale and Contribution Agreement and all other Facility Documents to which it is a party, and the transactions contemplated hereby and thereby, including the acquisition of the Transferred Assets under the Purchase Agreement and the purchases contemplated hereunder, are within the Seller's corporate limited liability powers, have been duly authorized by all necessary corporate actionlimited liability company action on the part of the Seller, do not contravene (i) the Seller's charter certificate of formation or by-lawslimited liability company agreement, (ii) any law, rule or regulation applicable to the SellerSeller (including, but not limited to, all laws, rules and regulations under the IRC and the applicable state tax codes), (iii) any contractual restriction contained in any indenture, loan or credit agreement, lease, mortgage, security agreement, bond, note, or other agreement or instrument binding on or affecting the Seller or its property or (iv) any order, writ, judgment, award, injunction or decree binding on or affecting the Seller or its property, and do not result in or require the creation of any Adverse Claim upon or with respect to any of its properties pursuant to any indenture, loan or credit agreement, lease, mortgage, security agreement, bond, note or other agreement binding on the Seller or its properties; and no transaction contemplated hereby requires compliance with any bulk sales act or similar law. This Triple-A Purchase Agreement, the Sale and Contribution Agreement and the other Facility Documents to which the Seller is a party have been duly executed and delivered on behalf of the Seller.

Due Authorization and No Conflict. The execution, delivery and performance by the Seller of this Triple-A EagleFunding Purchase Agreement and all other Facility Documents and the transactions contemplated hereby and thereby, including the acquisition of the Transferred Assets under the Originator Purchase Agreement and the purchases contemplated hereunder, are within the Seller's corporate powers, have been duly authorized by all necessary corporate action, do not contravene (i) the Seller's charter or by-laws, (ii) any law, rule or regulation applicable to the Seller, (iii) any contractual restriction contained in any indenture, loan or credit agreement, lease, mortgage, security agreement, bond, note, or other agreement or instrument binding on or affecting the Seller or its property or (iv) any order, writ, judgment, award, injunction or decree binding on or affecting the Seller or its property, and do not result in or require the creation of any Adverse Claim upon or with respect to any of its properties; and no transaction contemplated hereby requires compliance with any bulk sales act or similar law. This Triple-A EagleFunding Purchase Agreement and the other Facility Documents to which the Seller is a party have been duly executed and delivered on behalf of the Seller.