Common use of Due Authorization; No Conflict Clause in Contracts

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would could not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Certificate/Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would could not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's corporate powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Articles or Certificate of Incorporation Incorporation, or BylawsBy-laws, nor will they constitute an event of default under any material agreement by to which Borrower is bound. Borrower is not in default under any agreement a party or by which it is its properties or assets may be bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate 's Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s By-laws and Articles, Certificate of Incorporation Incorporation, Articles of Organization, Partnership Agreement, Trust Agreement, or BylawsOperating Agreement, nor will they constitute an event of default under any material agreement by to which Borrower is bound. Borrower is not in default under any agreement a party or by which it is its properties or assets may be bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate 's Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any agreement to which it is a party or by which it is bound, except to bound where the extent such default would not could reasonably be expected to cause have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within each Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in a Borrower’s Certificate Certificate/Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which a Borrower is a party or by which a Borrower is bound. No Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate 's Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would could not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within such Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in such Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they constitute an event of default under any material agreement by which such Borrower is bound. Such Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's corporate powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Articles or Certificate of Incorporation Incorporation, or BylawsBy-laws, nor will they constitute an event of default under any material agreement by to which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effectparty.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within each Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Articles or Certificate of Incorporation (as applicable) or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are do not in conflict with nor constitute a breach of violate any provision contained in of Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would could not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within such Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or BylawsOrganizational Documents, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default in any material respect under any material agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within each Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in such Borrower’s Certificate Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which a Borrower is a party or by which a Borrower is bound. No Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any agreement to which it is a party or by which it is bound, except to the extent such which default would not reasonably be expected to cause have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Articles or Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would could not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Except as disclosed in the Schedule, Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance by Borrower of the Loan Documents are within Borrower’s corporate powers, have been duly authorizedauthorized by Borrower, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would could not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within each Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation Incorporation, Bylaws, or BylawsLimited Liability Company Agreement, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorizedauthorized by Borrower, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate certificate of Incorporation incorporation or Bylawsbylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate certificate of Incorporation incorporation or Bylawsbylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within each Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in such Borrower’s Certificate of Incorporation Incorporation, Certificate of Formation, Bylaws or BylawsOperating Agreement, nor will they constitute an event of default under any material agreement by which such Borrower is bound. No Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents and the request for each Advance hereunder are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or BylawsCharter Documents, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s corporate powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or BylawsBy-laws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any agreement to which it is a party or by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within each Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in each Borrower’s Certificate Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which a Borrower is a party or by which a Borrower is bound. No Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or BylawsOrganizational Documents, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within each Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in such Borrower’s Certificate 's Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which any Borrower is bound. No Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's By-laws and Articles, Certificate of Incorporation Incorporation, Articles of Organization, Partnership Agreement, Trust Agreement, or BylawsOperating Agreement, nor will they constitute an event of default under any material agreement by to which Borrower is bound. Borrower is not in default under any agreement a party or by which it is its properties or assets may be bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within the Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in the Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they constitute an event of default under any material agreement by which the Borrower is bound. The Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents by Borrower are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Amended and Restated Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under tinder any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate 's Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. A. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would could not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, delivery and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, authorized and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate 's articles of Incorporation incorporation or Bylawsbylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's corporate powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate 's Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any material agreement by which it is bound, except to the extent such which default would not reasonably be expected to cause have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Articles of Incorporation or Bylaws, nor will they constitute an event of a material default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in material default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor not will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's corporate powers, have been duly authorized, and are not in conflict with nor constitute a breach b reach of any provision contained in Borrower’s 's Certificate of Incorporation Incorporation, or BylawsBy-laws, nor will they constitute an event of default under any material agreement by to which Borrower is bound. Borrower is not in default under any agreement a party or by which it is bound, except its properties or assets may be bound to the extent that such default would not agreement has or could be reasonably be expected to cause have a Material Adverse Effectmaterial adverse effect on Borrower's business.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.. 5.3

Due Authorization; No Conflict. The execution, delivery, and ------------------------------- performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a WEST\258936541.7 breach of any provision contained in Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate certificate of Incorporation incorporation or Bylawsbylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within with Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate 's Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any agreement to which it is a party or by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Amended and Restated Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, delivery and performance of the Loan Documents are within Borrower’s Borrowers’ powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in each Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they constitute an event of default under any material agreement by which any Borrower is bound. Neither Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Articles or Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation Incorporation, bylaws or Bylawsother organizational documents, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.. 5.3

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Articles/Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.,

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylawsany Charter Document, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any agreement to which it is a party or by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate or Articles of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents to which Borrower is a party are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they the execution, delivery, and performance of the Loan Documents constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent where such event of default would not reasonably be expected to cause result in a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, authorized and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's corporate powers, have been duly authorized, and are not in conflict with nor constitute a breach b reach of any provision contained in Borrower’s 's Articles or Certificate of Incorporation Incorporation, or BylawsBy-laws, nor will they constitute an event of default under any material agreement by to which Borrower is bound. Borrower is not in default under any agreement a party or by which it is bound, except its properties or assets may be bound to the extent that such default would not agreement has or could be reasonably be expected to cause have a Material Adverse Effectmaterial adverse effect on Borrower's business.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within each Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Borrowers’ Certificates of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which any Borrower is bound. No Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate 's Articles of Incorporation or Bylaws, Bylaws nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylawsany Charter Document, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any agreement to which it is a party or by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, delivery and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylawsorganizational and governing documents, nor will they such execution, delivery or performance constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s Borrowers’ powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in such Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which such Borrower is bound. No Borrower is not in default under any agreement by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate or Articles of Incorporation Incorporation, as applicable, or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within each Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in such Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they constitute an event of default under any material agreement by which such Borrower is bound. Each Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within such Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they constitute an event of default under any material agreement to which such Borrower is a party or by which such Borrower is bound. Such Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Memorandum of Incorporation or BylawsAssociation, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any material agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s Borrowers' powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in any Borrower’s Certificate 's articles of Incorporation incorporation or Bylawsbylaws, nor will they constitute an event of default under any material agreement to which any Borrower is a party or by which any Borrower is bound. No Borrower is not in default under any instrument or agreement to which it is a party or by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s Borrowers' powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in such Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which such Borrower is bound. Neither Borrower is not in default under any agreement by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within each Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in such Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they constitute an event of default under any material agreement by which such Borrower is bound. No Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate articles of Incorporation incorporation or Bylawsbylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s Borrowers’ powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in either Borrower’s Certificate of Incorporation or Bylawsconstating documents, nor will they constitute an event of default under any material agreement by which either Borrower is bound. No Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause result in a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation 's Charter or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any agreement to which it is a party or by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, delivery and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, authorized and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent that such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Articles of Incorporation incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate Articles of Incorporation Organization or BylawsOperating Agreement, nor will they constitute an event of default under any material agreement by which Borrower is bound. , Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents by Borrower are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any agreement to which it is a party or by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.. 5.3

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s any Certificate of Incorporation or BylawsIncorporation, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default under any agreement to which it is a party or by which it is bound, except to the extent such which default would not reasonably be expected to cause could have a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's corporate powers, have been duly authorizedauthorized by Borrower, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s 's Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by which Borrower is bound. Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s 's corporate powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement by to which Borrower is bound. Borrower is not in default under any agreement a party or by which it is its properties or assets may be bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylaws, nor will they constitute an event of default under any material agreement to which Borrower is a party or by which Borrower is bound. Borrower is not in default in any material respect under any material agreement to which it is a party or by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s Borrowers' powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or BylawsBorrowers' organizational documents, nor will they constitute an event of default under any material agreement by which either Borrower is bound. Borrower is Borrowers are not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.

Due Authorization; No Conflict. The execution, delivery, and performance of the Loan Documents are within Borrower’s powers, have been duly authorized, and are not in conflict with nor constitute a breach of any provision contained in Borrower’s Certificate of Incorporation or Bylawsorganizational documents, nor will they constitute an event of default under any material agreement by which Borrower is bound. To the best of Borrower’s knowledge, Borrower is not in default under any agreement by which it is bound, except to the extent such default would not reasonably be expected to cause a Material Adverse Effect.