Common use of Authorization of the Indenture Clause in Contracts

Authorization of the Indenture. The Indenture has been, or prior to the issuance of the Securities thereunder will have been, duly authorized, executed and delivered by the Company and, upon such authorization, execution and delivery, will constitute a valid and binding agreement of the Company enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally or by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has beenbeen duly authorized by the Company and, or prior to the issuance of the Securities thereunder will have been, when duly authorized, executed and delivered by the Company and, upon such authorization, execution and deliverythe Trustee, will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally or by and except as enforcement thereof is subject to general equitable principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has beenbeen duly authorized by the Company and, or prior to at the issuance of the Securities thereunder Closing Time, will have been, been duly authorized, executed and delivered by the Company and, upon such authorization, execution when executed and deliverydelivered by the Trustee, will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement enforceability thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws relating to or affecting the enforcement of creditors’ ' rights generally or by general equitable principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law)) and the waiver contained in Section 514 thereof may be unenforceable due to interests of public policy.

Authorization of the Indenture. The Indenture has beenbeen duly qualified under the Trust Indenture Act and has been duly authorized by the Company and, or prior to at the issuance of the Securities thereunder Closing Date, will have been, been duly authorized, executed and delivered by the Company and, upon such authorization, execution and delivery, will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited (i) by bankruptcy, insolvency (includingfraudulent conveyance or transfer, without limitation, all laws relating to fraudulent transfers)insolvency, reorganization, moratorium or other similar laws relating to or affecting the enforcement rights and remedies of creditors’ rights generally or creditors and (ii) by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has been, or prior to the issuance of the Securities thereunder will have been, been duly authorized, executed and delivered authorized by the Company and, upon such authorization, execution when duly executed and deliverydelivered by each of the Company and the Trustee, will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally or by and except as enforcement thereof is subject to general equitable principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The At the Closing Time, the Indenture has been, or prior to the issuance of the Securities thereunder will have beenbeen duly authorized by the Company and duly qualified under the 1939 Act and, when duly authorized, executed and delivered by the Company and, upon such authorization, execution and deliverythe Trustee, will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally or by and except as enforcement thereof is subject to general equitable principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has been, or prior to the issuance of the Securities thereunder will have been, been duly authorized, executed and delivered by the Company and, upon such assuming due authorization, execution and deliverydelivery of the Indenture by the Debt Trustee, will constitute the Indenture constitutes a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ ' rights generally or by general equitable principles (regardless of whether enforcement is considered in a proceeding at law or in equity or at lawequity).

Authorization of the Indenture. The Indenture has been, or prior to the issuance of the Securities thereunder will have been, duly authorized, executed and delivered by the Company and, upon such authorization, execution and delivery, will constitute a valid and binding agreement of the Company enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ ' rights generally or by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has beenbeen duly authorized by the Company and, or prior to the issuance of the Securities thereunder will have been, when duly authorized, executed and delivered by the Company and, upon such authorization, execution and deliverythe Trustee, will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally or by and except as enforcement thereof is subject to general equitable principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law) (collectively, the “Enforceability Exceptions”).

Authorization of the Indenture. The Indenture has been, or prior to the issuance of the Securities thereunder will have been, been duly authorized, executed and delivered by the Company and, upon such authorization, execution and deliverydelivery and assuming due authorization, execution and delivery of the Indenture by the Debt Securities Trustee, the Indenture will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ ' rights generally or by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has beenbeen duly ------------------------------ authorized by the Company and, or prior to at the issuance of the Securities thereunder Closing Time, will have been, been duly authorized, executed and delivered by the Company and, upon such authorization, execution and delivery, will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws relating to or affecting the enforcement of creditors’ ' rights generally generally, or by general equitable principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has beenbeen duly authorized ------------------------------ by the Company and, or prior to the issuance of the Securities thereunder will have been, duly authorized, when executed and delivered by the Company and, upon such authorization, execution and deliverythe Trustee, will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ ' rights generally or by and except as enforcement thereof is subject to general equitable principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has beenbeen duly authorized by the Company and, or prior to at the issuance of the Securities thereunder Closing Time, will have been, been duly authorized, executed and delivered by the Company and, upon such and (assuming the due authorization, execution and delivery, delivery of the Indenture by the Trustee) will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers)insolvency, reorganization, moratorium moratorium, fraudulent conveyance or other similar laws relating to or affecting the enforcement of creditors’ ' rights generally generally, or by general equitable principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has beenbeen duly ----------------------------------- authorized by the Company and, or prior to the issuance of the Securities thereunder will have been, duly authorized, when executed and delivered by the Company and, upon such authorization, execution and deliverythe Trustee, will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ ' rights generally or by and except as enforcement thereof is subject to general equitable principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has beenbeen duly authorized by the Company and, or prior to at the issuance of the Securities thereunder Closing Time, will have been, been duly authorized, executed and delivered by the Company and, upon such and will (assuming due authorization, execution and delivery, will delivery by the Trustee) constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws relating to or affecting the enforcement of creditors’ ' rights generally generally, or by general equitable principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has beenbeen duly authorized by the Company and, or prior to at the issuance of the Securities thereunder Closing Time, will have been, been duly authorized, executed and delivered by the Company and, upon such authorization, execution and deliverywhen executed by the Trustee, will constitute a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ ' rights generally or by and except as enforcement thereof is subject to general equitable principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law).

Authorization of the Indenture. The Indenture has been, or prior to the issuance of the Securities thereunder will have been, been duly authorized, executed and delivered delivered, by the Company and, upon such assuming due authorization, execution and deliverydelivery of the Indenture by the Debt Securities Trustee, will constitute the Indenture constitutes a valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws affecting the enforcement of creditors’ ' rights generally or by general equitable principles (regardless of whether enforcement is considered in a proceeding in equity or at law).