Common use of Authorization, Validity, and Enforceability of this Agreement and the Loan Documents Clause in Contracts

Authorization, Validity, and Enforceability of this Agreement and the Loan Documents. Each of the Credit Parties has the power and authority to execute, deliver and perform this Agreement and the other Loan Documents to which it is a party, to incur the Obligations, and to grant to the Administrative Agent Liens upon and security interests in the Collateral. Each of the Credit Parties has taken all necessary action (including obtaining approval of its members or stockholders if necessary) to authorize its execution, delivery, and performance of this Agreement and the other Loan Documents to which it is a party. This Agreement and the other Loan Documents to which it is a party have been duly executed and delivered by the Credit Parties, and constitute the legal, valid and binding obligations of each Credit Party, enforceable against it in accordance with their respective terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law). Each of the Credit Parties’ execution, delivery, and performance of this Agreement and the other Loan Documents to which it is a party do not and will not conflict with, or constitute a violation or breach of, or result in the imposition of any Lien upon the property of such Credit Party or any of the Consolidated Parties, by reason of the terms of (a) any material contract, mortgage, lease, agreement, indenture, or instrument to which a Credit Party is a party or which is binding upon it, (b) any material Applicable Law applicable to a Credit Party or any of the Consolidated Parties, or (c) the certificate or articles of incorporation or organization, by-laws, limited liability company or limited partnership agreement of a Credit Party or any of the Consolidated Parties.

Authorization, Validity, and Enforceability of this Agreement and the Loan Documents. Each of the Credit Parties Party has the power and authority to execute, deliver and perform this Agreement and each of the other Loan Documents to which it is a party, to incur the ObligationsObligations hereunder or under _________ the Parent Guaranty, as applicable, and to grant to the Administrative Agent Liens upon and security interests in the Collateral. Each of the Credit Parties Party has taken all necessary action (including obtaining approval of its members stockholders or stockholders other equityholders, if necessary) to authorize its execution, delivery, and performance of this Agreement and the other Loan Documents to which it is a party. This Agreement and the other The Loan Documents (other than those not required to be in effect on the date of this representation) to which it is a party have been duly executed and delivered by the each Credit PartiesParty, and constitute the legal, valid and binding obligations of each Credit Party, enforceable against it in accordance with their respective terms, except as to the extent that enforceability may be limited by applicable bankruptcy, insolvency, reorganizationmoratorium, moratorium reorganization or other similar laws affecting the enforcement of creditors’ rights generally and or by the effect of general equitable principles (whether enforcement is sought by proceedings in equity or at law)principles. Each of the Credit Parties’ Party’s execution, delivery, and performance of this Agreement and the other Loan Documents to which it is a party do not and will not conflict with, or constitute a violation or breach of, or result in the imposition of any Lien upon the property of such each Credit Party or any of the Consolidated Partiesits Subsidiaries, by reason of the terms of (a) any material contract, mortgage, lease, agreement, indenture, or instrument to which a Credit Party any Borrower is a party or which is binding upon it, (b) any material Applicable Requirement of Law applicable to a any Credit Party or any of the Consolidated Partiesits Subsidiaries, or (c) the certificate or articles of incorporation or organization, by-laws, bylaws or the limited liability company or limited partnership agreement of a any Credit Party or any of the Consolidated Partiesits Subsidiaries.