Common use of Authorization; Validity Clause in Contracts

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Parties, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles of incorporation, bylaws, operating agreement, partnership agreement, or other governing documents. All necessary and appropriate action has been taken on the part of the Credit Parties to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving Note. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Parties, enforceable against the Credit Parties in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know of any reason why the Credit Parties cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Borrower has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Parties, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles Borrower’s Articles of incorporation, bylaws, operating agreement, partnership agreement, or other governing documentsIncorporation and Bylaws. All necessary and appropriate corporate action has been taken on the part of the Credit Parties Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and to which it is a party, the issuance of the Commitment Shares and the Revolving Note. This Agreement and the Loan Documents to which it is a party are valid and binding agreements and contracts of the Credit Parties, Borrower enforceable against the Credit Parties Borrower in accordance with their its respective terms, terms except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know Borrower knows of any no reason why the Credit Parties Borrower cannot perform any of its Borrower’s obligations under this Agreement, the Loan Documents to which it is a party or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Parties, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles of incorporation, bylaws, operating agreement, partnership agreement, or other governing documents. All necessary and appropriate action has been taken on the part of the Credit Parties to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving Promissory Note. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Parties, enforceable against the Credit Parties in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know of any reason why the Credit Parties cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Borrower has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit PartiesBorrower, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties Borrower to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles Borrower’s Articles of incorporationIncorporation, bylaws, operating agreement, partnership agreementBylaws, or other governing documents. All necessary and appropriate corporate action has been taken on the part of the Credit Parties Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Facility Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit PartiesBorrower, enforceable against the Credit Parties Borrower in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do Borrower does not know of any reason why the Credit Parties Borrower cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the any Credit PartiesParty, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the any Credit Parties Party to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the any Credit Parties’ articles Party’s Articles of incorporationIncorporation, bylawsCertificate of Organization, operating agreementBylaws, partnership agreement, Operating Agreement or other governing documents. All necessary and appropriate corporate action has been taken on the part of the each Credit Parties Party to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Facility Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the each Credit PartiesParty, enforceable against the each Credit Parties Party in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The No Credit Parties do not know Party knows of any reason why the any Credit Parties Party cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the any Credit PartiesParty, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the any Credit Parties Party to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the any Credit Parties’ articles Party’s Articles of incorporationIncorporation, bylaws, operating agreement, partnership agreement, Bylaws or other governing documents. All necessary and appropriate corporate action has been taken on the part of the each Credit Parties Party to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Facility Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the each Credit PartiesParty, enforceable against the each Credit Parties Party in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The No Credit Parties do not know Party knows of any reason why the any Credit Parties Party cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein to which it is a party and to perform all of its duties and obligations under this Agreement and the Loan Documents to which it is a party and no other action or consent on the part of the Credit Parties, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles of incorporation, bylaws, operating agreement, partnership agreement, or other governing documents. All necessary and appropriate action has been taken on the part of the Credit Parties to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving Promissory Note. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Parties, enforceable against the Credit Parties in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know of any reason why the Credit Parties cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the any Credit PartiesParty, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the any Credit Parties Party to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the any Credit Parties’ articles Party’s Articles of incorporationIncorporation, bylaws, operating agreement, partnership agreement, Bylaws or other governing documents. All necessary and appropriate corporate action has been taken on the part of the each Credit Parties Party to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNotes and the Facility Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the each Credit PartiesParty, enforceable against the each Credit Parties Party in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The No Credit Parties do not know Party knows of any reason why the any Credit Parties Party cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Borrower has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Partiesany Borrower, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties any Borrower to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles any Borrower’s Articles of incorporation, bylaws, operating agreement, partnership agreementIncorporation or Bylaws, or other governing documents. All necessary and appropriate corporate action has been taken on the part of the Credit Parties each Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Advisory Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Partieseach Borrower, enforceable against the Credit Parties each Borrower in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know No Borrower knows of any reason why the Credit Parties any Borrower cannot perform any of its obligations Obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Parties, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ ' articles of incorporation, bylaws, operating agreement, partnership agreement, or other governing documents. All necessary and appropriate action has been taken on the part of the Credit Parties to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving Note. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Parties, enforceable against the Credit Parties in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ ' rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know of any reason why the Credit Parties cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Parties, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles of incorporation, bylaws, operating agreement, partnership agreement, or other governing documents. All necessary and appropriate action has been taken on the part of the Credit Parties to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving Note and Fee Note. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Parties, enforceable against the Credit Parties in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know of any reason why the Credit Parties cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the any Credit PartiesParty, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the any Credit Parties Party to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the any Credit Parties’ articles Party’s Articles of incorporationIncorporation, bylaws, operating agreement, partnership agreement, Bylaws or other governing documents. All necessary and appropriate corporate action has been taken on the part of the each Credit Parties Party to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNotes and the Fee Notes. This Agreement and the Loan Documents are valid and binding agreements and contracts of the each Credit PartiesParty, enforceable against the each Credit Parties Party in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The No Credit Parties do not know Party knows of any reason why the any Credit Parties Party cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Borrower has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Partiesany Borrower, its board of directors, stockholders, members, managers, partners, members or any other Person is necessary or required by the Credit Parties any Borrower to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its their respective obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles any Borrower’s Articles of incorporationIncorporation, bylawsBylaws, operating agreement, partnership agreement, agreements or other governing documents, as applicable. All necessary and appropriate corporate action has been taken on the part of the Credit Parties each Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving Note. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Parties, enforceable against the Credit Parties each Borrower in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know No Borrower knows of any reason why the Credit Parties any Borrower cannot perform any of its respective obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full hasfull right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its ofits duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the any Credit PartiesParty, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the any Credit Parties Party to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the any Credit Parties’ articles Party’sArticles of incorporationIncorporation, bylaws, operating agreement, partnership agreement, or Bylawsor other governing documents. All necessary and appropriate corporate action has been taken on the part of the each Credit Parties to Partyto authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Facility Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the each Credit PartiesParty, enforceable against the each Credit Parties in Partyin accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know of No CreditParty knowsof any reason why the any Credit Parties cannot Partycannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party B▇▇▇▇▇▇▇ has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit PartiesBorrower, its board of directors, stockholders, members, managers, partners, stockholders or any other Person is necessary or required by the Credit Parties Borrower to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ Borrower’s articles of incorporation, incorporation or bylaws, operating agreement, partnership agreement, or other governing documents. All necessary and appropriate action has been taken on the part of the Credit Parties Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving Note. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit PartiesBorrower, enforceable against the Credit Parties Borrower in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know of any reason why the Credit Parties cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Borrower has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Partiesany Borrower, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties any Borrower to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ any Borrower’s Articles of Incorporation or Bylaws, articles of incorporation, bylaws, organization or operating agreementagreements, partnership agreementagreements, or any other organizational or governing documents. All necessary and appropriate corporate, partnership or company action has been taken on the part of the Credit Parties each Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Advisory Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Partieseach Borrower, enforceable against the Credit Parties each Borrower in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know No Borrower knows of any reason why the Credit Parties any Borrower cannot perform any of its obligations Obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Borrower has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit PartiesBorrower, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties Borrower to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles Borrower’s Articles of incorporationIncorporation, bylaws, operating agreement, partnership agreementBylaws, or other governing documents. All necessary and appropriate corporate action has been taken on the part of the Credit Parties Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Advisory Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit PartiesBorrower, enforceable against the Credit Parties Borrower in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do Borrower does not know of any reason why the Credit Parties Borrower cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Borrower has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Partiesany Borrower, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties any Borrower to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ any Borrower’s Articles of Incorporation or Bylaws, articles of incorporation, bylaws, organization or operating agreement, partnership agreementagreements, or other governing documents. All necessary and appropriate corporate action has been taken on the part of the Credit Parties each Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Advisory Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Partieseach Borrower, enforceable against the Credit Parties each Borrower in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know No Borrower knows of any reason why the Credit Parties any Borrower cannot perform any of its obligations Obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Lender has full right, power and authority to enter into this Agreement, to make the borrowings Loans and to execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit PartiesLender, its board of directors, stockholders, members, managers, partners, managers or any other Person is necessary or required by the Credit Parties Lender to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles of incorporation, bylaws, operating agreement, partnership agreement, or other Lender’s governing documents. All necessary and appropriate action has been taken on the part of the Credit Parties Lender to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteDocuments. This Agreement and the The Loan Documents are valid and binding agreements and contracts of the Credit PartiesLender, enforceable against the Credit Parties Lender in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do Lender does not know of any reason why the Credit Parties Lender cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Borrower has the full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its respective duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Partiesany Borrower, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties any Borrower to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its their obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles any Borrower’s Articles of incorporationIncorporation, bylawsArticles of Organization, operating agreementBylaws, partnership agreementOperating Agreements, or other governing documents. All necessary and appropriate corporate action has been taken on the part of the Credit Parties each Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Warrants. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Partieseach Borrower, enforceable against the Credit Parties each Borrower in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know No Borrower knows of any reason why the Credit Parties any Borrower cannot perform any of its their obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the any Credit PartiesParty, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the any Credit Parties Party to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the any Credit Parties’ articles Party’s Articles of incorporationIncorporation, bylawsArticles of Organization, operating agreementBylaws, partnership agreement, Operating Agreement or other governing documents. All necessary and appropriate corporate action has been taken on the part of the each Credit Parties Party to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Facility Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the each Credit PartiesParty, enforceable against the each Credit Parties Party in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The No Credit Parties do not know Party knows of any reason why the any Credit Parties Party cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Borrower has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit PartiesBorrower, its board of directors, stockholders, members, managers, partners, stockholders or any other Person is necessary or required by the Credit Parties Borrower to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ Borrower’s articles of incorporation, incorporation or bylaws, operating agreement, partnership agreement, or other governing documents. All necessary and appropriate action has been taken on the part of the Credit Parties Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving Note. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit PartiesBorrower, enforceable against the Credit Parties Borrower in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know of any reason why the Credit Parties cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Parties, its their respective board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles of incorporation, bylaws, operating agreement, partnership agreement, or other governing documents. All necessary and appropriate action has been taken on the part of the Credit Parties to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving Note. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Parties, enforceable against the Credit Parties in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know of any reason why the Credit Parties cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents Documents, and no other action or consent on the part of the Credit Parties, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles of incorporation, bylaws, operating agreement, partnership agreement, or other governing documents. All necessary and appropriate action has been taken on the part of the Credit Parties to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving Note. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Parties, enforceable against the Credit Parties in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know of any reason why the Credit Parties cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Borrower has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Partiesany Borrower, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties any Borrower to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations Obligations hereunder and thereunder, except for such consents as have been obtained prior to the Closing Date. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any material provision of law or of the Credit Parties’ any Borrower’s articles of incorporation, bylaws, articles of organization, operating agreement, partnership agreement, or other governing documents. All necessary and appropriate corporate or limited liability company action has been taken on the part of the Credit Parties each Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Facility Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Partieseach Borrower, enforceable against the Credit Parties each Borrower in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know No Borrower knows of any reason why the Credit Parties any Borrower cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party Borrower has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the Credit Partiesany Borrower, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the Credit Parties any Borrower to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the Credit Parties’ articles any Borrower’s Articles of incorporation, bylaws, operating agreement, partnership agreementIncorporation or Bylaws, or other governing documents. All necessary and appropriate corporate action has been taken on the part of the Credit Parties each Borrower to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNote and the Facility Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the Credit Partieseach Borrower, enforceable against the Credit Parties each Borrower in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The Credit Parties do not know No Borrower knows of any reason why the Credit Parties any Borrower cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.

Authorization; Validity. Each Credit Party has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents as provided herein and to perform all of its duties and obligations under this Agreement and the Loan Documents and no other action or consent on the part of the any Credit PartiesParty, its board of directors, stockholders, members, managers, partners, or any other Person is necessary or required by the any Credit Parties Party to execute this Agreement and the Loan Documents, consummate the transactions contemplated herein and therein, and perform all of its obligations hereunder and thereunder. The execution and delivery of this Agreement and the Loan Documents will not, nor will the observance or performance of any of the matters and things herein or therein set forth, violate or contravene any provision of law or of the any Credit Parties’ articles Party’s Articles of incorporationIncorporation, bylawsArticles of Organization, operating agreementBylaws, partnership agreement, Operating Agreement or other governing documents. All necessary and appropriate corporate action has been taken on the part of the each Credit Parties Party to authorize the execution and delivery of this Agreement and the Loan Documents and the issuance of the Revolving NoteNotes and the Facility Fee Shares. This Agreement and the Loan Documents are valid and binding agreements and contracts of the each Credit PartiesParty, enforceable against the each Credit Parties Party in accordance with their respective terms, except to the extent that enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other laws enacted for the relief of debtors generally and other similar laws affecting the enforcement of creditors’ rights generally or by equitable principles which may affect the availability of specific performance and other equitable remedies. The No Credit Parties do not know Party knows of any reason why the any Credit Parties Party cannot perform any of its obligations under this Agreement, the Loan Documents or any related agreements.