Common use of Capacity and Validity Clause in Contracts

Capacity and Validity. Each Seller has the full power, capacity and authority necessary to enter into and perform its obligations under this Agreement. This Agreement constitutes the valid and binding obligation of each Seller, enforceable in accordance with its terms, except as may be limited by bankruptcy, insolvency or other laws affecting creditors' rights generally, or as may be modified by a court of equity in an action for specific performance. Neither the execution and delivery of this Agreement by such Seller nor the consummation of the transactions contemplated hereby will violate any provisions of any law, or any regulation, policy or order of any court or any governmental unit to which such Seller is subject, nor will such execution, delivery or consummation conflict with, result in a breach of or constitute a default under any indenture, mortgage, lease, agreement, or other instrument to which such Seller is a party or by which such Seller is bound, or result in the creation of any lien, charge or encumbrance upon such Seller's Partnership Interest.