Common use of Notes and Guarantees Clause in Contracts

Notes and Guarantees. The Notes to be purchased by each Purchaser from the Company are in the form contemplated by this Agreement, have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company at the Closing Time as provided herein, will have been duly executed, issued and delivered by the Company, and will constitute valid and legally binding obligations of the Company, enforceable against it in accordance with their terms, subject to the Enforceability Exceptions. The Holdings Guarantee is in the form contemplated by this Agreement, has been duly authorized for execution and delivery pursuant to this Agreement by Holdings and, when delivered by Holdings at the Closing Time as provided for herein, will have been duly executed and delivered and will constitute a valid and legally binding obligation of Holdings, enforceable against Holdings in accordance with its terms, subject to the Enforceability Exceptions.

Notes and Guarantees. The Notes to be purchased by each Purchaser the Purchasers from the Company are in the form contemplated by this Agreement, have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company at the Closing Time as provided herein, will have been duly executed, issued and delivered by the Company, and will constitute valid and legally binding obligations of the Company, enforceable against it in accordance with their terms, subject to the Enforceability Exceptions. The Holdings Guarantee is Guarantees endorsed on the Notes are in the form contemplated by this Agreement, has have been duly authorized for execution and delivery issuance pursuant to this Agreement by Holdings each of the Guarantors and, when the Notes are executed by the Company, and delivered by Holdings at to the Closing Time Purchasers as provided for herein, will have been duly executed executed, issued and delivered and will constitute a valid and legally binding obligation obligations of Holdingsthe Guarantors, enforceable against Holdings the Guarantors in accordance with its their terms, subject to the Enforceability Exceptions.