Common use of Organization and Authority; Enforceability Clause in Contracts

Organization and Authority; Enforceability. CDP is a limited liability company duly organized, validly existing and in good standing under the laws of the state of Nevada, and has full power, right and authority to enter into and perform its respective obligations under this Agreement and the other documents contemplated hereby to which it is a party. The execution, delivery and performance of this Agreement and each of the other documents contemplated hereby to which CDP is a party have been duly and properly authorized by all requisite action in accordance with applicable law and with that certain Fourth Amended and Restated Operating Agreement of CDP, dated as of September 12, 2012, by and among CDP and its members, as amended, and the Articles of Organization of CDP (together the “CDP Organizational Documents”), and each person executing, on behalf of CDP, this Agreement and any of the other documents contemplated hereby to which CDP is a party has the power and authority to execute and deliver this Agreement and each of the other documents contemplated hereby to which CDP is a party, to consummate the transactions contemplated hereby and thereby and to cause CDP to perform its obligations hereunder and thereunder.

Appears in 2 contracts

Sources: Redemption Agreement (Diamond Resorts International, Inc.), Redemption Agreement (Diamond Resorts International, Inc.)