Validity of the Agreements Sample Clauses

Validity of the Agreements. Each of this Agreement and the Deposit Agreement is in proper form to be enforceable against the Company in the Cayman Islands in accordance with its terms; to ensure the legality, validity, enforceability or admissibility into evidence in the Cayman Islands of this Agreement or the Deposit Agreement, it is not necessary that this Agreement or the Deposit Agreement be filed or recorded with any court or other authority in the Cayman Islands or that any stamp or similar tax in the Cayman Islands be paid on or in respect of this Agreement, the Deposit Agreement or any other documents to be furnished hereunder;

Validity of the Agreements. Each Loan Party expressly acknowledges and agrees that the Credit Documents are valid and enforceable by the Administrative Agent and the Lenders against such Loan Party (except, in any case, as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally and by principles of equity) and expressly reaffirms each of its obligations under the Credit Documents.

Validity of the Agreements. Each of this Agreement and the Deposit Agreement is in proper form to be enforceable against the Company in the Cayman Islands in accordance with its terms; to ensure the legality, validity, enforceability or admissibility into evidence in the Cayman Islands of this Agreement or the Deposit Agreement, it is not necessary that this Agreement or the Deposit Agreement be filed or recorded with any court or other authority in the Cayman Islands or that any stamp or similar tax in the Cayman Islands be paid on or in respect of this Agreement, the Deposit Agreement or any other documents to be furnished hereunder save and except that Cayman Islands stamp duty may be payable if the original of any such document is executed in, or brought to, the Cayman Islands;

Validity of the Agreements. This Agreement is in proper form to be enforceable against the Company in the Cayman Islands in accordance with its terms (except as rights to indemnification hereunder or thereunder may be limited by applicable law and except as the enforcement hereof or thereof may be limited by bankruptcy, insolvency, reorganization, moratorium, or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles); to ensure the legality, validity, enforceability or admissibility into evidence in the Cayman Islands of this Agreement , it is not necessary that this Agreement be filed or recorded with any court or other authority in the Cayman Islands (other than court filings in the ordinary course of proceedings) or that any stamp duty or similar tax in the Cayman Islands be paid on or in respect of this Agreement or any other documents to be furnished hereunder (other than nominal stamp duty payable on the enforcement of any documents) save and except that Cayman Islands stamp duty may be payable if the original of any such document is executed in, or brought into, the Cayman Islands.

Validity of the Agreements. This Agreement is in proper form to be enforceable against the Company in the British Virgin Islands in accordance with its terms (except as rights to indemnification hereunder or thereunder may be limited by applicable law and except as the enforcement hereof or thereof may be limited by bankruptcy, insolvency, reorganization, moratorium, or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles); to ensure the legality, validity, enforceability or admissibility into evidence in the British Virgin Islands of this Agreement, it is not necessary that this Agreement be filed or recorded with any court or other authority in the British Virgin Islands (other than court filings in the ordinary course of proceedings) or that any stamp duty or similar tax in the British Virgin Islands be paid on or in respect of this Agreement or any other documents to be furnished hereunder (other than nominal stamp duty payable on the enforcement of any documents) save and except that British Virgin Islands stamp duty may be payable if the original of any such document is executed in, or brought into, the British Virgin Islands.

Validity of the Agreements. Each of this Agreement and the Deposit Agreement is in proper form under the laws of the Cayman Islands for the enforcement thereof against the Company (subject, as to enforceability, to bankruptcy, insolvency, liquidation, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equity principles); and to ensure the legality, validity, enforceability or admissibility into evidence in Cayman Islands of this Agreement and the Deposit Agreement, it is not necessary that this Agreement or the Deposit Agreement be filed or recorded with any governmental authority or agency or any official body in the Cayman Islands or that any stamp duty or similar tax in the Cayman Islands be paid on or in respect of this Agreement or the Deposit Agreement, except for Cayman Islands stamp duty if this Agreement or the Deposit Agreement is executed in or brought into the Cayman Islands.

Validity of the Agreements. 3.1 The Agreement will be effective under the laws of Luxembourg and will take effect in accordance with its terms. 2.1 In respect of the GMRA, we refer you to Appendix 1 Part II of this Opinion. 2.2 In respect of the GMSLA, the OSLA 1994, the OSLA 1995 and the GESLA, we refer you to Appendix 2 Part II of the Opinion. 2.3 The opinions expressed under this point 3.1.paragraph 1 of Appendix 1 Part II of this Opinion and paragraph 1 of Appendix 2 Part II of this Opinion are subject to the following reservations: (a) whilst, in the event of any proceedings being brought in a Luxembourg Ccourt in respect of a monetary obligation expressed to be payable in a currency other than Euro, a Luxembourg Ccourt would have power to give judgement expressed as an order to pay a currency other than Euro, enforcement of the judgement against a party in Luxembourg would be available only in Euro and for such purposes all claims or debts would be converted into Euro; (b) enforcement of the Agreements and the rights and obligations of the parties thereto will be subject to the general statutory principles of Luxembourg law: a remedy such as specific performance or the issue of an injunction or a remedy such as termination for breach of contract are discretionary. Notwithstanding any agreement purporting to confer the availability of any remedy, such remedy may not be available where damages instead of specific performance or specific performance instead of termination for breach of contract are considered by the court to be an adequate alternative remedy; (c) a contractual provision conferring or imposing a remedy, an obligation or penalty consequent upon default (including a clause providing for the payment of replacement or unwinding costs in case of a failure to deliver securities) may not be fully enforceable if it were construed by a Luxembourg Ccourt as constituting an excessive pecuniary remedy; (d) with respect to provisions under which determination of circumstances or certification by any party is stated or implied to be conclusive and binding upon another party (such as for instance, but not limited to, provisions in relation to Ddefault Vvaluation), a Luxembourg court would be authorised to examine whether such determination occurred in good faith; (e) we express no opinion as to the validity or enforceability of provisions of the Agreements providing for interest being payable in specified circumstances on due and payable interest, such clauses may not be enforcea...