Neither the execution and delivery of any Loan Document, nor the making by ​ of any borrowings hereunder, nor the consummation of any transaction herein or therein referred to or contemplated hereby or thereby nor the fulfillment of the terms hereof or thereof or of any agreement or instrument referred to in this Agreement, has constituted or resulted in or will constitute or result in a breach of any Requirement of Law, including without limitation, HMO Regulations and Insurance Regulations, or any material Contractual Obligation of ​ or any of its Subsidiaries, or result in the creation under any agreement or instrument of any security interest, lien, charge or encumbrance upon any of the assets of ​ or any of its Subsidiaries. No approval, authorization or other action by any Governmental Authority, including, without limitation, HMO Regulators and Insurance Regulators, or any other Person is required to be obtained by ​ or any of its Subsidiaries in connection with the execution, delivery and performance of this Agreement or the other Loan Documents or the transactions contemplated hereby or thereby, or the making of any borrowing by ​ hereunder. This Agreement has been, and each other Loan Document will be, duly executed and delivered on behalf of ​. This Agreement constitutes, and each other Loan Document when executed and delivered will constitute, a legal, valid and binding obligation of ​ enforceable against ​ in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law).

This Agreement has been, and each other Loan Document, when delivered hereunder, will have been, duly executed and delivered by each [[Loan Parties:Organization]] that is party thereto. This Agreement constitutes, and each other Loan Document when so delivered will constitute, a legal, valid and binding obligation of such [[Loan Parties:Organization]], enforceable against each [[Loan Parties:Organization]] that is party thereto in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principals of equity.

This Agreement has been, and each other Loan Document, when delivered hereunder, will have been, duly executed and delivered by each [[Loan Party:Organization]] that is party thereto. This Agreement constitutes, and each other Loan Document when so delivered will constitute, a legal, valid and binding obligation of such [[Loan Party:Organization]], enforceable against each [[Loan Party:Organization]] that is party thereto in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principals of equity.