1Power and Authority. Each of the Town Parties has all requisite corporate power and authority to enter into this Agreement and to perform their respective obligations under this Agreement.
1Power and Authority. Client has the full right, power and authority to enter into this Agreement and perform its obligations hereunder; and
1Power and Authority. Contractor has the full right, power and authority to enter into this Agreement and perform his obligations hereunder;
1Power and Authority. Seller has full corporate power and authority to enter into and perform this Agreement, and to execute and deliver this Agreement and the other documents, instruments or agreements to be executed and delivered by the Seller in connection herewith, to consummate the transactions contemplated hereby and thereby, and to carry out all of the actions required of the Seller pursuant to the terms of this Agreement. The individual(s) executing this Agreement on behalf of the Seller have full authority and power to do so.
1Power and Authority. Buyer has full corporate power and authority to enter into and perform this Agreement, and to execute and deliver this Agreement and the other documents, instruments or agreements to be executed and delivered by the Buyer in connection herewith, to consummate the transactions contemplated hereby and thereby, and to carry out all of the actions required of the Buyer pursuant to the terms of this Agreement. The individual(s) executing this Agreement on behalf of the Buyer have full authority and power to do so.
1Power and Authority. Each Party, severally and not jointly, represents, warrants and covenants to each other Party that, as of the date of this Support Agreement, (i) such Party has and shall maintain all requisite corporate, partnership, or limited liability company power and authority to enter into this Support Agreement and to carry out the transactions contemplated by, and perform its respective obligations under this Support Agreement and (ii) the execution and delivery of this Support Agreement and the performance of its obligations hereunder have been duly authorized by all necessary action on its part.
1Power and Authority. The Stockholder has the right, power, and authority to execute, deliver and perform its obligations under this Agreement and each document, instrument and certificate required hereunder or delivered in connection herewith, and this Agreement and each document, instrument and certificate required hereunder or delivered in connection herewith constitutes the legally valid and binding obligation of the Stockholder, enforceable against the Stockholder in accordance with its terms, except as such enforceability may be subject to applicable bankruptcy, reorganization, insolvency, moratorium and similar Laws affecting the enforcement of creditors’ rights generally and by general principles of equity.
1Power and Authority. The Company has the right, power, and authority to execute, deliver and perform its obligations under this Agreement and each document, instrument and certificate required hereunder or delivered in connection herewith, and this Agreement and each document, instrument and certificate required hereunder or delivered in connection herewith constitutes the legally valid and binding obligation of the Company, enforceable against the Company in accordance with its terms.
1Power and Authority. Such party has the legal capacity and all other power and authority necessary to enter into this Agreement and to consummate the transactions contemplated hereby.
1Power and Authority. Each of the Seller Pool Companies has the legal power, right and authority to enter into this Agreement and to consummate the transactions contemplated hereby, and each is duly formed, validly existing and in good standing under the Laws of the State of each of its respective formation/organization/incorporation and is authorized to do business in the State of New York; each has granted Seller and Agent full power and authority to act on its behalf and has authorized Seller and Agent to consummate this transaction and bind each of them to the obligations set forth in this Agreement (and shall be liable, jointly and severally, for all of the obligations of Seller hereunder). Agent is a Delaware corporation, duly organized and validly existing and in good standing under the laws of the State of Delaware and has the requisite power and authority to carry on its business in the State of New York as it is now being conducted. This Agreement constitutes the legal, valid and binding obligation of Seller enforceable in accordance with its terms and Seller has the legal power, right and authority to enter into this Agreement and to consummate the transactions contemplated hereby. Each of the persons signing this Agreement on behalf of Seller is authorized to do so.
