6Power and Authority Clause Samples
6Power and Authority. Such Purchaser has all requisite corporate power, and has taken all requisite corporate action, to authorize, execute and deliver this Agreement and each of the other agreements and instruments contemplated herein to which the Purchaser is a party, to consummate the transactions contemplated herein and therein and to carry out and perform all of such Purchaser’s obligations hereunder and thereunder. Upon the execution and delivery of this Agreement, this Agreement shall constitute a valid and binding obligation of such Purchaser, enforceable in accordance with its terms, except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or affecting the enforcement of creditors’ rights generally and (b) as limited by equitable principles generally, including any specific performance.
6Power and Authority. The Investor has all requisite power and authority to carry out the transactions contemplated hereby, and the execution, delivery and performance by the Investor of this Agreement, the Strategic Alliance Agreement and the Related Agreements to which the Investor is a party have been duly authorized by all requisite action respecting the Investor. This Agreement, the Strategic Alliance Agreement and the Related Agreements to which the Investor is a party have been duly executed and delivered on behalf of the Investor and constitute the valid and binding obligations of the Investor, enforceable in accordance with their respective terms, subject to (i) laws of general application relating to bankruptcy, insolvency, and the relief of debtors and (ii) rules of law governing specific performance, injunctive relief, or other equitable remedies. The execution, delivery and performance of this Agreement, the Strategic Alliance Agreement and the Related Agreements, and compliance with the provisions hereof and thereof by the Investor, do not and will not, with or without the passage of time or the giving of notice or both, (a) violate any law, rule, statute, regulation or ruling, order or judgment of any court, administrative agency or other governmental entity applicable to the Investor or any of its assets, (b) violate or conflict with any provision of its organizational documents as in effect on the Closing Date, (c) conflict with, result in a breach of, constitute a default under, result in the acceleration of, create in any party the right to accelerate, terminate, modify or cancel, or require any notice under any contract to which the Investor is a party or by which any of the assets of the Investor are bound, or (d) result in the imposition of any lien upon any of the assets of the Investor other than any such violations, conflicts, breaches, defaults or liens which individually or in the aggregate could not reasonably be expected to have a material adverse effect on the ability of the Investor to perform its obligations under this Agreement, the Strategic Alliance Agreement and the Related Agreements.