ADDITIONAL PURCHASER REPRESENTATIONS. The Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization. The execution, delivery and performance of this Agreement and all other agreements contemplated hereby to which such Purchaser is a party have been duly authorized by the Purchaser. Each of such agreements constitutes a valid and binding obligation of the Purchaser, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, liquidation, moratorium, receivership, conservatorship, readjustment of debts, fraudulent conveyance or similar laws affecting the enforcement of creditors rights generally. The Purchaser has made or obtained all material third party and governmental consents, approvals and filings to be made or obtained prior to the Closings by the Purchaser in connection with the consummation of the transactions hereunder. The execution and delivery by the Purchaser of each of the Agreement and all other agreements contemplated hereby and the fulfillment of and compliance with the respective terms thereof by the Purchaser do not and shall not (a) conflict with or result in a breach of the terms, conditions or provisions of, (b) constitute a default under, or (c) result in a violation of the organizational documents of the Purchaser or any material agreement or instrument to which Purchaser is subject.
Appears in 3 contracts
Samples: Stock Subscription Agreement (Guardian International Inc), Stock Subscription Agreement (Ginsburg Harold), Stock Subscription Agreement (Protection One Alarm Monitoring Inc)
ADDITIONAL PURCHASER REPRESENTATIONS. The Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization. The execution, delivery and performance of this Agreement and all other agreements contemplated hereby to which such Purchaser is a party have been duly authorized by the Purchaser. Each of such agreements constitutes a valid and binding obligation of the Purchaser, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, liquidation, moratorium, receivership, conservatorship, readjustment of debts, fraudulent conveyance or similar laws affecting the enforcement of creditors rights generally. The Purchaser has made or obtained all material third party and governmental consents, approvals and filings to be made or obtained prior to the Closings Closing by the Purchaser in connection with the consummation of the transactions hereunder. The execution and delivery by the Purchaser of each of the Agreement and all other agreements contemplated hereby and the fulfillment of and compliance with the respective terms thereof by the Purchaser do not and shall not (a) conflict with or result in a breach of the terms, conditions or provisions of, (b) constitute a default under, under or (c) result in a violation of the organizational documents of the Purchaser or any material agreement or instrument to which Purchaser is subject.
Appears in 1 contract
Samples: Stock Subscription Agreement (Guardian International Inc)
ADDITIONAL PURCHASER REPRESENTATIONS. The Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization. The execution, delivery and performance of this Agreement and all other agreements contemplated hereby to which such Purchaser is a party have been duly authorized by the Purchaser. Each of such agreements constitutes a valid and binding obligation of the Purchaser, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, liquidation, moratorium, receivership, conservatorship, readjustment of debts, fraudulent conveyance or similar laws affecting the enforcement of creditors rights generally. The Purchaser has made or obtained all material third party and governmental consents, approvals and filings to be made or obtained prior to the Closings by the Purchaser in connection with the consummation of the transactions hereunder. The execution and delivery by the Purchaser of each of the Agreement and all other agreements contemplated hereby and the fulfillment of and compliance with the respective terms thereof by the Purchaser do not and shall not (a) conflict with or result in a breach of the terms, conditions or provisions of, (b) constitute a default under, or (c) result in a violation of the organizational documents of the Purchaser or any material agreement or instrument to which Purchaser is subject. 9.
Appears in 1 contract
Samples: Stock Subscription Agreement (Western Resources Inc /Ks)