AGREEMENTS AUTHORIZED. The Secretary of Defense or the Secretary of a military depart- ment may enter into an agreement with an xxx- gible entity or entities described in subsection
AGREEMENTS AUTHORIZED. The execution, delivery and performance by Seller of this Agreement and the Related Agreements to which Seller is a party has been duly authorized by all necessary action on the part of Seller, including without limitation the approval by Seller's board of directors, but excluding approval by Seller's stockholders, and, except as set forth on SCHEDULE 3.2, does not require notice to, or the consent or approval of, any governmental or other regulatory authority or any other Person, except where Seller's failure to give such notices or obtain such consents or approvals does not have a Material Adverse Effect on the Assets or Seller. Each of this Agreement and the Related Agreements to which Seller is a party has been or when delivered at Closing will have been duly executed and delivered by Seller and is or will be a legal, valid and binding obligation of Seller, enforceable in accordance with its terms, except only to the extent limited by bankruptcy, insolvency, reorganization, receivership, moratorium and other similar laws affecting the rights and remedies of creditors generally.
AGREEMENTS AUTHORIZED. The execution, delivery and performance of this Agreement and the Related Agreements to which Buyer is a party by Buyer, has been duly authorized by all necessary action on the part of Buyer and, except as set forth on SCHEDULE 4.2, does not require notice to, or the consent or approval of, any governmental or other regulatory authority or any other Person, except where Buyer's failure to give such notices or obtain such consents or approvals does not have a Material Adverse Effect on Buyer. Each of this Agreement and the Related Agreements to which Buyer is a party has been or when delivered at Closing will have been duly executed and delivered by Buyer and is a legal, valid and binding obligation of Buyer, enforceable in accordance with its terms, except to the extent limited by bankruptcy, insolvency, reorganization, receivership, moratorium and other similar laws affecting the rights and remedies of creditors generally.
AGREEMENTS AUTHORIZED. Such Seller has all necessary power and authority to execute and deliver this Agreement and the Related Agreements to which such Seller is a party, and to consummate the Transactions. The execution, delivery and performance of this Agreement, and the Related Agreements to which such Seller is a party, by such Seller have been duly authorized by all necessary corporate and other action and do not require notice to, or the consent or approval of, any governmental or other regulatory authority or other person. This Agreement, and the Related Agreements to which such Seller is a party, have been duly executed and delivered by each Seller, and are legal, valid and binding obligations of each such Seller enforceable against such Seller in accordance with their respective terms, subject to the effect of any applicable bankruptcy, reorganization, insolvency, moratorium or similar laws affecting creditors’ rights generally and subject to the effect of general principles of equity, including, without limitation, concepts of materiality, reasonableness, good faith and the possible unavailability of specific performance or injunctive relief, regardless of whether considered in a proceeding in equity or at law.
AGREEMENTS AUTHORIZED. Buyer has all necessary corporate power and authority, and has taken all corporate action necessary, to authorize, execute and deliver this Agreement and the Related Agreements, to consummate the Transactions and to perform its obligations hereunder and thereunder and such authorization, execution and delivery does not require notice to or the consent or approval of any governmental or regulatory authority or Person. This Agreement and the Related Agreements have been duly executed and delivered by Buyer and are legal, valid and binding obligations of Buyer enforceable against Buyer in accordance with their terms, subject to the effect of any applicable bankruptcy, reorganization, insolvency, moratorium or similar laws affecting creditors’ rights generally and subject to the effect of general principles of equity, including, without limitation, concepts of materiality, reasonableness, good faith and the possible unavailability of specific performance or injunctive relief, regardless of whether considered in a proceeding in equity or at law.
AGREEMENTS AUTHORIZED. The execution, delivery and --------------------- performance of this Agreement by PCM and of this Agreement and the Related Agreements by the Shareholders has been duly authorized by all necessary corporate and other action and, to the Knowledge of PCM, do not require (with respect to PCM or the Shareholders) notice to, or the consent or approval of, any governmental or other regulatory authority or other Person (except as otherwise expressly set forth in any such Agreement). Each of this Agreement and the Related Agreements has been duly executed and delivered by PCM and each of the Shareholders and is a legal, valid and binding obligation of PCM and each of the Shareholders enforceable against each of such parties in accordance with its terms (except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or similar laws from time to time in effect which affect creditors' rights generally and by legal and equitable limitations on the availability of equitable remedies). All of the shareholders of PCM have approved this Agreement pursuant to Section 1201 of the California Corporations Code and therefore no shareholder of PCM is entitled to assert dissenters' rights under Section 1300 et seq. of such law. -- ---
AGREEMENTS AUTHORIZED. The execution, delivery and --------------------- performance of this Agreement and the Related Agreements by HPI, have been duly authorized by all necessary corporate action and do not require (with respect to HPI) notice to, or the consent or approval of, any governmental or other regulatory authority or other person (other than the required registration of HPI and its officers, directors and key employees under the Gaming Act and the Inglewood Ordinance and except as otherwise expressly set forth in any such Agreement). This Agreement and each of the Related Agreements has been duly executed and delivered by HPI and is a legal, valid and binding obligation of HPI enforceable against HPI in accordance with its terms (except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or similar laws from time to time in effect which affect creditors' rights generally and by legal and equitable limitations on the availability of equitable remedies).
AGREEMENTS AUTHORIZED. Such Seller has full power and authority to execute and deliver this Agreement and to perform its obligations under this Agreement.
AGREEMENTS AUTHORIZED. Subject to entry of a Sale Order and approval of this Agreement by the Bankruptcy Court, Purchaser has the absolute and unrestricted right, power and authority to enter into and to perform its obligations under this Agreement and all other Transaction Documents (as defined below) contemplated to be executed and delivered by Purchaser in connection with this Agreement, and the execution, delivery and performance of this Agreement and such other Transaction Documents by Purchaser, and the consummation of the transactions contemplated hereby and thereby (“Transactions”), have been duly authorized by the Sale Order and all necessary corporate and other action and do not require notice to, or the consent or approval of, any governmental or other regulatory authority or other Person (as defined below). Subject to entry of a Sale Order and approval of this Agreement by the Bankruptcy Court, each of this Agreement and the other Transaction Documents has been duly executed and delivered by Purchaser and constitutes legal, valid and binding obligations of Purchaser enforceable against Purchaser in accordance with their respective terms. “Person” means any individual, corporation (including any non-profit corporation), limited liability company, joint stock company, general partnership, limited partnership, joint venture, estate, trust, firm or other enterprise, association, organization, entity or any governmental authority.
AGREEMENTS AUTHORIZED. Subject to entry of a Sale Order and approval of this Agreement by the Bankruptcy Court, Seller has the absolute and unrestricted right, power and authority to enter into and to perform its obligations under this Agreement and all other Transaction Documents (as defined below) contemplated to be executed and delivered by Seller in connection with this Agreement, and the execution, delivery and performance of this Agreement and such other Transaction Documents by Seller, and the consummation of the Transactions, have been duly authorized by the Sale Order and all necessary corporate and other action and do not require notice to, or the consent or approval of, any governmental or other regulatory authority or other Person. Subject to entry of a Sale Order and approval of this Agreement by the Bankruptcy Court, each of this Agreement and the other Transaction Documents has been duly executed and delivered by Seller and constitutes legal, valid and binding obligations of Seller enforceable against Seller in accordance with their respective terms.
