Approval; Binding Effect. Stockholder has obtained all corporate and other approvals necessary for the execution and delivery of this Agreement and for the consummation of the transactions contemplated hereby. This Agreement has been duly executed and delivered by Stockholder and constitutes the legal, valid and binding obligation of Stockholder, enforceable against Stockholder in accordance with its terms, except to the extent such enforceability is subject to the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or other law affecting or relating to creditors’ rights generally and general principles of equity.
Approval; Binding Effect. The LLC has obtained all necessary authorizations and approvals required for the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby. This Agreement has been duly executed and delivered by the LLC and constitutes the legal, valid and binding obligation of the LLC, enforceable against the LLC in accordance with its terms.
Approval; Binding Effect. The execution, delivery and performance of this Agreement, and all documents, instruments and agreements executed by Buyer pursuant to this Agreement, have been authorized by all necessary action by buyer. Upon the execution of this Agreement by all parties hereto, Buyer's obligations under this Agreement will constitute the legal, valid and binding obligations of Buyer, enforceable against Buyer in accordance with their terms.
Approval; Binding Effect. Each of the Parent and the Acquirer has all requisite corporate power and authority to execute and deliver this Agreement and to perform all of its agreements and obligations hereunder in accordance with its terms. This Agreement and the transactions contemplated hereby have been duly authorized by the board of managers or board of directors, as applicable, of the Parent and the Acquirer. This Agreement has been duly executed and delivered by each of the Parent and the Acquirer. This Agreement constitutes the legal, valid and binding obligation of the Parent and/or the Acquirer, as applicable, enforceable against the Parent and/or the Acquirer, as applicable, in accordance with its terms, except as such validity, binding effect or enforceability may be limited by bankruptcy, insolvency and similar laws affecting creditor's rights generally or equitable principles relating to the availability of remedies.
Approval; Binding Effect. (a) Each of LightTouch and Acquisition Corp has all requisite corporate or other power and full legal right to enter into this Agreement and to perform all of its agreements and obligations hereunder and thereunder in accordance with its respective terms. This Agreement has been duly authorized, executed and delivered by each of LightTouch and Acquisition Corp and constitutes the legal, valid and binding obligation of LightTouch and Acquisition Corp, enforceable against each of LightTouch and Acquisition Corp in accordance with its terms subject only to the effects of bankruptcy, insolvency and similar laws of general application. The approval of this Agreement by the sole member of the Board of Directors of LightTouch prior to the date hereof is sufficient corporate approval by LightTouch under applicable law, and no approval of the stockholders of LightTouch is required in order for LightTouch to perform its obligations hereunder and issue its stock to the stockholders of Vanishing Point pursuant to the terms hereof. The execution, delivery and performance by LightTouch and Acquisition Corp of this Agreement in accordance with its terms will not result in any violation of or default or creation of any lien under, or the acceleration or vesting or modification of any right or obligation under, or in any conflict with, LightTouch's or Acquisition Corp's Certificate of Incorporation or By-Laws or any judgment, decree, order, statute, rule or regulation which is applicable to LightTouch or Acquisition Corp or any agreement, contract or instrument to which LightTouch or Acquisition Corp is a party or by which either of them is bound, except for any agreement, contract or instrument as to which any required consent has been obtained.
Approval; Binding Effect. The Company has all requisite corporate power and authority to execute and deliver this Agreement and to perform all of its agreements and obligations under, and to consummate the transactions contemplated by, this Agreement. This Agreement and the transactions contemplated hereby have been duly authorized by the Board of Directors of the Company and no other corporate approvals, other than the approval of the Company Stockholders owning two-thirds of the issued and outstanding shares of the Company Common Stock, on the part of the Company are necessary to authorize this Agreement or to consummate the transactions contemplated hereby. This Agreement has been duly authorized, executed and delivered by the Company. This Agreement constitutes the legal, valid and binding obligation of the Company, enforceable against it in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency and similar Laws affecting creditor's rights generally or equitable principles relating to the availability of remedies.
Approval; Binding Effect. Each of the Parent and the Acquirer has all requisite corporate power and authority to execute and deliver this Agreement and to perform all of its agreements and obligations hereunder in accordance with its terms. This Agreement and the transactions contemplated hereby have been duly authorized by the Boards of Directors of the Parent and the Acquirer. This Agreement has been duly executed and delivered by each of the Parent and the Acquirer. This Agreement constitutes the legal, valid and binding obligation of the Parent and/or the Acquirer, as applicable, enforceable against the Parent and/or the Acquirer, as applicable, in accordance with its terms, except as such validity, binding effect or enforceability may be limited by bankruptcy, insolvency and similar Laws affecting creditor’s rights generally or equitable principles relating to the availability of remedies.
Approval; Binding Effect. The Company has all requisite corporate power and authority to execute and deliver this Agreement and to perform all of its agreements and obligations under, and to consummate the transactions contemplated by, this Agreement. This Agreement and the transactions contemplated hereby have been duly authorized by the board of directors of the Company and the Company Stockholders and no other corporate approvals on the part of the Company, are necessary to authorize this Agreement or to consummate the transactions contemplated hereby. This Agreement has been duly authorized, executed and delivered by the Company. This Agreement constitutes the legal, valid and binding obligation of the Company, enforceable against it in accordance with its terms, except as such validity, binding effect or enforceability may be limited by bankruptcy, insolvency and similar laws affecting creditor's rights generally or equitable principles relating to the availability of remedies.
Approval; Binding Effect. Such Company Stockholder has all requisite power and authority, or capacity, as the case may be, to execute and deliver this Agreement and to perform all of its agreements and obligations under, and to consummate the transactions contemplated by this Agreement. This Agreement has been duly authorized, executed and delivered by such Company Stockholder. This Agreement constitutes the legal, valid and binding obligation of such Company Stockholder, enforceable against such Company Stockholder in accordance with its terms, except as such validity, binding effect or enforceability may be limited by bankruptcy, insolvency and similar laws affecting creditor's rights generally or equitable principles relating to the availability of remedies.
Approval; Binding Effect. TEPS has obtained all necessary authorizations and approvals required for the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby. This Agreement has been duly executed and delivered by TEPS and constitutes the legal, valid and binding obligation of TEPS, enforceable against TEPS in accordance with its terms.
