Authority and Title. Seller is a publicly traded corporation duly incorporated under the laws of Nevada and is duly organized, validly subsisting and in good standing under such laws. Seller has all necessary corporate power, authority and capacity to enter into this Agreement and all other agreements and instruments to be executed by it as contemplated by this Agreement and to carry out its obligations under this Agreement and such other agreements and instruments. The execution and delivery of this Agreement and such other agreements and instruments and the completion of the transactions contemplated by this Agreement and such other agreements and instruments have been duly authorized by all necessary actions on the part of Seller. Seller has the full power and authority and is qualified to own and dispose of the Assets to Buyer. No act or proceeding has been taken by or against Seller in connection with the liquidation, winding up, bankruptcy or reorganization of Seller. Seller is the sole owner of and has good and marketable world-wide title to all the Assets, free and clear of any and all liens. Seller has full and complete right to use the Assets and to transfer the Assets as contemplated hereunder. The execution and delivery of this Agreement by Seller and the consummation of the transactions contemplated hereunder will not conflict with any contracts or agreements to which Seller is a party or by which it is bound.
Authority and Title. Seller represents that at the time of Closing it shall be the record owner of the Premises in fee simple and shall have obtained and shall possess all municipal right, authority, power and capacity to enter into, execute and perform the obligations under this Agreement. This Agreement shall have been fully authorized by all required municipal procedures and duly executed by the incumbent and authorized First Selectman of Seller, and shall be enforceable against Seller in accordance with its terms.
Authority and Title. Landlord represents and warrants that Landlord is the owner of the Leased Premises and has the right to make this lease.
Authority and Title. Lessor represents and warrants that Lessor is the owner of the Leased Premises and has the right to make this lease.
Authority and Title. The execution, delivery and performance of this Agreement and the transactions herein contemplated, have been duly authorized and approved by the Stockholders and the Board of Directors of Seller. Seller is the sole owner of the Assets with full right to sell the Assets to Buyer as provided herein. The Assets shall be transferred free and clear of all liens and encumbrances, except for lien of taxes not yet due and payable and liens securing Assumed Liabilities. Stockholders and Board of Directors resolutions approving the sale by Seller are attached hereto as Exhibit D.
Authority and Title. The Company warrants and represents that (i) it has the full right, power and authority to enter into this Agreement and (ii) Buyer will acquire good title to the Shares free and clear of all claims, liens, encumbrances, restrictions and other rights, other than as set forth in the legend specified in Section 4 below.
Authority and Title. 9 Section 3.2
Authority and Title. Purchaser has the full legal power and authority to enter into and perform this Agreement, and the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby will not violate any provision of law, Purchaser's Articles of Incorporation or bylaws. Purchaser has taken all necessary action (including action of Purchaser's board of directors, as required but excluding consent of Purchaser's shareholders) to authorize
Authority and Title. Transferor represents and warrants to Transferee and the Bengals that (a) Transferor is the sole and absolute owner of the COAs, (b) Transferor owns the COAs free of all liens, encumbrances and claims by others and (c) Transferor has full right, power and authority to enter into this Agreement and transfer the COAs to Transferee. The parties hereto recognize and represent that the season ticket account holder of record is the name or company that appears on the first line of the account. Personal accounts may only have one name listed on the account. Example: ABC Company Xxxx Xxx Attn: Xxxx Xxx Attn: ABC Company 000 Xxxx Xx. 000 Xxxx Xx. Xxxxxxxxxx, XX 00000 Xxxxxxxxxx, XX 00000 *COA owned by company *COA owned by individual
Authority and Title. (a) Due Execution. This Agreement has been duly executed and delivered by the Seller.
