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Common use of Authority, Approval and Enforceability Clause in Contracts

Authority, Approval and Enforceability. This Agreement has been duly executed and delivered by Bxxxx and Bxxxx has all requisite limited liability company power and legal capacity to execute and deliver this Agreement and all Collateral Agreements executed and delivered or to be executed and delivered by Buyer in connection with the transactions provided for hereby, to consummate the Transactions, and to perform its obligations hereunder and under the Collateral Agreements. The execution, delivery and performance of this Agreement and the Collateral Agreements and the consummation by Buyer of the Transactions have been duly and validly authorized and approved by all necessary limited liability company action on the part of Buyer. This Agreement and each Collateral Agreement to which Buyer is a party constitutes, or upon execution and delivery will constitute, the legal, valid and binding obligation of Buyer, enforceable in accordance with its terms, except as such enforcement may be limited by general equitable principles or by applicable bankruptcy, insolvency, moratorium or similar Legal Requirements and judicial decisions from time to time in effect which affect creditors’ rights generally, including the enforceability of creditors’ rights generally, and general equitable principles.

Appears in 4 contracts

Samples: Membership Interest Purchase Agreement (Wellgistics Health, Inc.), Membership Interest Purchase Agreement (Wellgistics Health, Inc.), Membership Interest Purchase Agreement (Danam Health, Inc)

Authority, Approval and Enforceability. This Agreement has been duly executed and delivered by Bxxxx Buyer and Bxxxx Buyer has all requisite limited liability company corporate power and legal capacity to execute and deliver this Agreement and all Collateral Agreements executed and delivered or to be executed and delivered by Buyer in connection with the transactions provided for hereby, to consummate the Transactionstransactions contemplated hereby and by the Collateral Agreements, and to perform its obligations hereunder and under the Collateral Agreements. The execution, execution and delivery and performance of this Agreement and the Collateral Agreements and the consummation by Buyer performance of the Transactions transactions contemplated hereby and thereby have been duly and validly authorized and approved by all corporate action necessary limited liability company action on the part behalf of Buyer. This Agreement and each Collateral Agreement to which Buyer is a party constitutes, or upon execution and delivery will constitute, the legal, valid and binding obligation of Buyer, enforceable in accordance with its terms, except as such enforcement may be limited by general equitable principles or by applicable bankruptcy, insolvency, moratorium moratorium, or similar Legal Requirements laws and judicial decisions from time to time in effect which affect creditors’ rights generally, including the enforceability of creditors’ rights generally, and general equitable principles.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Naturade Inc), Asset Purchase Agreement (Naturade Inc), Asset Purchase Agreement (Naturade Inc)

Authority, Approval and Enforceability. This Agreement has been duly executed and delivered by Bxxxx Buyer and Bxxxx Buyer has all requisite limited liability company power and legal capacity to execute and deliver this Agreement and all Collateral Agreements executed and delivered or to be executed and delivered by Buyer in connection with the transactions provided for hereby, to consummate the Transactionstransactions contemplated hereby and by the Collateral Agreements, and to perform its obligations hereunder and under the Collateral AgreementsAgreements to which it is a party. The execution, execution and delivery and performance of this Agreement and the Collateral Agreements and the consummation by Buyer performance of the Transactions transactions contemplated hereby and thereby have been duly and validly authorized and approved by all action necessary limited liability company action on the part behalf of Buyer. This Agreement and each Collateral Agreement to which Buyer is a party constitutes, or upon execution and delivery will constitute, the legal, valid and binding obligation of Buyer, enforceable in accordance with its terms, except as such enforcement may be limited by general equitable principles or by applicable bankruptcy, insolvency, moratorium moratorium, or similar Legal Requirements laws and judicial decisions from time to time in effect which affect creditors’ rights generally, including the enforceability of creditors’ rights generally, and general equitable principles.

Appears in 1 contract

Samples: Asset Purchase Agreement (Kulicke & Soffa Industries Inc)

Authority, Approval and Enforceability. This Agreement has been duly executed and delivered by Bxxxx Buyer, and Bxxxx Buyer has all requisite limited liability company corporate power and legal capacity to execute and deliver this Agreement and all Collateral Agreements executed and delivered or to be executed and delivered by Buyer Buyer, as applicable, in connection with the transactions provided for hereby, to consummate the Transactionstransactions contemplated hereby and by the Collateral Agreements, and to perform its respective obligations hereunder and under the Collateral Agreements. The execution, execution and delivery and performance of this Agreement and the Collateral Agreements and the consummation by Buyer performance of the Transactions transactions contemplated hereby and thereby have been duly and validly authorized and approved by all action necessary limited liability company action on the part behalf of Buyer. This Agreement and each Collateral Agreement to which Buyer is a party constitutes, or upon execution and delivery will constitute, the legal, valid and binding obligation of Buyer, enforceable in accordance with its terms, except as such enforcement may be limited by general equitable principles or by applicable bankruptcy, insolvency, moratorium moratorium, or similar Legal Requirements laws and judicial decisions from time to time in effect which affect creditors' rights generally, including the enforceability of creditors’ rights generally, and general equitable principles.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cardo Medical, Inc.)

Authority, Approval and Enforceability. This Agreement has been duly executed and delivered by Bxxxx Purchaser and Bxxxx Purchaser has all requisite limited liability company power and legal capacity to execute and deliver this Agreement and all Collateral Agreements executed and delivered or to be executed and delivered by Buyer Purchaser in connection with the transactions provided for hereby, to consummate the Transactionstransactions contemplated hereby and by the Collateral Agreements, and to perform its obligations hereunder and under the Collateral Agreements. The execution, execution and delivery and performance of this Agreement and the Collateral Agreements and the consummation by Buyer performance of the Transactions have been transactions contemplated hereby and thereby will be duly and validly authorized and approved by all corporate action necessary limited liability company action on the part behalf of BuyerPurchaser. This Agreement and each Collateral Agreement to which Buyer Purchaser is a party constitutes, or upon execution and delivery will constitute, the legal, valid and binding obligation of BuyerPurchaser, enforceable in accordance with its terms, except as such enforcement may be limited by general equitable principles or by applicable bankruptcy, insolvency, moratorium moratorium, or similar Legal Requirements other laws and judicial decisions from time to time in effect which affect creditors' rights generally, including the enforceability of creditors’ rights generally, and general equitable principles.

Appears in 1 contract

Samples: Purchase Agreement (Interdent Inc)

Authority, Approval and Enforceability. This Agreement has been duly executed and delivered by Bxxxx Buyer and Bxxxx Buyer has all requisite limited liability company corporate power and legal capacity to execute and deliver this Agreement and all applicable Collateral Agreements executed and delivered or to be executed and delivered by Buyer in connection with the transactions provided for hereby, to consummate the Transactionstransactions contemplated hereby and by the applicable Collateral Agreements, and to perform its obligations hereunder and under the applicable Collateral Agreements. The execution, execution and delivery and performance of this Agreement and the applicable Collateral Agreements and the consummation by Buyer performance of the Transactions transactions contemplated hereby and thereby have been duly and validly authorized and approved by all corporate action necessary limited liability company action on the part behalf of Buyer. This Agreement and each applicable Collateral Agreement to which Buyer is a party constitutes, or upon execution and delivery will constitute, the legal, valid and binding obligation of Buyer, enforceable in accordance with its terms, except as such enforcement may be limited by general equitable principles or by applicable bankruptcy, insolvency, moratorium moratorium, or similar Legal Requirements laws and judicial decisions from time to time in effect which affect creditors’ rights generally, including the enforceability of creditors’ rights generally, and general equitable principles.

Appears in 1 contract

Samples: Stock Purchase Agreement (Empire Financial Holding Co)

Authority, Approval and Enforceability. This Agreement has been duly executed and delivered by Bxxxx Buyer and Bxxxx Buyer has all requisite limited liability company corporate power and legal capacity to execute and deliver this Agreement and all Collateral Agreements executed and delivered or to be executed and delivered by Buyer in connection with the transactions provided for hereby, to consummate the Transactionstransactions contemplated hereby and by the Collateral Agreements, and to perform its obligations hereunder and under the Collateral Agreements. The execution, execution and delivery and performance of this Agreement and the Collateral Agreements and the consummation by Buyer performance of the Transactions have transactions contemplated hereby and thereby has been duly and validly authorized and approved by all corporate action necessary limited liability company action on the part behalf of Buyer. This Agreement and each Collateral Agreement to which Buyer is a party constitutes, or upon execution and delivery will constitute, the legal, valid and binding obligation of Buyer, enforceable in accordance with its terms, except as such enforcement may be limited by general equitable principles or by applicable bankruptcy, insolvency, moratorium moratorium, or similar Legal Requirements laws and judicial decisions from time to time in effect which affect creditors’ rights generally, including the enforceability of creditors’ rights generally, and general equitable principles.

Appears in 1 contract

Samples: Asset Purchase Agreement (Global Digital Solutions Inc)