Common use of Authority; Binding Nature of Agreement Clause in Contracts

Authority; Binding Nature of Agreement. The Company has the absolute and unrestricted right, power and authority to enter into and to perform its obligations under this Agreement; and the execution, delivery and performance by the Company of this Agreement have been duly authorized by all necessary action on the part of the Company and its board of directors. This Agreement constitutes the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, subject to (i) laws of general application relating to bankruptcy, insolvency and the relief of debtors, and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies.

Appears in 19 contracts

Samples: Agreement and Plan of Merger (Photon Dynamics Inc), Agreement and Plan of Merger (Patient Infosystems Inc), Agreement and Plan of Merger and Reorganization (Terayon Communication Systems)

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Authority; Binding Nature of Agreement. (a) The Company has the absolute and unrestricted right, power and authority to enter into and to perform its obligations under this Agreement; and the execution, delivery and performance by the Company of this Agreement have been duly authorized by all necessary action on the part of the Company and its board of directors. This Agreement constitutes the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, subject to (i) laws of general application relating to bankruptcy, insolvency and the relief of debtors, and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Sorrento Therapeutics, Inc.), Agreement and Plan of Merger and Reorganization (Women Com Networks Inc), Agreement and Plan of Merger (Eloquent Inc)

Authority; Binding Nature of Agreement. The Company has the absolute and unrestricted right, power and authority to enter into and to perform its obligations under this Agreement; Agreement and the execution, delivery and performance by the Company of this Agreement have been duly authorized by all necessary action on the part of the Company and its board of directors. This Agreement constitutes the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, subject to (i) laws of general application relating to bankruptcy, insolvency and the relief of debtors, and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies.

Appears in 2 contracts

Samples: Asset and Share Purchase Agreement (Elbit Vision Systems LTD), Share Purchase Agreement (Elbit Vision Systems LTD)

Authority; Binding Nature of Agreement. The Company has the absolute and unrestricted right, power and authority to enter into and to perform its obligations under this Agreement; and the execution, delivery and performance by the Company of this Agreement have been duly authorized by all necessary action on the part of the Company and Company, its board of directorsdirectors and stockholders. This Agreement constitutes the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, subject to (i) laws of general application relating to bankruptcy, insolvency and the relief of debtors, and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ge Capital Equity Investments Inc), Agreement and Plan of Merger and Reorganization (Documentum Inc)

Authority; Binding Nature of Agreement. The Company has the absolute and unrestricted right, power and authority to enter into and to perform its obligations under this Agreement; and the execution, delivery and performance by the Company of this Agreement have been duly authorized by all necessary action on the part of the Company and its board of directors. This Agreement constitutes the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, subject to (i) laws of general application relating to bankruptcy, insolvency and the relief of debtors, debtors and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Display Technologies Inc)

Authority; Binding Nature of Agreement. The Company has the absolute and unrestricted right, all requisite corporate power and authority to enter into and to perform its obligations under this Agreement; and the execution, delivery and performance by the Company of this Agreement have been duly authorized by all necessary action on the part of the Company and its board of directors. This Agreement constitutes the a legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, subject to (i) laws of general application relating to bankruptcy, insolvency and the relief of debtors, and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies.

Appears in 1 contract

Samples: Registration Rights Agreement (Cavium Networks, Inc.)

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Authority; Binding Nature of Agreement. The Company has the absolute and unrestricted all right, power and authority to enter into and to perform its obligations under this Agreement; and the execution, delivery and performance by the Company of this Agreement have has been duly authorized by all necessary action on the part of the Company and its the Company’s shareholders and board of directors. This Agreement constitutes the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, subject to (ia) laws of general application relating to bankruptcy, insolvency and the relief of debtors, debtors and (iib) rules of law governing specific performance, injunctive relief and other equitable remedies.

Appears in 1 contract

Samples: Share Purchase Agreement (Zynga Inc)

Authority; Binding Nature of Agreement. The Company has the absolute and unrestricted right, power and authority to enter into and to perform its obligations under this Agreement; and the execution, delivery and performance by the Company of this Agreement have been duly authorized by all necessary action on the part of the Company and its board of directorsmanagers and members. This Agreement constitutes the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, subject to (i) laws of general application relating to bankruptcy, insolvency and the relief of debtors, and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies.

Appears in 1 contract

Samples: Purchase Agreement (Quokka Sports Inc)

Authority; Binding Nature of Agreement. The Company has the absolute and unrestricted right, power and authority to enter into and to perform its obligations under this Agreement; and the execution, delivery and performance by the Company of this Agreement have been duly authorized by all necessary action on the part of the Company and its board of directors. This Agreement constitutes the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, subject to to: (i) laws of general application relating to bankruptcy, insolvency and the relief of debtors, ; and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies. The Company's board of directors has unanimously approved this Agreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Siebel Systems Inc)

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