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

Authority; Binding Nature of Agreements. Seller has all requisite power and authority to execute and deliver this Agreement and all other Transaction Agreements to which it is a party and to carry out the provisions of this Agreement and the other Transaction Agreements. The execution, delivery and performance by Seller of this Agreement and the other Transaction Agreements have been approved by all requisite action on the part of Seller. This Agreement has been duly and validly executed and delivered by Seller. Each of this Agreement and the other Transaction Agreements constitutes, or upon execution and delivery, will constitute, the legal, valid and binding obligation of Seller, enforceable against Seller in accordance with its terms.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Odimo INC), Asset Purchase Agreement (Odimo INC)

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Authority; Binding Nature of Agreements. The Seller has all requisite the absolute and unrestricted right, power and authority to execute enter into and deliver to perform its respective obligations under this Agreement and all the other Transaction Transactional Agreements to which it is contemplated to be a party and to carry out the provisions of this Agreement party, and the other Transaction Agreements. The execution, delivery and performance by the Seller of this Agreement and the other Transaction such Transactional Agreements have been approved duly authorized by all requisite necessary action on the part of the Seller. This Agreement has been duly and validly executed and delivered by Seller. Each of this Agreement and the other Transaction Transactional Agreements constitutesconstitute, or upon execution and delivery, delivery will constitute, the legal, valid and binding obligation obligations of the Seller, enforceable against the Seller in accordance with its their respective terms.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (NXT-Id, Inc.), Membership Interest Purchase Agreement (NXT-Id, Inc.)

Authority; Binding Nature of Agreements. Seller has all the requisite corporate power and authority to execute and deliver this Agreement and all other Transaction Agreements to which it is a party enter into and to carry out the provisions of perform its obligations under this Agreement and the other Transaction Agreements. The Documents, and the execution, delivery and performance by Seller of this Agreement and the other Transaction Agreements Documents have been approved duly authorized by all requisite necessary corporate action on the part of Seller. This Agreement has been duly and validly executed and delivered by Seller. Each of this Agreement and the other Transaction Agreements Documents constitutes, or upon execution and delivery, delivery will constitute, the legal, valid and binding obligation of Seller, enforceable against Seller in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Network Commerce Inc)

Authority; Binding Nature of Agreements. Seller has all requisite the absolute and unrestricted right, power and authority to execute and deliver this Agreement and all other Transaction Agreements to which it is a party enter into and to carry out perform its obligations under the provisions of this Agreement Transactional Agreements; and the other Transaction Agreements. The execution, delivery and performance by Seller of this Agreement and the other Transaction Transactional Agreements have has been approved duly authorized by all requisite necessary action on the part of SellerSeller and its stockholder, board of directors and officers. This Agreement has been duly and validly executed and delivered by Seller. Each of this Agreement and the other Transaction The Transactional Agreements constitutes, or upon execution and delivery, will constitute, constitute the legal, valid and binding obligation obligations of Seller, enforceable against Seller in accordance with its their terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Spatial Technology Inc)

Authority; Binding Nature of Agreements. Seller has all requisite the absolute and unrestricted right, power and authority to execute enter into and deliver this Agreement and all other Transaction to perform its obligations under each of the Transactional Agreements to which it is or may become a party and to carry out the provisions of this Agreement party; and the other Transaction Agreements. The execution, delivery and performance by Seller of this Agreement and the other Transaction Transactional Agreements to which it is or may become a party have been approved duly authorized by all requisite necessary action on the part of Seller. This Agreement has been duly and validly executed and delivered by Seller. Each of this Agreement and the other Transaction Agreements constitutes, or upon execution and delivery, will constitute, constitutes the legal, valid and binding obligation of Seller, enforceable against Seller in accordance with its terms. Upon the execution and delivery of each of the other Transactional Agreements at the Closing, each of such other Transactional Agreements to which Seller is a party will constitute the legal, valid and binding obligation of Seller and will be enforceable against Seller in accordance with its terms.

Appears in 1 contract

Samples: Escrow Agreement (Simtek Corp)

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Authority; Binding Nature of Agreements. The Seller has all requisite the absolute and unrestricted right, power and authority to execute and deliver this Agreement and all other Transaction Agreements to which it is a party enter into and to carry out the provisions of perform its obligations under this Agreement Agreement; and the other Transaction Agreements. The execution, delivery and performance by the Seller of this Agreement and the other Transaction Agreements have been approved duly authorized by all requisite necessary action on the part of Sellerthe Seller and its shareholders, board of directors and officers. This Agreement has been duly and validly executed and delivered by Seller. Each of this Agreement and the other Transaction Agreements constitutes, or upon execution and delivery, will constitute, constitutes the legal, valid and binding obligation of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Kranem Corp)

Authority; Binding Nature of Agreements. The Seller has all requisite the absolute and unrestricted right, power and authority to execute enter into and deliver this Agreement and all other Transaction to perform its obligations under each of the Transactional Agreements to which it is or may become a party and to carry out the provisions of this Agreement party; and the other Transaction Agreements. The execution, delivery and performance by Seller it of this Agreement and the other Transaction Agreements have been approved duly authorized by all requisite necessary action on the part of Sellerit and its stockholders, board of directors and officers. This Agreement has been duly and validly executed and delivered by Seller. Each of this Agreement and the other Transaction Agreements constitutes, or upon execution and delivery, will constitute, constitutes the legal, valid and binding obligation of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 1 contract

Samples: Stock Purchase Agreement (Molecular Devices Corp)

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