AUTHORITY CONCERNING THIS AGREEMENT. The execution, delivery and performance by Seller of this Agreement and of each agreement, document or instrument executed and delivered or to be executed and delivered in connection with the transactions contemplated hereby, and the consummation of the transactions contemplated hereby and thereby, have been duly and validly authorized and approved by all necessary corporate action of Seller. This Agreement is (and, when executed and delivered, each agreement, document or instrument to be executed and delivered in connection with the transactions contemplated hereby will be) valid and binding upon Seller, and enforceable against Seller in accordance with their respective terms except to the extent that enforcement thereof may be limited by applicable bankruptcy, reorganization, insolvency or moratorium laws, or other laws affecting the enforcement of creditors' rights or by the principles governing the availability of equitable remedies.
AUTHORITY CONCERNING THIS AGREEMENT. The execution, delivery and performance by the Company of this Agreement and any Sellers' Document executed by the Company, and the consummation of the transactions contemplated hereby and thereby, have been duly and validly authorized and approved by all necessary corporate action of the Company.
AUTHORITY CONCERNING THIS AGREEMENT. The execution and delivery of this Agreement and the other documents and instruments to be executed and delivered by Buyer hereunder, the performance by Buyer of its obligations hereunder and thereunder, and the consummation by Buyer of the transactions contemplated hereby and thereby have been duly authorized by the Board of Managers, of Buyer. Buyer will deliver to Seller at or prior to the Closing a complete and correct copy, certified by its corporate secretary or assistant secretary, of all resolutions theretofore duly and validly adopted by its Board of Managers evidencing such authorization (which resolution will not have been modified or rescinded prior to and will be in full force and effect on the Closing Date). No other corporate act or proceeding on the part of Buyer is necessary to approve the execution and delivery of this Agreement by Buyer, the execution and delivery of the other documents and instruments to be executed and delivered by Buyer hereunder, the performance by Buyer of its obligations hereunder and thereunder and the consummation of the transactions contemplated hereby and thereby.
AUTHORITY CONCERNING THIS AGREEMENT. The execution, delivery and performance by Buyer of this Agreement and any document and the consummation of the transactions contemplated hereby and thereby, have been duly and validly authorized and approved by all necessary corporate action. This Agreement is valid and binding upon Buyer and enforceable against Buyer in accordance with their respective terms, except to the extent that enforcement thereof may be limited by applicable bankruptcy, reorganization, insolvency or moratorium laws, or other laws affecting the enforcement of creditors' rights or by the principles governing the availability of equitable remedies.
AUTHORITY CONCERNING THIS AGREEMENT. The execution, delivery and performance by Buyer and Able Telcom of this Agreement and any Buyers' Document and the consummation of the transactions contemplated hereby and thereby, have been duly and validly authorized and approved by all necessary corporate action. This Agreement is (and, when executed and delivered, each Buyer's Document will be) valid and binding upon Buyer and Able Telcom and enforceable against each of Buyer and Able Telcom in accordance with their respective terms, except to the extent that enforcement thereof may be limited by applicable bankruptcy, reorganization, insolvency or moratorium laws, or other laws affecting the enforcement of creditors' rights or by the principles governing the availability of equitable remedies.
AUTHORITY CONCERNING THIS AGREEMENT. The Company has the corporate power and authority to execute and deliver this Agreement and the other Transaction Agreements, and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and all such other agreements and documents and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized by the Company. This Agreement was duly and validly executed and delivered by the Company and shall constitute the legal, valid and binding agreement of the Company and be enforceable in accordance with its terms, subject to the possibility that enforceability may be limited by (i) bankruptcy, insolvency, reorganization, moratorium and other similar laws now or hereafter in effect relating to creditors' rights, and (ii) principles of equity. Each of the Transaction Agreements and other documents shall be duly and validly executed and delivered by the Company on the Closing Date and shall constitute the legal, valid and binding agreement of the Company and be enforceable in accordance with its terms, subject to the possibility that enforceability may be limited by (i) bankruptcy, insolvency, reorganization, moratorium and other similar laws now or hereafter in effect relating to creditors' rights, and (ii) principles of equity.
AUTHORITY CONCERNING THIS AGREEMENT. The Buyer has the requisite corporate power and authority to execute and deliver this Agreement and the other transaction documents referred to herein and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the transaction documents referred to herein and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized by all necessary corporate action on the part of the Buyer. Each of this Agreement and the other transaction documents delivered or to be delivered by the Buyer hereunder has been, or at each Closing will be, duly and validly executed and delivered by the Buyer and constitutes, or at each Closing will constitute, the legal, valid and binding agreement of the Buyer, and is, or at each Closing will be, enforceable in accordance with its terms.
AUTHORITY CONCERNING THIS AGREEMENT. The execution, delivery and performance by Buyer of this Agreement and of each agreement, document or instrument executed and delivered or to be executed and delivered in connection with the transactions contemplated hereby, and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized and approved by all necessary corporate action of Buyer, and do not violate or contravene Buyers Articles of Incorporation, By Laws, or any agreement, order, judgment or decree to which Buyer is a party or by which Buyer is bound. This Agreement is (and, when executed and delivered, each agreement, document or instrument to be executed and delivered in connection with the transactions contemplated hereby will be) valid and binding upon Buyer, and enforceable against Buyer in accordance with their respective terms except to the extent that enforcement thereof may be limited by applicable bankruptcy, reorganization, insolvency or moratorium laws, or other laws affecting the enforcement of creditors' rights or the principles governing the availability of equity remedies.
AUTHORITY CONCERNING THIS AGREEMENT. The execution, delivery and performance by Seller, Xxxxxxx, and Xxxxxxxx of this Agreement and of each agreement, document or instrument executed and delivered or to be executed and delivered in connection with the transactions contemplated hereby, and the consummation of the transactions contemplated hereby and thereby, have been duly and validly authorized and approved by all necessary corporate action of Seller. This Agreement is (and, when executed and delivered, each agreement, document or instrument to be executed and delivered in connection with the transactions contemplated hereby will be) valid and binding upon Seller, and enforceable against Seller in accordance with its terms except to the extent that enforcement thereof may be limited by applicable bankruptcy, reorganization, insolvency or moratorium laws, or other laws affecting the enforcement of creditors' rights or by the principles governing the availability of equitable remedies.
AUTHORITY CONCERNING THIS AGREEMENT. Buyer has the requisite power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate action on the part of Buyer. This Agreement has been, or at Closing will be, duly and validly executed and delivered by Buyer and constitutes, or at Closing will constitute, the legal, valid and binding agreement of Buyer, and is, or at Closing will be, enforceable in accordance with its term.
