Common use of Authority; Execution and Delivery; Enforceability Clause in Contracts

Authority; Execution and Delivery; Enforceability. The Purchaser has the full power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby. The execution and delivery by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated hereby have been duly authorized by all necessary action on the part of the Purchaser and no other proceedings on the part of the Purchaser are necessary to approve this Agreement and to consummate the transactions contemplated hereby. The Purchaser has duly executed and delivered this Agreement, and, assuming due execution and delivery by the Sellers, this Agreement constitutes the legal, valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability.

Authority; Execution and Delivery; Enforceability. The Purchaser has the full power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby. The execution and delivery by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated hereby have been duly authorized by all necessary action on the part of the Purchaser and no other proceedings on the part of the Purchaser are necessary to approve this Agreement and to consummate the transactions contemplated hereby. The Purchaser has duly executed and delivered this Agreement, and, assuming due execution and delivery by the SellersSeller, this Agreement constitutes the legal, valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability.

Authority; Execution and Delivery; Enforceability. The Purchaser has the full power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby. The execution and delivery by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated hereby have been duly authorized by all necessary action on the part of the Purchaser and no other proceedings on the part of the Purchaser are necessary to approve this Agreement and to consummate the transactions contemplated hereby. The Purchaser has duly executed and delivered this Agreement, and, assuming due execution and delivery by the Sellers, this Agreement constitutes the legal, valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability.

Authority; Execution and Delivery; Enforceability. The Purchaser has the full power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby. The execution and delivery by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated hereby have been duly authorized by all necessary action on the part of the Purchaser and no other proceedings on the part of the Purchaser are necessary to approve this Agreement and to consummate the transactions contemplated hereby. The Purchaser has duly executed and delivered this Agreement, and, assuming due execution and delivery by or on behalf of the Sellers, this Agreement constitutes the legal, valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability.

Authority; Execution and Delivery; Enforceability. The Purchaser Buyer has the full all requisite corporate power and authority to execute, deliver and perform this Agreement execute each of the Transaction Agreements to which it is (or will be) a party and to consummate the transactions contemplated herebyhereby and thereby. The execution and delivery by the Purchaser Buyer of this Agreement Agreement, and of each of the other Transaction Agreements to which it is (or will be) a party, and the consummation by the Purchaser it of the transactions contemplated hereby and thereby, including the issuance, sale and delivery of the Purchased Shares issuable hereunder, have been duly authorized by all necessary corporate action on the part of the Purchaser and no other proceedings on the part of the Purchaser are necessary to approve this Agreement and to consummate the transactions contemplated herebyBuyer. The Purchaser Buyer has duly executed and delivered this Agreement, and, assuming due execution and delivery by the Sellers, this Agreement constitutes the a legal, valid and binding obligation of the PurchaserBuyer, enforceable against the Purchaser Buyer in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium reorganization or similar laws affecting the enforcement of creditors’ rights generally or by general equitable principles relating to enforceabilityprinciples.

Authority; Execution and Delivery; Enforceability. The Purchaser Seller has the full power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby. The execution and delivery by the Purchaser Seller of this Agreement and the consummation by the Purchaser Seller of the transactions contemplated hereby have been duly authorized by all necessary action on the part of the Purchaser Seller and no other proceedings on the part of the Purchaser Seller are necessary to approve this Agreement and to consummate the transactions contemplated hereby. The Purchaser Seller has duly executed and delivered this Agreement, Agreement and, assuming due execution and delivery by the SellersPurchaser, this Agreement constitutes constitutes, or will constitute the legal, valid and binding obligation of the PurchaserSeller, enforceable against the Purchaser Seller in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability.

Authority; Execution and Delivery; Enforceability. The Purchaser has the full power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby. The execution and delivery by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated hereby have been duly authorized by all necessary action on the part of the Purchaser and no other proceedings on the part of the Purchaser are necessary to approve this Agreement and to consummate the transactions contemplated hereby. The Purchaser has duly executed and delivered this Agreement, and, assuming due execution and delivery by the Sellers, this Agreement constitutes the legal, valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or similar laws affecting the enforcement of creditors’ ' rights generally or by equitable principles relating to enforceability.

Authority; Execution and Delivery; Enforceability. The Purchaser has the full power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby. The execution and delivery by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated hereby have been duly authorized by all necessary action on the part of the Purchaser and no other proceedings on the part of the Purchaser are necessary to approve this Agreement and to consummate the transactions contemplated hereby. The Purchaser has duly executed and delivered this Agreement, and, assuming due execution and delivery by the SellersSeller, this Agreement constitutes the legal, valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or similar other laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability.

Authority; Execution and Delivery; Enforceability. The Purchaser has the full power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby. The If the Purchaser is an entity, the execution and delivery by the Purchaser of this Agreement and the consummation by the Purchaser of the transactions contemplated hereby have been duly authorized by all necessary action on the part of the Purchaser and no other proceedings on the part of the Purchaser are necessary to approve this Agreement and to consummate the transactions contemplated hereby. The Purchaser has duly executed and delivered this Agreement, and, assuming due execution and delivery by the SellersCompany, this Agreement constitutes the legal, valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability.

Authority; Execution and Delivery; Enforceability. The Purchaser Seller has the full all necessary power and authority to execute, deliver and perform execute this Agreement and the other Transaction Documents and to consummate the Transaction and the other transactions contemplated hereby. The execution and delivery by the Purchaser Seller of this Agreement and the other Transaction Documents and the consummation by the Purchaser of the Transaction and the other transactions contemplated hereby have been duly authorized by all necessary corporate or other action on the part of the Purchaser and no other proceedings on the part of the Purchaser are necessary to approve this Agreement and to consummate the transactions contemplated herebySeller. The Purchaser Seller has duly executed and delivered this AgreementAgreement and will have, andas of the Closing, duly executed and delivered the other Transaction Documents, and assuming due authorization, execution and delivery by the SellersPurchaser, this Agreement constitutes and the legal, Transaction Documents constitute or will constitute its valid and binding obligation of the Purchaserobligation, enforceable against the Purchaser it in accordance with its terms, except as enforceability may be limited by applicable subject to the effect of any Laws relating to bankruptcy, reorganization, insolvency, reorganizationmoratorium, fraudulent conveyance or transferpreferential transfers, moratorium or similar laws Laws relating to or affecting the enforcement of creditors’ rights generally or by equitable principles relating and subject, as to enforceability, to the effect of general principles of equity (regardless of whether such enforceability is considered in a Proceeding in equity or at law).

Authority; Execution and Delivery; Enforceability. The Purchaser has the full all necessary limited liability company power and authority to executeexecute this Agreement, deliver and perform this Agreement the Transaction Documents and to consummate the Transaction and the other transactions contemplated herebyhereby and thereby. The execution and delivery by the Purchaser of this Agreement Agreement, the Transaction Documents and the consummation by the Purchaser of the Transaction and the other transactions contemplated hereby and thereby have been duly authorized by all necessary 48 company or other action on the part of the Purchaser and no other proceedings on the part of the Purchaser are necessary to approve this Agreement and to consummate the transactions contemplated herebyPurchaser. The Purchaser has duly executed and delivered this Agreement, and, and assuming due authorization, execution and delivery by Seller and the SellersCompany, this Agreement constitutes and each of the legal, Transaction Documents will constitute its valid and binding obligation of the Purchaserobligation, enforceable against the Purchaser it in accordance with its terms, except as enforceability may be limited by applicable subject to the effect of any Laws relating to bankruptcy, reorganization, insolvency, reorganizationmoratorium, fraudulent conveyance or transferpreferential transfers, moratorium or similar laws Laws relating to or affecting the enforcement of creditors’ rights generally or by equitable principles relating and subject, as to enforceability, to the effect of general principles of equity (regardless of whether such enforceability is considered in a Proceeding in equity or at law).