Common use of AUTHORITY; GOOD STANDING Clause in Contracts

AUTHORITY; GOOD STANDING. Equipment Owner has all requisite power and authority to enter into this Agreement, and the agreements contemplated hereby, and to perform its obligations hereunder and thereunder and to transfer to Purchaser all of its right, title and interest in and to the Purchased Assets (including without limitation the Licenses). This Agreement and each and every agreement, document and instrument contemplated hereby have been or will be duly executed and delivered on behalf of Equipment Owner and constitutes or will constitute the legal, valid and binding obligation of Equipment Owner and are or will be enforceable against Equipment Owner in accordance with their respective terms except as may be limited or otherwise effected by and subject to bankruptcy, insolvency, reorganization, fraudulent conveyance or other similar statutes, rules, regulations, or other laws affecting the enforceability of creditors' rights and remedies generally, and laws relating to the availability of specific performance, injunctive relief or other equitable remedies. Equipment Owner is in good standing in the jurisdiction of its organization as evidenced by the good standing certificate which comprises Schedule 4.15 of the Disclosure Letter.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Bizcom Usa Inc), Asset Purchase Agreement (Bizcom Usa Inc)

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AUTHORITY; GOOD STANDING. Equipment Owner has all requisite power and authority to enter into this Agreement, and the agreements contemplated hereby, and to perform its obligations hereunder and thereunder and to transfer to Purchaser all of its right, title and interest in and to the Purchased Assets (including without limitation the LicensesLicense). This Agreement and each and every agreement, document and instrument contemplated hereby have been or will be duly executed and delivered on behalf of Equipment Owner and constitutes or will constitute the legal, valid and binding obligation of Equipment Owner and are or will be enforceable against Equipment Owner in accordance with their respective terms except as may be limited or otherwise effected by and subject to bankruptcy, insolvency, reorganization, fraudulent conveyance or other similar statutes, rules, regulations, or other laws affecting the enforceability of creditors' rights and remedies generally, and laws relating to the availability of specific performance, injunctive relief or other equitable remedies. Equipment Owner is in good standing in the jurisdiction of its organization as evidenced by the good standing certificate which comprises Schedule 4.15 of the Disclosure Letter.

Appears in 1 contract

Samples: Asset Purchase Agreement (Bizcom Usa Inc)

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AUTHORITY; GOOD STANDING. Equipment Owner has all requisite power and authority to enter into this Agreement, and the agreements contemplated hereby, and to perform its obligations hereunder and thereunder and to transfer to Purchaser all of its right, title and interest in and to the Purchased Assets (including without limitation the LicensesLicense). This Agreement and each and every agreement, document and instrument contemplated hereby have been or will be duly executed and delivered on behalf of by Equipment Owner and constitutes or will constitute the legal, valid and binding obligation of Equipment Owner and are or will be enforceable against Equipment Owner in accordance with their respective terms except as may be limited or otherwise effected by and subject to bankruptcy, insolvency, reorganization, fraudulent conveyance or other similar statutes, rules, regulations, or other laws affecting the enforceability of creditors' rights and remedies generally, and laws relating to the availability of specific performance, injunctive relief or other equitable remedies. Equipment Owner is in good standing in the jurisdiction of its organization as evidenced by the good standing certificate which comprises Schedule 4.15 of the Disclosure Letter.

Appears in 1 contract

Samples: Asset Purchase Agreement (Bizcom Usa Inc)

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