Common use of Authority; No Breach of Agreement Clause in Contracts

Authority; No Breach of Agreement. (i) It has the corporate power and authority necessary to execute, deliver and perform its obligations under this Agreement and to consummate the Transactions. The execution, delivery and performance of this Agreement and the consummation of the Transactions, including the Chilean Merger, by it have been duly and validly authorized by all necessary corporate action, subject only to the Chilean Transaction Steps including the approval of (A) the Chilean Merger by the holders of two-thirds of the Outstanding shares of Itaú Chile Common Stock and the Capital Raise by a majority of the Outstanding shares of Itaú Chile Common Stock, in the case of Itaú Chile (the “Itaú Chile Shareholder Approval”) and (B) the other approvals set forth in Section 3.2(b)(i) of its Disclosure Letter. Subject to receipt of the Itaú Chile Shareholder Approval and the other approvals set forth in Section 3.2(b)(i) of its Disclosure Letter and assuming due authorization, execution and delivery of this Agreement by each of the Corp Group Parties, this Agreement represents a legal, valid and binding obligation of it, enforceable against it in accordance with its terms (except in all cases as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, receivership, conservatorship, moratorium or similar Laws affecting the enforcement of creditors’ rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceeding may be brought).

Appears in 2 contracts

Samples: Transaction Agreement (Saieh Bendeck Alvaro), Transaction Agreement

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Authority; No Breach of Agreement. (i) It has the corporate power and authority necessary to execute, deliver and perform its obligations under this Agreement and to consummate the Transactions. The execution, delivery and performance of this Agreement and the consummation of the Transactions, including the Chilean Merger, by it have been duly and validly authorized by all necessary corporate action, subject only to the Chilean Transaction Steps including the approval of (A) the Chilean Merger by the holders of two-thirds of the Outstanding shares of Itaú Chile CorpBanca Common Stock and the Capital Raise by a majority of the Outstanding shares of Itaú Chile CorpBanca Common Stock, in the case of Itaú Chile CorpBanca (the “Itaú Chile CorpBanca Shareholder Approval”) ), and (B) the other approvals set forth in Section 3.2(b)(i3.1(b)(i) of its Disclosure Letter. Subject to receipt of the Itaú Chile CorpBanca Shareholder Approval and the other approvals set forth in Section 3.2(b)(i3.1(b)(i) of its Disclosure Letter and assuming due authorization, execution and delivery of this Agreement by each of the Corp Group Itaú Parties, this Agreement represents a legal, valid and binding obligation of it, enforceable against it in accordance with its terms (except in all cases as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, receivership, conservatorship, moratorium or similar Laws affecting the enforcement of creditors’ rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceeding may be brought).

Appears in 2 contracts

Samples: Transaction Agreement (Saieh Bendeck Alvaro), Transaction Agreement

Authority; No Breach of Agreement. (i) It has the corporate power and authority necessary to execute, deliver and perform its obligations under this Agreement and to consummate the Transactions. The execution, delivery and performance of this Agreement and the consummation of the Transactions, including the Chilean Merger, by it have been duly and validly authorized by all necessary corporate action, subject only to the Chilean Transaction Steps including the approval of (A) the Chilean Merger by the holders of two-thirds of the Outstanding shares of Itaú Chile CorpBanca Common Stock and the Capital Raise by a majority of the Outstanding shares of Itaú Chile CorpBanca Common Stock, in the case of Itaú Chile CorpBanca (the “Itaú Chile "CorpBanca Shareholder Approval”) "), and (B) the other approvals set forth in Section 3.2(b)(i3.1(b)(i) of its Disclosure Letter. Subject to receipt of the Itaú Chile CorpBanca Shareholder Approval and the other approvals set forth in Section 3.2(b)(i3.1(b)(i) of its Disclosure Letter and assuming due authorization, execution and delivery of this Agreement by each of the Corp Group Itaú Parties, this Agreement represents a legal, valid and binding obligation of it, enforceable against it in accordance with its terms (except in all cases as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, receivership, conservatorship, moratorium or similar Laws affecting the enforcement of creditors' rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceeding may be brought).

Appears in 1 contract

Samples: Transaction Agreement (Itau Unibanco Holding S.A.)

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Authority; No Breach of Agreement. (i) It has the corporate power and authority necessary to execute, deliver and perform its obligations under this Agreement and to consummate the Transactions. The execution, delivery and performance of this Agreement and the consummation of the Transactions, including the Chilean Merger, by it have been duly and validly authorized by all necessary corporate action, subject only to the Chilean Transaction Steps including the approval of (A) the Chilean Merger by the holders of two-thirds of the Outstanding shares of Itaú Chile Common Stock and the Capital Raise by a majority of the Outstanding shares of Itaú Chile Common Stock, in the case of Itaú Chile (the "Itaú Chile Shareholder Approval") and (B) the other approvals set forth in Section 3.2(b)(i) of its Disclosure Letter. Subject to receipt of the Itaú Chile Shareholder Approval and the other approvals set forth in Section 3.2(b)(i) of its Disclosure Letter and assuming due authorization, execution and delivery of this Agreement by each of the Corp Group Parties, this Agreement represents a legal, valid and binding obligation of it, enforceable against it in accordance with its terms (except in all cases as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, receivership, conservatorship, moratorium or similar Laws affecting the enforcement of creditors' rights generally and except that the availability of the equitable remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceeding may be brought).

Appears in 1 contract

Samples: Transaction Agreement (Itau Unibanco Holding S.A.)

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