Common use of Authority of Sellers Clause in Contracts

Authority of Sellers. Each Seller has full corporate power and authority to enter into this Agreement and the Ancillary Documents to which such Seller is a party, to carry out its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby. The execution and delivery by Sellers of this Agreement and any Ancillary Document to which Sellers are a party, the performance by Sellers of their obligations hereunder and thereunder and the consummation by Sellers of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate action on the part of each Seller. This Agreement has been duly executed and delivered by each Seller, and (assuming due authorization, execution and delivery by Buyer) this Agreement constitutes a legal, valid and binding obligation of Sellers enforceable against Sellers in accordance with its terms. When each Ancillary Document to which Sellers are or will be a party has been duly executed and delivered by Sellers (assuming due authorization, execution and delivery by each other party thereto), such Ancillary Document will constitute a legal and binding obligation of Sellers enforceable against them in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (HireQuest, Inc.)

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Authority of Sellers. Each Seller has full corporate power and authority to enter into execute, deliver and, subject to the entry of the Sale Order, perform its obligations under this Agreement and each of the Ancillary Documents to which such Seller is a party, to carry out its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby. The execution execution, delivery and delivery by Sellers performance of this Agreement and any such Ancillary Document to which Sellers are a party, the performance Documents by Sellers of their obligations hereunder and thereunder and the consummation by Sellers of the transactions contemplated hereby and thereby each Seller have been duly authorized and approved by all requisite corporate action on the part of each Seller’s board of directors (or similar governing body) and, subject to the entry of the Sale Order, do not require any authorization or consent of any Seller’s shareholders or members that has not been obtained. This Agreement has been duly authorized, executed and delivered by each Seller, Sellers and (assuming due authorizationthis Agreement constitutes a valid and binding obligation of the Purchasers), subject to the entry of the Sale Order, is the legal, valid and binding obligation of Sellers enforceable in accordance with its terms, and each of the Ancillary Documents to which each Seller is a party has been duly authorized by Sellers and upon execution and delivery by Buyer) this Agreement constitutes Sellers and subject to the entry of the Sale Order, will be a legal, valid and binding obligation of Sellers enforceable against Sellers in accordance with its terms. When each Ancillary Document to which Sellers are or will be a party has been duly executed and delivered by Sellers (assuming due authorization, execution and delivery by each other party thereto), such Ancillary Document will constitute a legal and binding obligation of Sellers enforceable against them in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Hartmarx Corp/De)

Authority of Sellers. Each Seller has full corporate company power and authority to enter into this Agreement and the Ancillary Documents to which each such Seller is a party, to carry out its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby. The execution and delivery by Sellers each Seller of this Agreement and any Ancillary Document to which Sellers are a Seller is a party, the performance by Sellers each such Seller of their its obligations hereunder and thereunder and the consummation by Sellers each Seller of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate action on the part of each Seller. This Agreement has been duly executed and delivered by each Seller, and (assuming due authorization, execution and delivery by Buyer) this Agreement constitutes a legal, valid and binding obligation of Sellers each Seller enforceable against Sellers each Seller in accordance with its terms. When each Ancillary Document to which Sellers are a Seller is or will be a party has been duly executed and delivered by Sellers a Seller (assuming due authorization, execution and delivery by each other party thereto), such Ancillary Document will constitute a legal and binding obligation of Sellers such Seller enforceable against them it in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Continental Materials Corp)

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Authority of Sellers. Each Seller has Sellers have full corporate or limited liability company power and authority to enter into this Agreement and the Ancillary Documents to which such Seller is a Sellers are party, to carry out its their obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby. The execution and delivery by Sellers of this Agreement and any Ancillary Document to which Sellers are a party, the performance by Sellers of their obligations hereunder and thereunder and the consummation by Sellers of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate or limited liability company action on the part of each SellerSellers. This Agreement has been duly executed and delivered by each SellerSellers, and (assuming due authorization, execution and delivery by BuyerBuyers) this Agreement constitutes a legal, valid and binding obligation of Sellers enforceable against Sellers in accordance with its terms. When each Ancillary Document to which Sellers are or will be a party has been duly executed and delivered by Sellers (assuming due authorization, execution and delivery by each other party thereto), such Ancillary Document will constitute a legal and binding obligation of Sellers enforceable against them it in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (JanOne Inc.)

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