Common use of Authority Relative to this Agreement and the Ancillary Agreements Clause in Contracts

Authority Relative to this Agreement and the Ancillary Agreements. Buyer has all corporate power and authority necessary to execute and deliver this Agreement and the Ancillary Agreements and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized by the board of directors of Buyer and no other corporate proceedings on the part of Buyer are necessary to authorize this Agreement and the Ancillary Agreements or to consummate the transactions contemplated hereby and thereby. This Agreement and the Ancillary Agreements have been duly and validly executed and delivered by Buyer, and constitute valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, or other similar laws affecting or relating to enforcement of creditors’ rights generally or general principles of equity.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Aquila Inc), Asset Purchase Agreement (Empire District Electric Co)

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Authority Relative to this Agreement and the Ancillary Agreements. Buyer Seller has all corporate power and authority necessary to execute and deliver this Agreement and the Ancillary Agreements and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the Ancillary Agreements and the consummation MISSOURI GAS of the transactions contemplated hereby and thereby have been duly and validly authorized by the board of directors of Buyer Seller and no other corporate proceedings on the part of Buyer Seller are necessary to authorize this Agreement and the Ancillary Agreements or to consummate the transactions contemplated hereby and thereby. This Agreement has been, and the Ancillary Agreements have been at Closing will be, duly and validly executed and delivered by BuyerSeller, and constitute (and will constitute in the case of the Ancillary Agreements) valid and binding agreements of BuyerSeller, enforceable against Buyer Seller in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, or other similar laws affecting or relating to enforcement of creditors’ rights generally or general principles of equity.

Appears in 1 contract

Samples: Asset Purchase Agreement (Aquila Inc)

Authority Relative to this Agreement and the Ancillary Agreements. Buyer Seller has all corporate power and authority necessary to execute and deliver this Agreement and the Ancillary Agreements and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized by the board of directors of Buyer Seller and no other corporate proceedings on the part of Buyer Seller are necessary to authorize this Agreement and the Ancillary Agreements or to consummate the transactions contemplated hereby and thereby. This Agreement has been, and the Ancillary Agreements have been at Closing will be, duly and validly executed and delivered by BuyerSeller, and constitute (and will constitute in the case of the Ancillary Agreements) valid and binding agreements of BuyerSeller, enforceable against Buyer Seller in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, or other similar laws affecting or relating to enforcement of creditors’ rights generally or general principles of equity.

Appears in 1 contract

Samples: Asset Purchase Agreement (Empire District Electric Co)

Authority Relative to this Agreement and the Ancillary Agreements. Buyer has all corporate power and authority necessary to execute and deliver this Agreement and the Ancillary Agreements and to consummate the transactions contemplated hereby and therebyhereby. The execution and delivery of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized by the board of directors of Buyer and no other corporate proceedings on the part of Buyer are necessary to authorize this Agreement and the Ancillary Agreements or to consummate the transactions contemplated hereby and thereby. This Agreement has been and the Ancillary Agreements have been will be, at Closing, duly and validly executed and delivered by Buyer, and constitute valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, or other similar laws affecting or relating to enforcement of creditors’ rights generally or general principles of equity.

Appears in 1 contract

Samples: Asset Purchase Agreement (Public Service Co of New Mexico)

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Authority Relative to this Agreement and the Ancillary Agreements. Buyer Seller has all full corporate power and authority necessary to execute and deliver this Agreement and the Ancillary Agreements and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized by the board of directors of Buyer Seller and no other corporate proceedings on the part of Buyer Seller are necessary to authorize this Agreement and the Ancillary Agreements or to consummate the transactions contemplated hereby and thereby. This Agreement has been, and upon Closing each of the Ancillary Agreements have been will be, duly and validly executed and delivered by BuyerSeller, and constitutes (or, with respect to each Ancillary Agreement, will constitute upon Closing) a valid and binding agreements agreement of BuyerSeller, enforceable against Buyer Seller in accordance with their respective its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, or other similar laws affecting or relating to enforcement of creditors’ rights generally or general principles of equity (regardless of whether enforcement is considered in a proceeding at law or in equity).

Appears in 1 contract

Samples: Asset Purchase Agreement (Public Service Co of New Mexico)

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