Common use of Authority Relative to this Agreement; Enforceability Clause in Contracts

Authority Relative to this Agreement; Enforceability. (a) Buyer has full power and corporate authority to enter into this Agreement, to perform its obligations hereunder, and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement by Buyer and the consummation by Buyer of the transactions contemplated hereby have been duly and validly approved by the Board of Directors of Buyer, and no other corporate proceedings on the part of Buyer or its shareholders are necessary to authorize the execution, delivery and performance of this Agreement by Buyer and the consummation by Buyer of the transactions contemplated hereby. (b) This Agreement has been duly and validly executed and delivered by Buyer and, assuming the due authorization, execution and delivery of this Agreement by Sellers, constitutes a legal, valid and binding obligation of Buyer enforceable against Buyer in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Authority Relative to this Agreement; Enforceability. (a) Buyer The Purchaser has full corporate power and corporate authority to enter into this Agreement, to perform its obligations hereunder, and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement by Buyer the Purchaser and the consummation by Buyer the Purchaser of the transactions contemplated hereby have been duly and validly approved by all corporate action on behalf of the Board of Directors of BuyerPurchaser, and no other corporate proceedings on the part of Buyer the Purchaser or its shareholders are necessary to authorize the execution, delivery and performance of this Agreement by Buyer the Purchaser and the consummation by Buyer the Purchaser of the transactions contemplated hereby. (b) This Agreement has been duly and validly executed and delivered by Buyer the Purchaser and, assuming the due authorization, execution and delivery of this Agreement by Sellersthe Seller, constitutes a legal, valid and binding obligation of Buyer the Purchaser enforceable against Buyer the Purchaser in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Authority Relative to this Agreement; Enforceability. (a) The Buyer has full corporate power and corporate authority to enter into this Agreement, to perform its obligations hereunder, hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement by the Buyer and the consummation by Buyer it of the transactions contemplated hereby have been duly and validly approved authorized by the Board of Directors of Buyerall required corporate action, and no other corporate proceedings on the part of the Buyer or its shareholders are necessary to authorize the execution, delivery and performance of this Agreement by the Buyer and the its consummation by Buyer of the transactions contemplated hereby. (b) This Agreement has been duly and validly executed and delivered by the Buyer and, assuming the due authorization, execution and delivery of this Agreement by Sellersthe Seller, constitutes a legal, valid and binding obligation of Buyer the Buyer, enforceable against the Buyer in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (regardless of whether such enforceability is considered in a proceeding at law or in equity or at lawequity).

Authority Relative to this Agreement; Enforceability. (a) Buyer Each Seller has full corporate power and corporate authority to enter into this Agreement, and to perform its obligations hereunder, hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement by Buyer each Seller and the consummation by Buyer each of them of the transactions contemplated hereby have been duly and validly approved by the Board their respective Boards of Directors of BuyerDirectors, and no other corporate proceedings on the part of Buyer Sellers or any of its shareholders affiliates are necessary to authorize the execution, delivery and performance of this Agreement by Buyer Sellers and the consummation by Buyer Sellers of the transactions contemplated hereby. (b) This Agreement has been duly and validly executed and delivered by Buyer Sellers and, assuming the due authorization, execution and delivery of this Agreement by SellersBuyer, constitutes a legal, valid and binding obligation of Buyer each of them enforceable against Buyer each of them in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Authority Relative to this Agreement; Enforceability. (a) Buyer The Seller has full corporate power and corporate authority to enter into this Agreement, to perform its obligations hereunder, hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement by Buyer the Seller and the its consummation by Buyer of the transactions contemplated hereby have been duly and validly approved authorized by the Board of Directors of Buyerall required corporate action, and no other corporate proceedings on the part of Buyer or its shareholders the Seller are necessary to authorize the execution, delivery and performance of this Agreement by Buyer the Seller and the its consummation by Buyer of the transactions contemplated hereby. (b) This Agreement has been duly and validly executed and delivered by Buyer the Seller and, assuming the due authorization, execution and delivery of this Agreement by Sellersthe Buyer, constitutes a legal, valid and binding obligation of Buyer the Seller, enforceable against Buyer the Seller in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (regardless of whether such enforceability is considered in a proceeding at law or in equity or at lawequity).