Authority to Execute and Perform Agreement. Such Stockholder has the full legal right and power and all authority and approval required to enter into, execute and deliver this Agreement and to perform fully such Stockholders' obligations hereunder. This Agreement has been duly executed and delivered by such Stockholder and is a valid and binding obligation of such Stockholder enforceable in accordance with its terms, except as such enforceability may be limited by any applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, and except as the availability of equity remedies may be limited by the application of general principles of equity (regardless of whether such equitable principles are applied in a proceeding at law or in equity). The execution and delivery by such Stockholder of this Agreement and the performance by such Stockholder of this Agreement in accordance with its terms and conditions will not (i) require the approval or consent of any foreign, federal, state, county, local or other governmental or regulatory body or the approval or consent of any other person; or (ii) conflict with or result in any breach or violation of any of the terms and conditions of, or constitute (or with notice or lapse of time or both constitute) a default under, any statute, regulation, order, judgment or decree applicable to such Stockholder or to the shares of Company Common Stock held by such Stockholder, or any instrument, contract or other agreement to which such Stockholder is a party or by or to which such Stockholder is or the shares of Company Common Stock held by such Stockholder are bound or subject.
Appears in 13 contracts
Samples: Stock Purchase Agreement (General Roofing Services Inc), Stock Purchase Agreement (General Roofing Services Inc), Stock Purchase Agreement (General Roofing Services Inc)
Authority to Execute and Perform Agreement. Such Stockholder The Shareholder has the full legal right and power and all authority and approval required to enter into, execute and deliver this Agreement and to perform fully such Stockholders' the Shareholder's obligations hereunder. This Agreement has been duly executed and delivered by such Stockholder the Shareholder and is a valid and binding obligation of such Stockholder the Shareholder enforceable in accordance with its terms, except as such enforceability may be limited by any applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally, and except as the availability of equity remedies may be limited by the application of general principles of equity (regardless of whether such equitable principles are applied in a proceeding at law or in equity). The execution and delivery by such Stockholder the Shareholder of this Agreement and the performance by such Stockholder the Shareholder of this Agreement in accordance with its terms and conditions will not (i) require the approval or consent of any foreign, federal, state, county, local or other governmental or regulatory body or the approval or consent of any other person; or (ii) conflict with or result in any breach or violation of any of the terms and conditions of, or constitute (or with notice or lapse of time or both constitute) a default under, any statute, regulation, order, judgment or decree applicable to such Stockholder the Shareholder or to the shares of Company Common Stock Shares held by such Stockholderthe Shareholder, or any instrument, contract or other agreement to which such Stockholder the Shareholder is a party or by or to which such Stockholder the Shareholder is or the shares of Company Common Stock Shares held by such Stockholder the Shareholder are bound or subject.
Appears in 1 contract
Samples: Stock Purchase Agreement (General Roofing Services Inc)