Authority; Valid and Binding Agreements. PacificInfo has all requisite corporate power to enter into this Agreement and the SPAs and to consummate the transactions contemplated hereby and thereby, including without limitation all assignments contemplated hereby and thereby. The execution, delivery and performance of this Agreement by PacificInfo and the consummation of the transactions contemplated hereby have been duly authorized by all requisite corporate action on the part of PacificInfo and no further corporate action is required. This Agreement has been duly executed and delivered by PacificInfo and, assuming the due authorization, execution and delivery by CITIC, constitutes the valid and binding obligations of PacificInfo, enforceable in accordance with its terms, except as such enforceability may be limited by principles of public policy and subject to the laws of general application relating to bankruptcy, insolvency and the relief of debtors and to rules of law governing specific performance, injunctive relief or other equitable remedies.
Authority; Valid and Binding Agreements. CITIC has all requisite corporate power and authority to enter into this Agreement and the SPAs and to consummate the transactions contemplated hereby and thereby, including without limitation all assignments contemplated hereby and thereby. The execution, delivery and performance of this Agreement and the SPAs by CITIC and the consummation of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate action on the part of CITIC and no further corporate action is required. This Agreement has been duly executed and delivered by CITIC and, assuming the due authorization, execution and delivery of PacificInfo, constitutes the valid and binding obligations of CITIC, enforceable against CITIC in accordance with its terms, except as such enforceability may be limited by principles of public policy and subject to the laws of general application relating to bankruptcy, insolvency and the relief of debtors and to rules of law governing specific performance, injunctive relief or other equitable remedies
Authority; Valid and Binding Agreements. Globalstar and each of its Subsidiaries has all requisite power and authority, as applicable, to (i) own, lease, operate and encumber its properties and assets, and to carry on its respective business as presently conducted and as presently proposed to be conducted, (ii) execute and deliver this Agreement and the Escrow Agreement, (iii) issue and sell the Common Stock subject to the Commitment, and (iv) consummate the other transactions contemplated hereby and thereby. The execution, delivery and performance by Globalstar of this Agreement and the Escrow Agreement and the filing of all documents, certificates and instruments to be executed by Globalstar in connection therewith and the authorization, issuance (or reservation for issuance, as the case may be), sale and delivery of the Securities have been duly authorized by all requisite corporate action on the part of Globalstar, its board of directors and its stockholders. This Agreement and the Escrow Agreement, when each is duly executed and delivered by Globalstar, will constitute legal, valid and binding obligations of Globalstar, enforceable against Globalstar in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and general equitable principles whether in a proceeding in equity or at law.
Authority; Valid and Binding Agreements. Sellers have the legal capacity to enter into this Agreement and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement by Sellers and the consummation of the transactions contemplated hereby have been duly authorized by all requisite action on the part of Sellers and no further action is required. This Agreement has been duly executed and delivered by Sellers and, assuming the due authorization, execution and delivery by Buyer, constitutes the valid and binding obligations of Sellers, enforceable in accordance with its terms, except as such enforceability may be limited by principles of public policy and subject to the laws of general application relating to bankruptcy, insolvency and the relief of debtors and to rules of law governing specific performance, injunctive relief or other equitable remedies.
Authority; Valid and Binding Agreements. CITIC has all requisite corporate power and authority to enter into this Agreement and to consummate the transactions contemplated hereby. The execution, delivery and performance of this Agreement by CITIC and the consummation of the transactions contemplated hereby have been duly authorized by all requisite corporate action on the part of CITIC and no further corporate action is required. This Agreement has been duly executed and delivered by CITIC and, assuming the due authorization, execution and delivery of Sellers, constitutes the valid and binding obligations of CITIC, enforceable against CITIC in accordance with its terms, except as such enforceability may be limited by principles of public policy and subject to the laws of general application relating to bankruptcy, insolvency and the relief of debtors and to rules of law governing specific performance, injunctive relief or other equitable remedies.
Authority; Valid and Binding Agreements. The Company has all requisite corporate power and authority to execute and deliver this Agreement and the Articles and, upon the filing of the Articles with the Secretary of State of Delaware, to issue and sell the Shares hereunder and to consummate the other transactions contemplated hereby. The execution, delivery and performance by the Company of this Agreement and the Articles and all documents, certificates and instruments to be executed by the Company in connection therewith and, upon the filing of the Articles with the Secretary of State of Delaware, the authorization, issuance, sale and delivery of the Shares, have been duly authorized by all requisite corporate action on the part of the Company and its stockholders. This Agreement has been duly executed and delivered by the Company and constitutes the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting enforcement of creditors' rights generally and general principles of equity.
Authority; Valid and Binding Agreements. (a) Each of the Company and its Subsidiaries has all requisite corporate, limited liability company or limited partnership power and authority, as applicable, to (i) own, lease, operate and encumber its properties and assets, and to carry on its respective business as presently conducted and as presently proposed to be conducted, (ii) execute and deliver each of the Transaction Documents to which it is a party, (iii) issue and sell the Securities, (iv) issue the Conversion Shares upon conversion of the Notes and (v) consummate the other transactions contemplated hereby and thereby. The execution, delivery and performance by the Company of the Transaction Documents and the filing of all documents, certificates and instruments to be executed by the Company in connection therewith and the authorization, issuance (or reservation for issuance, as the case may be), sale and delivery of the Securities have been duly authorized by all requisite corporate action on the part of the Company, the Board and the Company’s stockholders. The Transaction Documents, when duly executed and delivered by the Company, will constitute legal, valid and binding obligations of the Company, enforceable against the Company in accordance with their respective terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and general equitable principles whether in a proceeding in equity or at law.
Authority; Valid and Binding Agreements. Each of the Company and its Subsidiaries has all requisite corporate, limited liability company or limited partnership power and authority, as applicable, to (i) own, lease, operate and encumber its properties and assets, and to carry on its respective business as presently conducted and as presently proposed to be conducted, (ii) execute and deliver each of the New Transaction Documents to which it is a party, (iii) issue the Securities in exchange for the existing Securities, (iv) issue the Conversion Shares upon conversion of the Amended and Restated Convertible Notes and issue Warrant Shares upon exercise of the Warrants and (v) consummate the other transactions contemplated hereby and thereby. The execution, delivery and performance by the Company of the New Transaction Documents and the filing of all documents, certificates and instruments to be executed by the Company in connection therewith and the authorization, issuance (or reservation for issuance, as the case may be), sale and delivery of the Securities have been duly authorized by all requisite corporate action on the part of the Company, the Board and the Company’s stockholders. The New Transaction Documents, when duly executed and delivered by the Company, will constitute legal, valid and binding obligations of the Company, enforceable against the Company in accordance with their respective terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and general equitable principles whether in a proceeding in equity or at law.
Authority; Valid and Binding Agreements. (a) The Company has all requisite power and authority to execute and deliver this Agreement and all other Transaction Documents to which it will become party, subject, in the case of the Company’s obligation to consummate the Merger, to obtaining approval from (i) a majority of the outstanding shares of Company Common Stock and Company Preferred Stock (voting together as a single class on an as-converted to Company Common Stock basis), (ii) the holders of not less than a majority of the outstanding shares of Company Preferred Stock (voting as a single class), and (iii) the holders of not less than a majority of the outstanding shares of Company Common Stock (voting as a separate voting class) to adopt this Agreement and consummate the Merger (the “Requisite Approval”) as contemplated in Section 4.8. The Requisite Approval is the only vote or consent of the holders of any class or series of the Company Capital Stock required to approve and adopt this Agreement and the Transaction Documents, approve the Merger and consummate the Merger and the other transactions contemplated hereby and thereby. The execution, delivery and performance by the Company of this Agreement and the Transaction Documents to which it will become a party have been duly and validly authorized by the Company’s Board of Directors. This Agreement and each of the Transaction Documents to which the Company will become a party are, or will be when executed and delivered by the Company, legal, valid and binding obligations of the Company enforceable against the Company in accordance with their respective terms, subject, in the case of the Company’s obligation to consummate the Merger, to obtaining the Requisite Approval, and except as enforcement may be limited by bankruptcy, insolvency, or other similar laws affecting the enforcement of creditors’ rights generally and except that the availability of equitable remedies is subject to the discretion of the court before which any proceeding therefor may be brought.
Authority; Valid and Binding Agreements. Each Seller has (subject to the entry of the Sale Order with respect to the Debtors) all requisite corporate, limited liability company or limited partnership power and authority, as applicable, to (i) own, lease, operate and encumber its properties and assets, and to carry on its respective businesses as presently conducted and as presently proposed to be conducted, (ii) execute and deliver this Agreement and each Ancillary Agreement to which it is a party, and (iii) consummate the other transactions contemplated hereby and thereby. The execution, delivery and performance by Sellers of this Agreement and each Ancillary Agreement and the filing of all documents, certificates and instruments to be executed by Sellers in connection herewith and therewith have been duly authorized by all requisite corporate action on the part of Sellers. This Agreement and each Ancillary Agreement, when duly executed and delivered by each Seller party hereto and thereto, will, subject to the entry of the Sale Order with respect to the Debtors, constitute legal, valid and binding obligations of Sellers, enforceable against Sellers in accordance with their respective terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar Laws affecting the enforcement of creditors’ rights generally and general equitable principles whether in a proceeding in equity or at law. Each Acquired Subsidiary has all requisite corporate, limited liability company, limited partnership or similar power and authority, as applicable, to own, lease, operate and encumber its properties and assets, and to carry on its respective businesses as presently conducted.
