Common use of Authority; Validity and Enforceability Clause in Contracts

Authority; Validity and Enforceability. Buyer has full corporate power and authority to execute, deliver and perform its obligations under this Agreement and to consummate the transactions required of it contemplated hereby. The execution, delivery and performance by Buyer of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by Buyer's Board of Directors. No other action or proceeding on the part of the Buyer is necessary to authorize the Agreement or the consummation of the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Buyer, and constitutes a legal, valid and binding obligation of Buyer, enforceable in accordance with its terms.

Authority; Validity and Enforceability. Buyer Seller has full corporate power and authority to execute, deliver and perform its obligations under this Agreement and to consummate the transactions required of it contemplated herebyunder this Agreement. The execution, delivery and performance by Buyer Seller of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by Buyer's the Board of DirectorsDirectors of Seller. No other action or proceeding on the part of the Buyer Seller is necessary to authorize the this Agreement or the consummation of the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Buyer, Seller and constitutes a legalvalid, valid legal and binding obligation of BuyerSeller, enforceable in accordance with its terms.

Authority; Validity and Enforceability. Buyer has full corporate power and authority to execute, deliver and perform its obligations under this Agreement and to consummate the transactions required of it or contemplated herebyby this Agreement. The execution, delivery and performance by Buyer of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by the board of directors of Buyer's Board of Directors. No other action or proceeding on the part of the Buyer is necessary to authorize the Agreement or the consummation of the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Buyer, and constitutes a legal, valid and binding obligation of Buyer, enforceable in accordance with its terms.