Common use of Authority; Validity Clause in Contracts

Authority; Validity. Seller has all requisite power and authority to execute, deliver, and perform this Agreement. The execution and delivery of this Agreement by Seller, the performance by it of its obligations hereunder, and the consummation of the transactions contemplated hereby have been duly authorized by all requisite action on the part of Seller. This Agreement has been duly executed and delivered by Seller, and (assuming due authorization, execution, and delivery by the Purchaser), this Agreement constitutes a legal, valid, and binding obligation of Seller, enforceable against Seller, in accordance with its terms.

Authority; Validity. Seller has all the requisite power power, legal capacity and authority to executeenter into, deliver, execute and perform this Agreementdeliver the Agreement and to carry out its obligations hereunder. The execution and delivery by Seller of this the Agreement by Seller, the performance by it of its obligations hereunder, and the consummation by the Seller of the transactions contemplated hereby Transaction have been duly executed and validly authorized, including by the appropriate corporate organs and authorized by all requisite action on the part of Sellerindividuals. This The Agreement has been duly and validly executed and delivered by SellerSeller and, and (assuming due authorizationsubject to the Conditions Precedent, execution, and delivery by the Purchaser), this Agreement constitutes shall constitute a legal, valid, valid and binding obligation of Seller, enforceable against Seller, Seller in accordance with its terms.

Authority; Validity. Seller has all requisite power and authority to execute, deliver, and perform this Agreement. The execution and delivery of this Agreement by Seller, the performance by it of its obligations hereunder, and the consummation of the transactions contemplated hereby have been duly authorized by all requisite action on the part of Seller. This Agreement has been duly executed and delivered by Seller, and (assuming due authorization, execution, and delivery by the Purchaser), this Agreement constitutes a legal, valid, and binding obligation of Seller, enforceable against Seller, in accordance with its terms.

Authority; Validity. Such Seller has all requisite power and authority to execute, deliver, and perform this Agreement. The execution and delivery of this Agreement by such Seller, the performance by it of its obligations hereunder, and the consummation of the transactions contemplated hereby have been duly authorized by all requisite action on the part of Seller. This Agreement has been duly executed and delivered by such Seller, and (assuming due authorization, execution, and delivery by the Purchaser), this Agreement constitutes a legal, valid, and binding obligation of such Seller, enforceable against such Seller, in accordance with its terms.

Authority; Validity. Seller has all requisite power full right, power, and authority to execute, deliverexecute and deliver this Agreement, and to consummate and perform this Agreementthe transactions contemplated hereby. The execution and delivery of this Agreement by Seller, Seller and the consummation and performance by it of its obligations hereunder, and the consummation of the transactions contemplated hereby have been duly and validly authorized by all requisite action on the part of Sellernecessary corporate and other proceedings. This Agreement has been duly executed and delivered by Seller, Seller and (assuming due authorization, execution, the Shareholders and delivery by constitutes the Purchaser), this Agreement constitutes a legal, valid, and binding obligation of Sellereach, enforceable against Seller, each in accordance with its terms.