Authorization and Approval of Agreement. All actions required to be taken by Purchaser relating to the signing of this Agreement shall have been taken at or prior to the Closing.
Authorization and Approval of Agreement. All proceedings or actions required to be taken by Purchaser relating to the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby shall have been taken at or prior to the Closing.
Authorization and Approval of Agreement. Purchaser:
(a) has taken, or will take before the Closing, all actions; and
(b) has secured, or will secure before the Closing, all material Permits required to authorize the execution, delivery, and consummation of this Agreement and the transactions contemplated by this Agreement.
Authorization and Approval of Agreement. Buyer has full corporate power and authority to enter into this Agreement and to carry out the transactions contemplated hereby. The execution, delivery and performance of this Agreement by Buyer has been duly authorized by Buyer's Board of Directors and requires no further corporate action for valid authorization. The Agreement upon its execution and delivery by Buyer (assuming due authorization, execution and delivery by Seller) will constitute the legal, valid and binding obligation of Buyer.
Authorization and Approval of Agreement. All proceedings or corporate action required to be taken by Seller relating to the execution and delivery of this Agreement and the consummation of the Transactions contemplated hereby have been or will be taken prior to the Closing Date. Seller has fully disclosed all material information regarding the Business and the Purchased Assets to Buyer.
Authorization and Approval of Agreement. Seller has full corporate power and authority to enter into this Agreement and to carry out the transactions contemplated hereby. The execution, delivery and performance by Seller of this Agreement has been approved by Seller's Board of Directors and requires no further corporate action for valid authorization. This Agreement upon its execution and delivery by Seller (assuming due authorization, execution, and delivery by Buyer) will constitute the legal, valid and binding obligation of Seller, enforceable in accordance with its terms, subject to the effect of applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors rights generally.
Authorization and Approval of Agreement. HomeLife has all requisite corporate power and authority to enter into this Agreement, and to perform the obligations required to be performed by it thereunder. All corporate proceedings required by HomeLife's charter documents or otherwise required by law for the execution and delivery of this Agreement and for the consummation of the transactions provided for therein have been duly taken. This Agreement has been duly and validly executed and delivered by HomeLife and is enforceable against HomeLife in accordance with its terms, except as the enforceability may be limited by laws of general application relating to bankruptcy, insolvency and debtors' relief, and by the general principles of equity.
Authorization and Approval of Agreement. Buyer has taken all action necessary to approve and authorize the execution of this Agreement and consummation of the transactions contemplated hereby. Each of the representatives of Buyer signing this Agreement has full power and authority to execute this Agreement in the indicated capacity and to consummate the transactions contemplated hereby. When executed and delivered by Buyer, this Agreement and all documents contemplated hereby will constitute valid and binding obligations of Buyer, enforceable in accordance with their terms and conditions. Neither the execution nor the delivery of this Agreement nor the consummation of the transactions contemplated hereby, nor compliance with any of the terms and conditions hereof, will result in the breach by Buyer of any of the terms, conditions or provisions of any organizational or constitutive document, agreement, order, judgment, or instrument to which Buyer are a party, or by which it is bound, or constitute a default of such organizational or constitutive document, agreement, order, judgment, or instrument.
Authorization and Approval of Agreement. Company and each Shareholder:
(a) has taken, or will take before the Closing, all actions; and
(b) has secured, or will secure before the Closing, all material Permits required to authorize the execution, delivery, and consummation of this Agreement and the transactions contemplated by this Agreement;
Authorization and Approval of Agreement. Each of Seller Parties has taken all action necessary to authorize the execution of this Agreement and the consummation of the transactions contemplated hereby. All shareholders of Seller have been informed of, and consented to, the terms of all of the transactions contemplated hereby. Each of the representatives of Seller Parties signing this Agreement has full power and authority to execute this Agreement in the indicated capacity and to consummate the transactions contemplated hereby. When executed and delivered by Seller Parties, this Agreement and all documents contemplated hereby shall constitute valid and binding obligations of Seller Parties enforceable in accordance with their terms and conditions. Neither the execution nor the delivery of this Agreement nor the consummation of the transactions contemplated hereby, nor compliance with any of the terms and conditions hereof, will result in the breach by any of Seller Parties of any of the terms, conditions or provisions of any organizational or constitutive document, agreement order, judgment, or instrument to which any of Seller Parties is a party, or by which they are bound, or constitute a default of such organizational or constitutive document, agreement order, judgment, or instrument. ASSET PURCHASE AGREEMENT
