Common use of Authorization and Binding Effect of Documents Clause in Contracts

Authorization and Binding Effect of Documents. The execution and ---------------------------------------------- delivery of, and the performance of its obligations under, this Agreement and each of the other Documents by Buyer, and the consummation by Buyer of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of Buyer. Buyer has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by Buyer. This Agreement constitutes (and each of the other Documents, when so executed and delivered, will constitute) legal and valid obligations of Buyer enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting the enforcement of creditors' rights or remedies generally, and subject, as to enforceability, to general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).

Authorization and Binding Effect of Documents. The execution and ---------------------------------------------- delivery of, and the performance of its their obligations under, this Agreement and each of the other Documents by BuyerSellers, and the consummation by Buyer Sellers of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of BuyerSellers' members. Buyer has Sellers have the power and authority to execute, deliver and perform its their obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by BuyerSellers. This Agreement constitutes (and each of the other Documents, when so executed and delivered, will constitute) legal and valid obligations of Buyer Sellers enforceable against it them in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting the enforcement of creditors' rights or remedies generally, and subject, as to enforceability, to general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).

Authorization and Binding Effect of Documents. The Each of Parent's and Buyer's execution and ---------------------------------------------- delivery of, and the performance of its obligations under, this Agreement and each of the other Documents by BuyerDocuments, and the consummation by each of Parent and Buyer of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of each of Parent and Buyer. Each of Parent and Buyer has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by Buyer. This Agreement constitutes (and each of the other Documents to be executed by Each of Parent and Buyer have been, or at or prior to the Closing will be, duly executed by Buyer. The Documents, when so executed and delivereddelivered by the parties hereto, will constitute) legal constitute the valid and valid obligations legally binding agreement of Buyer each of Parent and Buyer, enforceable against it each of Parent and Buyer in accordance with its their terms, subject to applicable except as may be limited by bankruptcy, insolvency, reorganization, moratorium and or other similar laws affecting the enforcement of creditors' rights or remedies generally, and subject, except as to enforceability, to may be limited by general principles of equity (regardless of whether enforcement such enforceability is sought in a proceeding in equity or at law).

Authorization and Binding Effect of Documents. The Buyer's execution and ---------------------------------------------- delivery of, and the performance of its obligations under, this Agreement and each of the other Documents by BuyerDocuments, and the consummation by Buyer of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of Buyer. Buyer has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by Buyer. This Agreement constitutes (and each of the other Documents to be executed by Buyer have been, or at or prior to the Closing will be, duly executed by Buyer. The Documents, when so executed and delivereddelivered by the parties hereto, will constitute) legal constitute the valid and valid obligations legally binding agreement of Buyer Buyer, enforceable against it Buyer in accordance with its their terms, subject to applicable except as may be limited by bankruptcy, insolvency, reorganization, moratorium and or other similar laws affecting the enforcement of creditors' rights or remedies generally, and subject, except as to enforceability, to may be limited by general principles of equity (regardless of whether enforcement such enforceability is sought in a proceeding in equity or at law).

Authorization and Binding Effect of Documents. The execution and ---------------------------------------------- --------------------------------------------- delivery of, and the performance of its obligations under, this Agreement and each of the other Documents by BuyerSeller, and the consummation by Buyer Seller of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of BuyerSeller. Buyer Seller has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by BuyerSeller. This Agreement constitutes (and each of the other Documents, when so executed and delivered, will constitute) legal and valid obligations of Buyer Seller enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting the enforcement of creditors' rights or remedies generally, and subject, as to enforceability, to general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).

Authorization and Binding Effect of Documents. The Seller's execution ------------------------------------------------- and ---------------------------------------------- delivery of, and the performance of its obligations under, this Agreement and each of the other Documents by BuyerDocuments, and the consummation by Buyer Seller of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of BuyerSeller. Buyer Seller has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by BuyerSeller. This Agreement constitutes (and each of the other The Documents, when so executed and delivereddelivered by the parties hereto, will constitute) constitute legal and valid obligations of Buyer Seller enforceable against it in accordance with its their terms, subject to applicable except as may be limited by bankruptcy, insolvency, reorganization, moratorium and similar laws affecting the enforcement of creditors' rights or remedies generally, and subject, except as to enforceability, to may be limited by general principles of equity (regardless of whether enforcement enforceability is sought in a proceeding in equity or at law).

Authorization and Binding Effect of Documents. The Buyer's execution and ---------------------------------------------- delivery of, and the performance of its obligations under, this Agreement and each of the other Documents by BuyerDocuments, and the consummation by Buyer of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of Buyer. Buyer has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by Buyer. This Agreement constitutes (and each of the other The Documents, when so executed and delivereddelivered by the parties hereto, will constitute) legal constitute the valid and valid obligations legally binding agreement of Buyer Buyer, enforceable against it Buyer in accordance with its their terms, subject to applicable except as may be limited by bankruptcy, insolvency, reorganization, moratorium and or other similar laws affecting the enforcement of creditors' rights or remedies generally, and subject, except as to enforceability, to may be limited by general principles of equity (regardless of whether enforcement such enforceability is sought in a proceeding in equity or at law).