Common use of Authorization and Binding Obligations Clause in Contracts

Authorization and Binding Obligations. The execution, delivery and performance by Buyer of this Agreement and the Other Transaction Documents to which Buyer is a party have been duly and validly authorized by all necessary corporate action, including approval of the entire transaction by the requisite vote of the board of directors of Buyer. This Agreement and the Other Transaction Documents to which Buyer is a party have been duly executed and delivered by Buyer and constitute valid and binding agreements of Buyer, enforceable in accordance with their respective terms, except as their enforceability may be limited by bankruptcy, insolvency, moratorium or other laws relating to or affecting creditors' rights generally and the exercise of judicial discretion in accordance with general equitable principles.

Authorization and Binding Obligations. The execution, delivery and performance by Buyer Seller of this Agreement and the Other Transaction Documents to which Buyer Seller is a party have been duly and validly authorized by all necessary corporate action, including approval of the entire transaction by the requisite vote of the board of directors of BuyerSeller's shareholders. This Agreement and the Other Transaction Documents to which Buyer Seller is a party have been duly executed and delivered by Buyer Seller and constitute valid and binding agreements of BuyerSeller, enforceable in accordance with their respective terms, except as their enforceability may be limited by bankruptcy, insolvency, moratorium or other laws relating to or affecting creditors' rights generally and the exercise of judicial discretion in accordance with general equitable principles. The Shareholders are the sole owners of the issued and outstanding capital stock of Seller.