Common use of Authorization and Effect of Agreement Clause in Contracts

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have been duly authorized by all necessary corporate action on the part of the Seller. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, enforceable in accordance with its terms.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Snap2 Corp), Asset Purchase Agreement (Alphanet Solutions Inc)

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Authorization and Effect of Agreement. Seller has the requisite corporate power and authority to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have been duly authorized by all necessary corporate action on the part of the Seller. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by PurchaserBuyer, constitutes a valid and binding obligation of Seller, enforceable in accordance with its terms.

Appears in 2 contracts

Samples: Preferred Stock and Warrant Purchase Agreement (Transcrypt International Inc), Preferred Stock Purchase Agreement (Transcrypt International Inc)

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby by this Agreement to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby by this Agreement to be performed by Seller have been duly authorized by all necessary corporate action on the part of the Seller. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, Seller enforceable in accordance with its termsterms except as such enforceability may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors' rights generally.

Appears in 2 contracts

Samples: Asset Sale Agreement (Circuit Research Labs Inc), Asset Sale Agreement (Harman International Industries Inc /De/)

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have has been duly authorized by all necessary corporate action on the part of Seller's board of directors and stockholders and, if applicable, holders of the Seller's indebtedness. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, Seller enforceable in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Neoware Systems Inc)

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have been duly authorized by all necessary corporate action on the part of Seller's corporate bodies and, if applicable, holders of the Seller's indebtedness. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, Seller enforceable in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Neoware Systems Inc)

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have has been duly authorized by all necessary corporate action on the part of Seller's board of directors and, if applicable, stockholders and holders of the Seller's indebtedness. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, Seller enforceable in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Neoware Systems Inc)

Authorization and Effect of Agreement. Seller Buyer has the requisite corporate power and authority to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Sellerit. The execution and delivery by Seller Buyer of this Agreement and the performance by Seller it of the transactions contemplated hereby to be performed by Seller it have been 3 duly authorized by all necessary corporate action on the part of the SellerBuyer. This Agreement has been duly executed and delivered by Seller Buyer and, assuming the due execution and delivery of this Agreement by PurchaserSeller, constitutes a valid and binding obligation of SellerBuyer, enforceable in accordance with its terms.

Appears in 1 contract

Samples: Preferred Stock and Warrant Purchase Agreement (Transcrypt International Inc)

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Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have has been duly authorized by all necessary corporate action on the part of Seller’s board of directors and, if applicable, stockholders and holders of the Seller’s indebtedness. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, Seller enforceable in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Network Computing Devices Inc)

Authorization and Effect of Agreement. Seller has the requisite corporate power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have has been duly authorized by all necessary corporate action on the part of Seller's board of directors and, if applicable, holders of the Seller's indebtedness. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by Purchaser, constitutes a valid and binding obligation of Seller, Seller enforceable in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Neoware Systems Inc)

Authorization and Effect of Agreement. Seller has the requisite corporate partnership power to execute and deliver this Agreement and to perform the transactions contemplated hereby to be performed by Seller. The execution and delivery by Seller of this Agreement and the performance by Seller of the transactions contemplated hereby to be performed by Seller have been duly authorized by all necessary corporate partnership action on the part of the Seller. This Agreement has been duly executed and delivered by Seller and, assuming the due execution and delivery of this Agreement by PurchaserBuyer, constitutes a valid and binding obligation of Seller, enforceable in accordance with its terms.

Appears in 1 contract

Samples: Stock Purchase Agreement (Transcrypt International Inc)

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