Authorization and Effect. This Agreement has been duly authorized, executed and delivered by the Corporation and (assuming the due execution and delivery thereof by the Buyer) constitutes the valid and legally binding obligation of the Corporation, enforceable in accordance with its terms, subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally, general equitable principles (whether considered in a proceeding in equity or at law) and an implied covenant of good faith and fair dealing.
Appears in 4 contracts
Samples: Registration Rights Agreement (Sherwin Williams Co), Registration Rights Agreement (Sherwin Williams Co), Stock Purchase Agreement (Sherwin Williams Co)
Authorization and Effect. This Agreement has been duly authorized, executed and delivered by the Corporation Buyer and (assuming the due execution and delivery thereof by the BuyerCorporation) constitutes the valid and legally binding obligation of the CorporationBuyer, enforceable in accordance with its terms, subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors' rights generally, general equitable principles (whether considered in a proceeding in equity or at law) and an implied covenant of good faith and fair dealing.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Sherwin Williams Co), Stock Purchase Agreement (Sherwin Williams Co)