Authorization and Enforceability. The execution and delivery of this Agreement, and the completion of the transactions contemplated hereby, have been duly and validly authorized by all necessary corporate action on the part of the Purchaser and this Agreement constitutes a legal, valid and binding obligation of the Purchaser and is enforceable against it in accordance with its terms;
Appears in 8 contracts
Samples: Share Exchange Agreement (Forestindustry Com Inc), Share Exchange Agreement (595796 B C LTD), Share Exchange Agreement (Paramount Services Corp)
Authorization and Enforceability. The execution and delivery of this Agreement, Agreement and the completion of the transactions contemplated hereby, all other agreements and instruments to be executed and delivered hereunder have been duly and validly authorized by all necessary corporate action on the part of the Purchaser and this Purchaser. This Agreement constitutes a legal, the valid and binding obligation of the Purchaser and is enforceable against it the Purchaser in accordance with its terms;.
Appears in 7 contracts
Samples: Asset Purchase Agreement (Arras Minerals Corp.), Asset Purchase Agreement (BBX Capital, Inc.), Asset Purchase Agreement
Authorization and Enforceability. The This Agreement has been duly authorized, executed and delivered by Purchaser and, assuming the due authorization, execution and delivery of this Agreementby Seller, and is the completion of the transactions contemplated hereby, have been duly and validly authorized by all necessary corporate action on the part of the Purchaser and this Agreement constitutes a legal, valid and binding obligation of the Purchaser and is Purchaser, enforceable against it Purchaser in accordance with its terms;.
Appears in 6 contracts
Samples: Purchase Agreement (Ontario Teachers Pension Plan Board), Purchase Agreement (Samsonite Corp/Fl), Purchase Agreement (Acof Management Lp)
Authorization and Enforceability. The execution and delivery of this Agreement, and the completion of the transactions contemplated hereby, have been duly and validly authorized by all necessary corporate action on the part of the Purchaser Vendor and this Agreement constitutes a legal, valid and binding obligation of the Purchaser Vendor and is enforceable against it the Vendor and the Significant Shareholders in accordance with its terms;
Appears in 4 contracts
Samples: Share Exchange Agreement (595796 B C LTD), Share Exchange Agreement (Wowtown Com Inc), Share Exchange Agreement (Paramount Services Corp)
Authorization and Enforceability. The execution and delivery of this Agreement, Agreement and the completion of the transactions contemplated hereby, all agreements and instruments to be executed and delivered hereunder have been duly and validly authorized by all necessary corporate action on the part of the Purchaser Vendor and its shareholders and this Agreement constitutes a legal, the valid and binding obligation of the Purchaser and is Vendor enforceable against it the Vendor in accordance with its terms;.
Appears in 2 contracts
Samples: Asset Purchase Agreement (BBX Capital, Inc.), Asset Purchase Agreement
Authorization and Enforceability. The execution and delivery of this Agreement, Agreement and the completion of the transactions contemplated hereby, hereby have been duly and validly authorized by all necessary corporate action on the part of the Purchaser and this Agreement constitutes a legal, valid and binding obligation of the Purchaser and is enforceable against it in accordance with its terms, subject to all applicable corporate and securities laws and regulations;
Appears in 2 contracts
Samples: Share Purchase Agreement (Cryopak Industries Inc), Share Purchase Agreement (Cryopak Industries Inc)
Authorization and Enforceability. The execution execution, delivery and delivery performance of this Agreement, Agreement and the completion of the transactions transaction contemplated hereby, hereby have been duly and validly authorized by all necessary requisite corporate action on the part of the Purchaser and this Agreement constitutes a legal, valid and binding obligation of the Purchaser and is enforceable against it in accordance with its terms;behalf of
Appears in 2 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Synergy Resources Corp)
Authorization and Enforceability. The execution and delivery of this ---------------------------------- Agreement, and the completion of the transactions contemplated hereby, have been duly and validly authorized by all necessary corporate action on the part of the Purchaser and this Agreement constitutes a legal, valid and binding obligation of the Purchaser and is enforceable against it in accordance with its termsCompany;
Appears in 2 contracts
Samples: Merger Agreement (Gama Computer Corp), Merger Agreement (Gama Computer Corp)
Authorization and Enforceability. The execution and delivery of this Agreement, Agreement and the completion of the transactions contemplated hereby, all other agreements and instruments to be executed and delivered hereunder have been duly and validly authorized by all necessary corporate action on the part of Purchaser. This Agreement (assuming the Purchaser due authorization, execution and this Agreement delivery by the other parties hereto) constitutes a the legal, valid and binding obligation of the Purchaser and is enforceable against it Purchaser in accordance with its terms;.
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Authorization and Enforceability. The execution and delivery of this Agreement, This Agreement and the completion of the transactions contemplated hereby, Buyer Transaction Documents have been duly and validly authorized by all necessary requisite corporate action on the part of the Purchaser Buyer and this Agreement constitutes a legalhave been or at the Closing will be duly executed and delivered by, valid and binding obligation of are Enforceable against, the Purchaser and is enforceable against it in accordance with its terms;Buyer.
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Authorization and Enforceability. The execution and delivery of this Agreement, and the completion of the transactions contemplated hereby, have been duly and validly authorized by all necessary corporate action on the part of Utilipoint and the Purchaser and this Agreement constitutes a legal, valid and binding obligation of the Purchaser and is enforceable against it in accordance with its termsUtilipoint Shareholders;
Appears in 1 contract
Samples: Merger Agreement (Midas Medici Group Holdings, Inc.)
Authorization and Enforceability. The except as disclosed in this Agreement the execution and delivery of this Agreement, and the completion of the transactions contemplated hereby, have been duly and validly authorized by all necessary corporate action on the part of the Purchaser Vendors and this Agreement constitutes a legal, valid and binding obligation of each of the Purchaser Vendors and the Covenantors and is enforceable against it each of them in accordance with its terms;
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Authorization and Enforceability. The execution and delivery of this Agreement, and the completion of the transactions contemplated hereby, have been duly and validly authorized by all necessary corporate action actions on the part of the Purchaser Vendor and this Agreement constitutes a legal, valid and binding obligation of the Purchaser Vendor and is enforceable against it the Vendor in accordance with its terms;
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Authorization and Enforceability. The execution and delivery of this Agreement, and the completion of the transactions contemplated hereby, have been duly and validly authorized by all necessary action, corporate action or otherwise, on the part of the Purchaser Company Shareholders and this Agreement constitutes a legal, valid and binding obligation of the Purchaser Company ___ Shareholders and is enforceable against it the Company Shareholders in accordance with its terms;
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Authorization and Enforceability. The execution and delivery of this Agreement, and the completion of the transactions contemplated hereby, have This Agreement has been duly authorized, executed and validly authorized delivered by all necessary corporate action on the part of the Purchaser Purchaser, and this Agreement constitutes is a legal, valid and binding obligation agreement of the Purchaser and is Purchaser, enforceable against it in accordance with its terms;, subject to the Enforceability Limitations.
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Authorization and Enforceability. The execution and delivery of this Agreement, Agreement and the completion of the transactions contemplated hereby, all agreements and instruments to be executed and delivered hereunder have been duly and validly authorized by all necessary corporate action on the part of the Purchaser Vendor and this Agreement constitutes a legal, the valid and binding obligation of the Purchaser and is Vendor enforceable against it the Vendor in accordance with its terms;.
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Authorization and Enforceability. The execution and delivery of this Agreement, and the completion of the transactions contemplated hereby, have been duly and validly authorized by all necessary corporate action on the part of the Purchaser and this Agreement constitutes a legal, valid and binding obligation of the Purchaser and is enforceable against it in accordance with its termsPurchaser;
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Authorization and Enforceability. The execution execution, delivery and delivery performance of this Agreement, Agreement and the completion of the transactions contemplated hereby, hereby have been duly and validly authorized by all necessary corporate action on the part of Buyer. This Agreement has been duly executed and delivered by Buyer and constitutes the Purchaser and this Agreement constitutes a legal, valid and binding obligation of the Purchaser and is Buyer, enforceable against it in accordance with its terms;.
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Authorization and Enforceability. The execution and delivery of this Agreement, Agreement and the completion of the transactions contemplated hereby, all other agreements and instruments to be executed and delivered hereunder have been duly and validly authorized by all necessary corporate action on the part of the Purchaser and this Purchaser. This Agreement constitutes a legal, the valid and binding obligation of the Purchaser and is enforceable against it the Purchaser in accordance with its terms;, except as enforcement thereof may be limited by bankruptcy, insolvency and other laws affecting the rights of creditors generally and except that equitable remedies may be granted only in the discretion of a court of competent jurisdiction.
Appears in 1 contract
Samples: Share Purchase Agreement (Intrawest Resorts Holdings, Inc.)
Authorization and Enforceability. The execution execution, delivery and delivery performance of this AgreementAgreement (and all documents required to be executed and delivered by Xxxxxxxxx at Closing), and the completion consummation of the transactions contemplated herebyhereby and thereby, have been duly and validly authorized by all necessary corporate action on the part of the Purchaser and this Agreement constitutes a legal, valid and binding obligation of the Purchaser and is enforceable against it in accordance with its terms;Purchaser.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Forterra, Inc.)
Authorization and Enforceability. The execution execution, delivery and delivery performance of this Agreement, and the completion of the transactions contemplated hereby, Agreement have been duly and validly authorized by all necessary required corporate action proceedings taken on the part of the Purchaser. This Agreement constitutes, and the other instruments to be executed and delivered by the Purchaser, upon execution and delivery, will have been duly authorized, executed and delivered by the Purchaser and this Agreement constitutes a constitute the legal, valid and binding obligation obligations of the Purchaser and is Purchaser, enforceable against it the Purchaser in accordance with its their respective terms;.
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Authorization and Enforceability. The execution execution, delivery and delivery performance of this Agreement, and the completion of the transactions contemplated hereby, Agreement by Buyer have been duly and validly authorized by all necessary corporate action on the part of the Purchaser Buyer, and this Agreement has been duly executed and delivered by Buyer and constitutes a the legal, valid and binding obligation of the Purchaser and is Buyer, enforceable against it in accordance with its terms;.
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Authorization and Enforceability. The execution and delivery of this Agreement, and the completion of the transactions contemplated hereby, have been duly and validly authorized by all necessary corporate action on the part of the Purchaser and this Agreement constitutes a legal, valid and binding obligation of the Purchaser and is enforceable against it him in accordance with its terms;. Non-Merger and Survival
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Authorization and Enforceability. The execution and delivery of this Agreement, ; and the completion of the transactions transaction contemplated hereby, have been duly and validly authorized by all necessary corporate action on the part of the Purchaser Seller and this Agreement constitutes a legal, valid and binding obligation of the Purchaser Seller and is enforceable against it the Seller in accordance with its terms;
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Authorization and Enforceability. The execution and delivery of this Agreement, and the completion of the transactions contemplated hereby, have been duly and validly authorized by all necessary corporate action on the part of the Purchaser Vendor and this Agreement constitutes a legal, valid and binding obligation of the Purchaser Vendor and is enforceable against it the Vendor and the Shareholder in accordance with its terms;
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Authorization and Enforceability. The execution and delivery of this Agreement, Agreement and the completion of the transactions contemplated hereby, hereby have been duly and validly authorized by all necessary corporate action on the part of the Purchaser Purchasers and this Agreement constitutes a legal, valid and binding obligation of the Purchaser and is enforceable against it in accordance with its terms;
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Authorization and Enforceability. The execution and delivery of this Agreement, and the completion of the transactions transaction contemplated hereby, have been duly and validly authorized by all necessary corporate action on the part of the Purchaser Seller and this Agreement constitutes a legal, valid and binding obligation of the Purchaser Seller and is enforceable against it the Seller in accordance with its terms;
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