Authorization and Enforceability. The execution, delivery and performance of this Agreement, and the transaction contemplated hereby, have been duly and validly authorized by all necessary action on the part of Buyer. This Agreement constitutes the valid and binding obligation of Buyer, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other similar laws affecting the rights and remedies of creditors generally as well as to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Amazing Energy Oil & Gas, Co.), Purchase and Sale Agreement (Amazing Energy Oil & Gas, Co.)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, hereby have been duly and validly authorized by all necessary requisite action on the part of BuyerSeller’s and Shareholder’s part. This Agreement constitutes the each of Seller’s and Shareholder’s legal, valid and binding obligation of Buyerobligation, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 2 contracts
Samples: Asset Purchase Agreement (Rio Vista Energy Partners Lp), Asset Purchase Agreement (Penn Octane Corp)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, and the transaction contemplated hereby, have This Agreement has been duly authorized, executed and validly authorized delivered by all necessary action on the part Purchase and constitutes x xxxxx xxd legally binding agreement of Buyer. This Agreement constitutes the valid and binding obligation of BuyerPurchaser, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy terms, subject to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or other similar laws affecting the creditors’ rights and remedies of creditors generally as well as to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law)equitable principles.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Maui General Store Inc), Stock Purchase Agreement (Maui General Store Inc)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction contemplated hereby, this Transaction have been duly and validly authorized by all necessary requisite action on the part behalf of Buyer. This Agreement constitutes the and all other documents executed by Buyer in connection with this Transaction constitute Buyer’s legal, valid and binding obligation of Buyerobligations, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other their respective terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally and equitable principles which may limit the availability of certain equitable remedies (such as well as to general principles of equity (regardless of whether such enforceability is considered specific performance) in a proceeding in equity or at law)certain instances.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Arete Industries Inc), Purchase and Sale Agreement (Arete Industries Inc)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction contemplated hereby, this Transaction have been duly and validly authorized by all necessary requisite action on the part behalf of Buyer. This Agreement and each other document executed by Buyer in connection with this Transaction constitutes the Buyer's legal, valid and binding obligation of Buyerobligation, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other their respective terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally and equitable principles which may limit the availability of certain equitable remedies (such as well as to general principles of equity (regardless of whether such enforceability is considered specific performance) in a proceeding in equity or at law)certain instances.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Petroleum Development Corp), Purchase and Sale Agreement (Petroleum Development Corp)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, hereby have been duly and validly authorized by all necessary requisite action on of the part of BuyerPurchaser and its parent, if any. This Agreement constitutes the legal, valid and binding obligation of Buyerthe Purchaser, and is enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally generally, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 2 contracts
Samples: Securities Purchase Agreement (Chaparral Energy, Inc.), Stock Purchase Agreement (El Paso Production Holding Co)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction contemplated hereby, this Transaction have been duly and validly authorized by all necessary requisite action on the part behalf of Buyer. This Agreement constitutes the Buyer’s legal, valid and binding obligation of Buyerobligation, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Ausam Energy Corp), Purchase and Sale Agreement (Ausam Energy Corp)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, hereby have been duly and validly authorized by all necessary requisite limited liability company action on the part of Buyerits part. This Agreement constitutes the constitutes, and all agreements and instruments delivered by it pursuant hereto, constitute legal, valid and binding obligation of Buyerobligations upon it, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or their respective terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 2 contracts
Samples: Asset Purchase Agreement (CNX Gas CORP), Asset Purchase Agreement (CNX Gas CORP)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, hereby have been duly and validly authorized by all necessary requisite action on of the part of BuyerPurchaser. This Agreement constitutes the legal, valid and binding obligation of Buyerthe Purchaser, and is enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally generally, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 2 contracts
Samples: Securities Purchase Agreement (Petro River Oil Corp.), Securities Purchase Agreement (Petro River Oil Corp.)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, hereby have been duly and validly authorized by all necessary requisite limited liability company action on the part of Buyerits part. This Agreement constitutes constitutes, and all agreements and instruments delivered by it pursuant hereto constitute, the legal, valid and binding obligation obligations of Buyerit, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or their respective terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 2 contracts
Samples: Asset Purchase Agreement (CNX Gas CORP), Asset Purchase Agreement (CNX Gas CORP)
Authorization and Enforceability. The executionThis Agreement has been duly authorized, delivery and performance of this Agreementexecuted, and delivered by Purchaser, and, to the transaction contemplated herebybest of Purchaser's knowledge, have been duly and validly authorized by all necessary action on the part of Buyer. This Agreement constitutes the valid legal, valid, and binding obligation of BuyerPurchaser, and is enforceable against Purchaser in accordance with its terms terms, except as to the extent such enforceability may be limited by applicable bankruptcy bankruptcy, reorganization, insolvency, or other similar laws affecting of general applicability governing the enforcement of the rights and remedies of creditors generally as well as to or by the general principles of equity (regardless of whether such enforceability is considered in a proceeding at law or in equity or at lawequity).
Appears in 2 contracts
Samples: Asset Purchase Agreement (NHP Retirement Housing Partners I LTD Partnership), Asset Purchase Agreement (Capital Senior Living Corp)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, hereby have been duly and validly authorized by all necessary requisite action on the part of Buyerits part. This Agreement constitutes constitutes, and all agreements and instruments delivered by it pursuant hereto constitute, the legal, valid and binding obligation obligations of Buyerit, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or their respective terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 2 contracts
Samples: Asset Exchange Agreement (CNX Gas CORP), Asset Purchase Agreement (CNX Gas CORP)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, hereby have been duly and validly authorized by all necessary requisite corporate action on the part of Buyerits part. This Agreement constitutes the constitutes, and all agreements and instruments delivered by it pursuant hereto, constitute legal, valid and binding obligation of Buyerobligations upon it, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or their respective terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction contemplated hereby, Transaction have been duly and validly authorized by all necessary requisite action on the part behalf of Buyer. This Agreement constitutes the Buyer's legal, valid and binding obligation of Buyerobligation, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, by this Agreement have been duly and validly authorized by all necessary requisite corporate action on the part behalf of Buyer. This Agreement constitutes the Buyer’s legal, valid and binding obligation of Buyerobligation, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Authorization and Enforceability. The execution, delivery and performance of this Agreement, and the transaction contemplated hereby, Agreement by Buyer have been duly and validly authorized by all necessary requisite action on the part of Buyer. This , and this Agreement constitutes the valid and all other agreements, instruments and documents referred to herein or contemplated hereby and executed by Buyer constitute valid, binding obligation and enforceable obligations of Buyer, enforceable Buyer in accordance with its terms except as such enforceability may be limited by applicable bankruptcy their terms, subject to the enforcement of involuntary bankruptcy, insolvency, reorganization and other laws of general applicability relating to or other similar laws affecting the rights creditors rights' and remedies of creditors generally as well as to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law)equitable principles.
Appears in 1 contract
Samples: Stock Purchase Agreement (Walnut Financial Services Inc)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement (and the transaction contemplated hereby, have been that of any agreement executed by Seller pursuant hereto) is duly and validly authorized by all necessary action on the part of Buyer. This authorized, and this Agreement has been duly executed and delivered and constitutes the legal, valid and binding obligation of BuyerSeller, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Samples: Purchase and Sale Agreement (PetroHunter Energy Corp)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, the payment of the Purchase Price and the transaction other transactions contemplated hereby, hereby have been duly and validly authorized by all necessary requisite action on the part behalf of Buyer and this Agreement has been duly executed and delivered by Buyer. This Agreement constitutes the legal, valid and binding obligation of Buyer, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (Plains Exploration & Production Co)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, hereby have been duly and validly authorized by all necessary action on requisite actions of the part of BuyerSeller. This Agreement constitutes the legal, valid and binding obligation of Buyerthe Seller, and is enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Samples: Stock Purchase Agreement (Questar Market Resources Inc)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement (and the transaction contemplated hereby, have been that of any agreement executed by Seller pursuant hereto) is duly and validly authorized by all necessary requisite corporate action on the part behalf of Buyer. This Agreement Seller, has been duly executed and delivered and constitutes the legal, valid and binding obligation of BuyerSeller, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Authorization and Enforceability. The execution, delivery and performance of this Agreement, and the transaction contemplated hereby, have Agreement by Buyer has been duly and validly authorized by all necessary corporate action on the part of Buyer. This Agreement , and constitutes the a legal, valid and binding obligation of Buyer, Buyer enforceable against Buyer in accordance with its terms terms, except as such enforceability may be limited by by: (i) applicable bankruptcy bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally; and remedies of creditors generally as well as to (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction contemplated hereby, Transaction have been duly and validly authorized by all necessary requisite company action on the part behalf of Buyer. This Agreement constitutes the Buyer’s legal, valid and binding obligation of Buyerobligation, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).. 11
Appears in 1 contract
Samples: Purchase and Sale Agreement (CorEnergy Infrastructure Trust, Inc.)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, and the transaction contemplated hereby, have been duly and validly authorized by all necessary action on the part of BuyerPurchaser. This Agreement constitutes the valid and binding obligation of BuyerPurchaser, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other similar laws affecting the rights and remedies of creditors generally as well as to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Samples: Purchase and Sale Agreement (Inform Worldwide Holdings Inc)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction contemplated hereby, Transaction have been duly and validly authorized by all necessary requisite action on the part behalf of Buyer. This Agreement constitutes the Buyer’s legal, valid and binding obligation of Buyerobligation, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Samples: Purchase and Sale Agreement (Viking Energy Group, Inc.)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, hereby have been duly and validly authorized by all necessary requisite corporate action on the part of Buyer's part. This Agreement constitutes the Buyer's legal, valid and binding obligation of Buyerobligation, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Samples: Purchase and Sale Agreement (Kansas City Power & Light Co)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, and the transaction contemplated hereby, Agreement have been duly and validly authorized by all necessary requisite corporate action on the part of Buyerin its part. This Agreement constitutes the legal, valid and binding obligation of Buyer, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, hereby have been duly and validly authorized by all necessary requisite action on of the part of BuyerPurchaser and Questar Corporation. This Agreement constitutes the legal, valid and binding obligation of Buyerthe Purchaser, and is enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Samples: Stock Purchase Agreement (Questar Market Resources Inc)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, and the transaction contemplated hereby, Agreement have been duly and validly authorized by all necessary requisite corporate action on the part of Buyerits part. This Agreement constitutes the legal, valid and binding obligation of Buyer, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction contemplated hereby, Transaction have been duly and validly authorized by all necessary requisite corporate action on the part behalf of Buyer. This Agreement constitutes the Buyer’s legal, valid and binding obligation of Buyerobligation, enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or other terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Samples: Purchase and Sale Agreement (Western Gas Partners LP)
Authorization and Enforceability. The execution, delivery and performance of this Agreement, Agreement and the transaction transactions contemplated hereby, hereby and the Agreements attached as Exhibits B and C hereto have been duly and validly authorized by all necessary requisite action on of the part of BuyerPurchaser. This Agreement constitutes These Agreements constitute the legal, valid and binding obligation of Buyerthe Purchaser, are enforceable in accordance with its terms except as such enforceability may be limited by applicable bankruptcy or terms, subject, however, to the effects of bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting for the rights and remedies protection of creditors generally creditors, as well as to general principles of equity (equity, regardless of whether such enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Teton Petroleum Co)