Common use of Authorization and Validity of Agreements Clause in Contracts

Authorization and Validity of Agreements. The Stockholders have the legal capacity, right, power, and authority to enter into this Agreement and the Consulting and Noncompetition Agreements. The Seller has the full right, power and authority to execute, acknowledge, seal and deliver this Agreement and to perform the transactions contemplated by this Agreement. The execution, acknowledgment, sealing and delivery of this Agreement by the Seller and the performance by the Seller of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate and stockholder action. This Agreement has been duly executed, acknowledged, sealed and delivered by the Seller and is the legal, valid and binding obligation of the Seller and enforceable against the Seller in accordance with its terms. The Consulting and Noncompetition Agreements, when executed, acknowledged, sealed and delivered by the Seller, will be the legal, valid and binding obligation of the Seller, enforceable against the Seller, in accordance with its terms, except in each case as such enforceability may be limited by general principles of equity, bankruptcy, insolvency, moratorium and similar laws relating to creditors rights generally.

Authorization and Validity of Agreements. The Stockholders have the legal capacity, right, power, power and authority to enter into this Agreement and the Consulting and Noncompetition Agreements. The Seller has the full right, power and authority to execute, acknowledge, seal and deliver this Agreement and to perform the transactions contemplated by this Agreement. The execution, acknowledgment, sealing and delivery of this Agreement by the Seller and the performance by the Seller of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate and stockholder action. This Agreement has been duly executed, acknowledged, sealed and delivered by the Seller and is the legal, valid and binding obligation of the Seller and Seller, enforceable against the Seller in accordance with its terms. The Consulting and Noncompetition Agreements, when executed, acknowledged, sealed and delivered by the Seller, will be the Agreements are legal, valid and binding obligation obligations of each of the SellerStockholders, enforceable against each of the Seller, Stockholders in accordance with its terms, except in each case as such enforceability may be limited by general principles of equity, bankruptcy, insolvency, moratorium and similar laws relating to creditors creditors' rights generally.

Authorization and Validity of Agreements. The Stockholders Seller and the Stockholder have the legal capacity, right, power, and authority to enter into this Agreement and the Consulting and Noncompetition Agreements. The Seller has the full right, power and authority to execute, acknowledge, seal and deliver this Agreement and to perform the transactions contemplated by this Agreement. The execution, acknowledgment, sealing and delivery of this Agreement by the Seller and the Stockholder and the performance by the Seller and the Stockholder of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate and stockholder action. This Agreement has been duly executed, acknowledged, sealed and delivered by the Seller and the Stockholder and is the legal, valid and binding obligation of the Seller and the Stockholder, enforceable against the Seller and the Stockholder in accordance with its terms. The Consulting and Noncompetition AgreementsAgreement, when executed, acknowledged, sealed and delivered by the SellerSeller and the Stockholder, will be the legal, valid and binding obligation of the SellerSeller and of the Stockholder, respectively, enforceable against the SellerSeller and against the Stockholder, respectively, in accordance with its terms, except in each case as such enforceability may be limited by general principles of equity, bankruptcy, insolvency, moratorium and similar laws relating to creditors rights generally.