Common use of Authorization; Binding Effect Clause in Contracts

Authorization; Binding Effect. The execution and delivery by Buyer of this Agreement and the performance by Buyer of its obligations hereunder and the consummation by Buyer of the transactions contemplated hereby have been duly authorized by all necessary action on the part of Buyer. This Agreement has been duly executed and delivered by a duly authorized officer of Buyer and constitutes the valid and legally binding obligation of Buyer enforceable against Buyer in accordance with its terms.

Authorization; Binding Effect. The execution (a) Buyer has all necessary power and delivery by Buyer of authority to execute and deliver this Agreement and the performance by Buyer of to perform its obligations hereunder and the consummation by Buyer of the transactions contemplated hereby have been duly authorized by all necessary action on the part of Buyer. under this Agreement. (b) This Agreement has been duly authorized, by all necessary action of Buyer and, when and as executed and delivered by a duly authorized officer of Buyer and constitutes Buyer, shall constitute the valid and legally binding obligation agreement of Buyer Buyer, enforceable against Buyer in accordance with its terms.

Authorization; Binding Effect. The execution and delivery by Buyer of this Agreement and the performance by Buyer of its obligations hereunder and the consummation by Buyer of the transactions contemplated hereby have been duly authorized by all necessary action on the part of Buyer. This Agreement has been duly executed and delivered by a duly authorized officer of Buyer Sellers and constitutes the valid and legally binding obligation of Buyer enforceable against Buyer Sellers in accordance with its terms.

Authorization; Binding Effect. The execution Buyer has full power and delivery by Buyer of authority to execute and deliver this Agreement and the performance by Buyer of Agreement, to perform fully his, her or its obligations hereunder hereunder, and the consummation by Buyer of to consummate the transactions contemplated hereby have been duly authorized by all necessary action on the part of Buyerhereby. This Agreement The Buyer has been duly executed and delivered by a duly authorized officer of Buyer and this Agreement. This Agreement constitutes the legal, valid and legally binding obligation obligations of the Buyer enforceable against the Buyer in accordance with its terms.

Authorization; Binding Effect. The execution and delivery by PARENT and Buyer of this Agreement and the performance by Buyer of its obligations hereunder Agreement, and the consummation by PARENT and Buyer of the transactions contemplated hereby by this Agreement with respect to each and the performance by PARENT and Buyer of their respective obligations under this Agreement have been duly and validly authorized by all necessary corporate action on the part of PARENT and Buyer. This Agreement has been duly executed and delivered by a duly authorized officer of PARENT and Buyer and constitutes the a legal, valid and legally binding obligation of Buyer PARENT and Buyer, as they relate to each, enforceable against Buyer it in accordance with its terms.

Authorization; Binding Effect. The execution execution, delivery and delivery performance by the Buyer of this Agreement and the performance by Buyer of its obligations hereunder and the consummation by Buyer of the transactions contemplated hereby are within the powers of the Buyer and have been duly authorized by all necessary action on the part of the Buyer. This Agreement has been duly executed constitutes a valid and delivered by a duly authorized officer of binding agreement upon the Buyer and constitutes the valid and legally binding obligation of Buyer is enforceable against the Buyer in accordance with its terms.

Authorization; Binding Effect. The execution and delivery by Buyer of this Agreement and the performance by Buyer of its obligations hereunder and the consummation by Buyer of the transactions contemplated hereby have has been duly authorized by all necessary corporate action on to execute, deliver, perform and consummate the part of Buyertransactions contemplated in this Agreement. This Agreement has been duly executed constitutes a valid and delivered by a duly authorized officer of binding agreement upon the Buyer and constitutes the valid and legally binding obligation of Buyer is enforceable against the Buyer in accordance with its terms.

Authorization; Binding Effect. The execution and delivery by Buyer of this Agreement and the agreements contemplated thereby, and the performance by Buyer of its obligations hereunder and the consummation by Buyer of the transactions contemplated hereby thereunder, have been duly and validly authorized by all necessary corporate action on the part of Buyer, including all requisite board of directors approval. This Agreement has been duly and validly executed and delivered by a duly authorized officer of Buyer and, upon the execution and constitutes delivery thereof by Seller, will constitute the legal, valid and legally binding obligation obligations of Buyer enforceable against Buyer it in accordance with its terms.

Authorization; Binding Effect. The execution and delivery by Buyer of this Agreement and the performance by Buyer of its obligations hereunder and the consummation by Buyer of the transactions contemplated hereby have been duly authorized by all necessary action on the part of Buyer. This Agreement has been duly and validly executed and delivered by a duly authorized officer of Buyer Seller and, upon the execution and constitutes delivery thereof by the Buyer, will constitute the Legal, valid and legally binding obligation obligations of Buyer Seller enforceable against Buyer it in accordance with its terms.

Authorization; Binding Effect. Buyer has full corporate power and all necessary authorizations to enter into this Agreement. The execution execution, delivery and delivery by Buyer performance of this Agreement and the performance by Buyer of its obligations hereunder and the consummation by Buyer of the transactions contemplated hereby have has been duly and validly authorized by all necessary corporate action on the part of BuyerBuyer and will not violate any provisions of its Articles of Incorporation or By-laws. This Agreement has been duly executed and delivered by a duly authorized officer of Buyer and constitutes the valid and legally binding obligation of Buyer Buyer, enforceable against Buyer in accordance with its terms.

Authorization; Binding Effect. The execution and delivery by Buyer of this Agreement and the agreements contemplated thereby, and the performance by Buyer of its obligations hereunder and the consummation by Buyer of the transactions contemplated hereby thereunder, have been duly and validly authorized by all necessary corporate action on the part of Buyer. This Agreement has and the agreements contemplated hereby have been (or prior to the Closing will be) duly and validly executed and delivered by a duly authorized officer of Buyer and, upon the execution and constitutes delivery thereof by Seller, will constitute the legal, valid and legally binding obligation obligations of Buyer enforceable against Buyer it in accordance with its terms.

Authorization; Binding Effect. The execution execution, delivery and delivery by Buyer performance of this Agreement and the performance by Buyer of its obligations hereunder and the consummation by Buyer it of the transactions contemplated hereby hereby, have been duly authorized approved by all necessary corporate action on the part of Buyer. This Agreement has been duly executed and delivered by a duly authorized officer of Buyer and this Agreement constitutes the legal, valid and legally binding obligation of Buyer enforceable against Buyer in accordance with its terms.