Authorization; Execution and Delivery; Binding Obligations. The execution, delivery and performance by each Expedia Party of each Transaction Document to which such Expedia Party is a party have been duly authorized by all necessary corporate action on the part of each such Expedia Party. Each Transaction Document has been duly executed and delivered by each Expedia Party a party hereto or thereto and, when executed and delivered by the other parties hereto or thereto, assuming due authorization, execution and delivery hereof by each Purchaser Party a party thereto, constitutes a legal, valid and binding obligation of each such Expedia Party, enforceable against each such Expedia Party in accordance with its terms, except as enforcement may be limited by general principles of equity, whether applied in a court of Law or a court of equity, and by applicable bankruptcy, insolvency and similar Law affecting creditors’ rights and remedies generally. Without limiting the generality of the foregoing, no approval by the shareholders of eLong or the shareholders of either Expedia Party is required in connection with the Transaction Documents, the performance by Expedia or its Affiliates of its obligations hereunder or thereunder, or the consummation by Expedia and its Affiliates of the transactions contemplated hereby or thereby.
Authorization; Execution and Delivery; Binding Obligations. Xxxx has all necessary corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution, delivery and performance of this Agreement by Xxxx have been duly authorized by all necessary corporate action on the part of Puyi. This Agreement has been, or prior to the Closing will be, duly executed and delivered by Xxxx, and when executed and delivered by Xxxx, assuming due authorization, execution and delivery by each Fanhua Party which is a counterparty to such agreement, constitute legal, valid and binding obligations of Puyi, enforceable against Puyi in accordance with their respective terms, except as enforcement may be limited by general principles of equity, whether applied in a court of Law or a court of equity, and by applicable bankruptcy, insolvency and similar Law affecting creditors’ rights and remedies generally. Without limiting the generality of the foregoing, no approval by the shareholders of Puyi is required in connection with this Agreement, the performance by Xxxx of its obligations hereunder, or the consummation by Xxxx of the transactions contemplated hereby including the issuance of the Puyi Exchange Shares to the Fanhua Parties.
Authorization; Execution and Delivery; Binding Obligations. The Fanhua Parties have all necessary corporate power and authority to execute and deliver this Agreement and to perform their obligations hereunder. The execution, delivery and performance of this Agreement by the Fanhua Parties have been duly authorized by all necessary corporate action on the part of each of the Fanhua Parties. This Agreement has been or prior to the Closing will be, duly executed and delivered by the relevant Fanhua Party, and, when executed and delivered by such Fanhua Party, assuming due authorization, execution and delivery by Xxxx, constitutes legal, valid and binding obligations of such Fanhua Party, enforceable against such Fanhua Party in accordance with its terms, except as enforcement may be limited by general principles of equity, whether applied in a court of Law or a court of equity, and by applicable bankruptcy, insolvency and similar Law affecting creditors’ rights and remedies generally.
Authorization; Execution and Delivery; Binding Obligations. This Agreement has been duly executed and delivered by the Seller and, when executed and delivered by the other parties hereto, assuming due authorization, execution and delivery by the Ctrip Parties, constitutes a legal, valid and binding obligation of the Seller, enforceable against the Seller in accordance with its terms, except as enforcement may be limited by general principles of equity, whether applied in a court of Law or a court of equity, and by applicable bankruptcy, insolvency and similar Law affecting creditors’ rights and remedies generally (the “Bankruptcy and Equity Exception”). Without limiting the generality of the foregoing, no approval by the shareholders of eLong is required in connection with this Agreement, the performance by the Seller of its obligations hereunder, or the consummation by the Seller of the transactions contemplated hereby.
Authorization; Execution and Delivery; Binding Obligations. The execution, delivery and performance of this Agreement by each of the Ctrip Parties have been duly authorized by all necessary corporate action on the part of the Purchaser. This Agreement has been duly executed and delivered by each of the Ctrip Parties and, when executed and delivered by the other parties hereto, assuming due authorization, execution and delivery by the Seller, constitutes a legal, valid and binding obligation of the Purchaser, enforceable against each of the Ctrip Parties in accordance with its terms, subject to the Bankruptcy and Equity Exception. Without limiting the generality of the foregoing, no approval by the shareholders of the Purchaser is required in connection with this Agreement, the performance by the Purchaser or its respective Affiliates of its obligations hereunder, or the consummation by the Purchaser and its respective Affiliates of the transactions contemplated hereby.
Authorization; Execution and Delivery; Binding Obligations. Ctrip has all necessary corporate power and authority to execute and deliver this Agreement and the Transaction Agreements and to perform its obligations hereunder and thereunder. The execution, delivery and performance of this Agreement and the Transaction Agreements by Ctrip have been duly authorized by all necessary corporate action on the part of Ctrip. This Agreement has been, and the Transaction Agreements have been, or prior to the Closing will be, duly executed and delivered by Ctrip, and when executed and delivered by Ctrip, assuming due authorization, execution and delivery by each Baidu Party which is a counterparty to such agreement, constitute legal, valid and binding obligations of Ctrip, enforceable against Ctrip in accordance with their respective terms, except as enforcement may be limited by general principles of equity, whether applied in a court of Law or a court of equity, and by applicable bankruptcy, insolvency and similar Law affecting creditors’ rights and remedies generally. Without limiting the generality of the foregoing, no approval by the shareholders of Ctrip is required in connection with this Agreement, any of the Transaction Agreements, the performance by Ctrip of its obligations hereunder or thereunder, or the consummation by Ctrip of the transactions contemplated hereby and thereby including the issuance of the Ctrip Exchange Shares to Baidu.
Authorization; Execution and Delivery; Binding Obligations. The Baidu Parties have all necessary corporate power and authority to execute and deliver this Agreement and the Transaction Agreements and to perform their obligations hereunder and thereunder. The execution, delivery and performance of this Agreement and the Transaction Agreements by the Baidu Parties have been duly authorized by all necessary corporate action on the part of each of the Baidu Parties. This Agreement has been, and the Transaction Agreements to which any Baidu Party is a party have been or prior to the Closing will be, duly executed and delivered by the relevant Baidu Party, and, when executed and delivered by such Baidu Party, assuming due authorization, execution and delivery by Ctrip, constitutes legal, valid and binding obligations of such Baidu Party, enforceable against such Baidu Party in accordance with its terms, except as enforcement may be limited by general principles of equity, whether applied in a court of Law or a court of equity, and by applicable bankruptcy, insolvency and similar Law affecting creditors’ rights and remedies generally. Without limiting the generality of the foregoing, no approval by the shareholders of any Baidu Party or Qunar is required in connection with this Agreement, any of the Transaction Agreements, the performance by the Baidu Parties of their obligations hereunder or thereunder, or the consummation by the Baidu Parties of the transactions contemplated hereby and thereby or the transfer of the Baidu Exchange Shares to Ctrip.
