Common use of AUTHORIZATION; NON-CONTRAVENTION; APPROVALS Clause in Contracts

AUTHORIZATION; NON-CONTRAVENTION; APPROVALS. (a) Each of PalEx and Newco has the full legal right, power and authority to enter into this Agreement and the Registration Rights Agreement and to consummate the transactions contemplated hereby and thereby. The execution, delivery and performance of this Agreement and the Registration Rights Agreement have been approved by the boards of directors of PalEx and Newco and PalEx, as the sole stockholder of Newco. No additional corporate proceedings on the part of PalEx or Newco are necessary to authorize the execution and delivery of this Agreement or the Registration Rights Agreement and the consummation by PalEx and Newco of the transactions contemplated hereby. This Agreement and the Registration Rights Agreement have been duly and validly executed and delivered by PalEx and Newco, and, assuming the due authorization, execution and delivery by the Company and the Stockholders, constitutes valid and binding agreements of PalEx and Newco, enforceable against PalEx and Newco in accordance with its terms.

AUTHORIZATION; NON-CONTRAVENTION; APPROVALS. (a) Each of PalEx and Newco has the full legal right, power and authority to enter into this Agreement and the Registration Rights Agreement and to consummate the transactions contemplated hereby and therebyhereby. The execution, delivery and performance of this Agreement and the Registration Rights Agreement have been approved by the boards of directors of PalEx and Newco and by PalEx, as the sole stockholder of Newco. No additional corporate proceedings on the part of PalEx or Newco are necessary to authorize the execution and delivery of this Agreement or the Registration Rights Agreement and the consummation by PalEx and Newco of the transactions contemplated hereby. This Agreement and the Registration Rights Agreement have has been duly and validly executed and delivered by PalEx and Newco, and, assuming the due authorization, execution and delivery by the Company Companies and the Stockholders, constitutes a valid and binding agreements agreement of PalEx and Newco, enforceable against PalEx and Newco in accordance with its terms.

AUTHORIZATION; NON-CONTRAVENTION; APPROVALS. (a) Each of PalEx PalEx, Newco NW and Newco SW has the full legal right, power and authority to enter into this Agreement and the Registration Rights Agreement and to consummate the transactions contemplated hereby and therebyhereby. The execution, delivery and performance of this Agreement and the Registration Rights Agreement have been approved by the boards of directors of PalEx PalEx, Newco NW and Newco SW and by PalEx, as the sole stockholder of NewcoNewco NW and Newco SW. No additional corporate proceedings on the part of PalEx PalEx, Newco NW or Newco Sw are necessary to authorize the execution and delivery of this Agreement or the Registration Rights Agreement and the consummation by PalEx PalEx, Newco NW and Newco SW of the transactions contemplated hereby. This Agreement and the Registration Rights Agreement have has been duly and validly executed and delivered by PalEx PalEx, Newco NW and NewcoNewco SW, and, assuming the due authorization, execution and delivery by the Company and the Stockholders, constitutes a valid and binding agreements agreement of PalEx PalEx, Newco NW and NewcoNewco SW, enforceable against PalEx PalEx, Newco NW and Newco SW in accordance with its terms.

AUTHORIZATION; NON-CONTRAVENTION; APPROVALS. (a) Each of PalEx and Newco has the full legal right, power and authority to enter into this Agreement and the Registration Rights Agreement and to consummate the transactions contemplated hereby and therebyhereby. The execution, delivery and performance of this Agreement and the Registration Rights Agreement have been approved by the boards of directors of PalEx and Newco and PalEx, as by the sole stockholder of Newco. No additional corporate proceedings on the part of PalEx or Newco are necessary to authorize the execution and delivery of this Agreement or the Registration Rights Agreement and the consummation by PalEx and Newco of the transactions contemplated hereby. This Agreement and the Registration Rights Agreement have has been duly and validly executed and delivered by PalEx and Newco, and, assuming the due authorization, execution and delivery by the Company and the Stockholders, constitutes a valid and binding agreements agreement of PalEx and Newco, enforceable against PalEx and Newco in accordance with its terms.

AUTHORIZATION; NON-CONTRAVENTION; APPROVALS. (a) Each of PalEx and Newco has the full legal right, power and authority to enter into this Agreement and the Registration Rights Agreement and to consummate the transactions contemplated hereby and therebyhereby. The execution, delivery and performance of this Agreement and the Registration Rights Agreement have been approved by the boards of directors of PalEx and Newco and PalEx, as the sole stockholder of Newco. No additional corporate proceedings on the part of PalEx or Newco are necessary to authorize the execution and delivery of this Agreement or the Registration Rights Agreement and the consummation by PalEx and Newco of the transactions contemplated hereby. This Agreement and the Registration Rights Agreement have has been duly and validly executed and delivered by PalEx and Newco, and, assuming the due authorization, execution and delivery by the Company and the StockholdersSeller, constitutes a valid and binding agreements agreement of PalEx and Newco, enforceable against PalEx and Newco in accordance with its terms.