Authorization of Agreement; No Conflicts. 3.4.1 The execution and delivery of this Agreement and the Merger Agreement by Tehama, and the consummation of the transactions contemplated hereby and thereby, have been duly authorized by all necessary corporate action on the part of Tehama, subject only to the approval of this Agreement, the Merger Agreement and the Merger by Tehama's shareholders. This Agreement has been duly executed and delivered by Tehama and constitutes a legal, valid and binding obligation of Tehama, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles. The Merger Agreement, upon the receipt of all Requisite Regulatory Approvals and the due execution and filing of such Merger Agreement in accordance with the applicable provisions of the California Corporations Code, will constitute a legal, valid and binding obligation of Tehama, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles.
Authorization of Agreement; No Conflicts. 3.4.1 The execution and delivery of this Agreement and the Merger Agreement by Legacy, and the consummation of the transactions contemplated hereby and thereby, have been duly authorized by all necessary corporate action on the part of Legacy, subject only to the approval of this Agreement, the Merger Agreement and the Merger by Legacy's shareholders. This Agreement has been duly executed and delivered by Legacy and constitutes a legal, valid and binding obligation of Legacy, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, liquidation, receivership, conservatorship, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles and by Section 8(b)(6)(D) of the Federal Deposit Insurance Act, 12 U.S.C. Section 1818(b)(6)(D). The Merger Agreement, upon the receipt of all Requisite Regulatory Approvals and the due execution and filing of such Merger Agreement in accordance with the applicable provisions of the California Corporations Code and the California Financial Code, will constitute a legal, valid and binding obligation of Legacy, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, liquidation, receivership, conservatorship, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles and by Section 8(b)(6)(D) of the Federal Deposit Insurance Act, 12 U.S.C. Section 1818(b)(6)(D).
Authorization of Agreement; No Conflicts. The execution and delivery by Buyer of this Agreement and the performance by Buyer of its obligations hereunder have been duly authorized by all requisite corporate action on the part of Buyer and will not violate any provision of law, any order of any court or other agency of government, the organizational document or by-laws of Buyer, or any provision of any indenture, agreement or other instrument to which it is a party or by which it or any of its properties is bound or conflict with, result in a breach of or constitute (with due notice or lapse of time or both) a default under any such indenture, agreement or other instrument, or result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any of the properties of assets of Buyer. SECTION 4.03.
Authorization of Agreement; No Conflicts. 3.3.1 The execution and delivery of this Agreement by Seller and the consummation of the transactions contemplated hereby have been dully authorized by all necessary corporate action on the part of' Seller. This Agreement has been duly executed and delivered by Seller and constitutes a valid and binding obligation of Seller, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of banks generally and by general equitable principles.
Authorization of Agreement; No Conflicts. 4.4.1 The execution and delivery of this Agreement and the Merger Agreement and the consummation of the transactions contemplated hereby and thereby have been duly authorized by all necessary corporate action on the part of Humboldt, subject only to the approval of this Agreement and the Merger Agreement by
Authorization of Agreement; No Conflicts. (a) The execution and delivery of this Agreement by CU and the consummation of the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of CU. This Agreement has been duly executed and delivered by CU and constitutes a valid and binding obligation of CU, enforceable in accordance with its terms.
Authorization of Agreement; No Conflicts. (a) The execution and delivery of this Agreement by Home and the consummation of the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of Home. This Agreement has been duly executed and delivered by Home and constitutes a valid and binding obligation of Home, enforceable in accordance with its terms.
Authorization of Agreement; No Conflicts. 3.4.1 The execution and delivery of this Agreement and each Related Agreement to which it is a party by each of CNA Financial and CNA have been duly authorized by all necessary corporate action on the part of CNA Financial and CNA respectively. The consummation of the transactions contemplated hereby and by each of the Related Agreements to which it is a party have been duly authorized by all necessary corporate action on the part of each of CNA Financial and CNA. This Agreement has been duly executed and delivered by each of CNA Financial and CNA and, subject to the receipt of all Requisite Regulatory Approvals, will constitute a legal, valid and binding obligation of CNA Financial and CNA, respectively, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, liquidation, receivership, conservatorship, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles and by Section 8(b)(6)(D) of the Federal Deposit Insurance Act, 12 U.S.C. Section 1818(b)(6)(D). The Articles of Merger, upon the receipt of all Requisite Regulatory Approvals and the due execution and filing of such Articles of Merger in accordance with the applicable provisions of the Nevada Revised Statutes, will constitute a legal, valid and binding obligation of CNA, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, liquidation, receivership, conservatorship, insolvency, moratorium or other similar laws affecting the rights of creditors generally or by general equitable principles. At or before the Closing, the License Agreement will be duly executed and delivered by CNA Financial or one of its Affiliates and will constitute a legal, valid and binding obligation of CNA Financial or one of its Affiliates, enforceable in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, liquidation, receivership, conservatorship, insolvency, moratorium or other similar laws affecting the rights of creditors generally and by general equitable principles.
Authorization of Agreement; No Conflicts. (a) Fox Health has all requisite corporate power and authority to execute and deliver this Agreement, and to perform its respective obligations hereunder. The execution, delivery and performance by Fox Health of this Agreement, have been duly authorized by all necessary corporate action on the part of Fox Health. This Agreement has been duly and validly executed and delivered by Fox Health (to the extent necessary) and (assuming the due authorization, execution and delivery by the other parties hereto) this Agreement constitutes a legal, valid and binding obligation of Fox Health, enforceable against Fox Health in accordance with its respective terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Authorization of Agreement; No Conflicts. (a) Each of Fox Corp and the Subsidiaries has all requisite corporate power and authority to execute and deliver this Agreement, and to perform its respective obligations hereunder. The execution, delivery and performance by each of Fox Corp and the Subsidiaries of this Agreement have been duly authorized by all necessary corporate action on the part of each of Fox Corp and the Subsidiaries, respectively. This Agreement has been duly and validly executed and delivered by each of Fox Corp and the Subsidiaries and (assuming the due authorization, execution and delivery by the other parties hereto and thereto) this Agreement constitutes a legal, valid and binding obligation of each of Fox Corp and the Subsidiaries, enforceable in accordance with its terms, subject to approval by the Bankruptcy Court.
