Authorization of Contemplated Transactions. Buyer has full power and authority to execute and deliver this Agreement and the Ancillary Agreements to which it is a party and to perform its obligations hereunder and thereunder. This Agreement constitutes the valid and legally binding obligation of Buyer, enforceable against it in accordance with the terms of this Agreement, except as enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar Laws affecting the rights of creditors generally and the availability of equitable remedies. Upon the execution and delivery by Buyer of each Ancillary Agreement to which it is a party, such Ancillary Agreement will constitute the valid and legally binding obligation of Buyer, enforceable against it in accordance with the terms of such Ancillary Agreement, except as enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar Laws affecting the rights of creditors generally and the availability of equitable remedies. Except as required to comply with applicable federal and state securities Laws and as set forth in this Agreement, Buyer is not required to give any notice to, make any filing with, or obtain any Consent of any Governmental Body in order to consummate the transactions contemplated by this Agreement or the Ancillary Agreements to which Buyer is a party. The execution, delivery and performance of this Agreement and each Ancillary Agreement to which Buyer is a party have been duly authorized by Buyer.
Authorization of Contemplated Transactions. BHB has full power, authority and legal capacity to execute and deliver this Agreement and the Ancillary Agreements to which it is a party and to perform its obligations hereunder and thereunder. The execution and delivery by BHB of this Agreement and the Ancillary Agreements to which it is a party and the performance by BHB of the transactions contemplated hereby and thereby have been duly approved by all requisite limited liability company action of BHB. This Agreement constitutes the valid and legally binding obligation of BHB, enforceable against it in accordance with the terms of this Agreement, except as enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar Laws affecting the rights of creditors generally and the availability of equitable remedies. Upon the execution and delivery by BHB of each Ancillary Agreement to which it is a party, such Ancillary Agreement will constitute the valid and legally binding obligation of BHB, enforceable against it in accordance with the terms of such Ancillary Agreement, except as enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar Laws affecting the rights of creditors generally and the availability of equitable remedies.
Authorization of Contemplated Transactions. WVAWC shall have obtained all necessary corporate approvals to consummate the contemplated transactions, including the approval of its Board of Directors.
Authorization of Contemplated Transactions. The Seller and each of the Members (other than individuals) has all requisite corporate (with respect to River Signature, Inc.) or limited liability company power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution and delivery by the Seller and Members of this Agreement and the consummation by the Seller and Members of the Contemplated Transactions have been duly and validly authorized by all necessary corporate (with respect to River Signature, Inc.) or limited liability company action on the part of the Seller, including the approval of the holders of all of the issued and outstanding Seller Equity. This Agreement has been duly and validly executed and delivered by the Seller and the Members and constitutes a valid and binding obligation of the Seller and the Members, enforceable against the Seller and the Members in accordance with its terms and conditions, except to the extent such enforceability is subject to the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or other law affecting or relating to creditors’ rights generally and general principles of equity (regardless of whether such enforceability is considered in a Proceeding in equity or at law).
Authorization of Contemplated Transactions. Each of the Buyer and the Parent has all requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution and delivery by the Buyer and Parent of this Agreement and the consummation by the Buyer and Parent of the Contemplated Transactions contemplated hereby have been duly and validly authorized by all necessary corporate action on the part of the Buyer and Parent, as the case may be. This Agreement has been duly and validly executed and delivered by the Buyer and Parent and constitutes a valid and binding obligation of each, enforceable against them in accordance with its terms and conditions, except to the extent such enforceability is subject to the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or other law affecting or relating to creditors’ rights generally and general principles of equity (regardless of whether such enforceability is considered in a Proceeding in equity or at law).
Authorization of Contemplated Transactions. Illinois-American shall have obtained all necessary corporate approvals to consummate the Contemplated Transactions, including, but not limited to the approval of its Board of Directors;
Authorization of Contemplated Transactions. Buyer shall have obtained by March 31, 2023 all necessary corporate approvals to consummate the Contemplated Transactions, including but not limited to the approval of its Board of Directors;
Authorization of Contemplated Transactions. Missouri-American shall have obtained all necessary corporate approvals to consummate the Contemplated Transactions, including, but not limited to the approval of its Board of Directors;
