Authorization of the Guarantees. The Guarantees are in the form contemplated by the Indenture, have been duly authorized for issuance and sale pursuant to this Agreement and the Indenture and, at the Closing Date, will have been duly executed by the Guarantor and, when the Notes have been authenticated in the manner provided for in the Indenture and duly endorsed, will constitute a valid and binding obligation of the Guarantor, enforceable in accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles, and will be entitled to the benefits of the Indenture.
Appears in 2 contracts
Samples: Underwriting Agreement (Syngenta Ag), Underwriting Agreement (Syngenta Finance N.V.)
Authorization of the Guarantees. The Guarantees are in the form contemplated by the Indenture, have been duly authorized for issuance and sale pursuant to this Agreement and the Indenture and, at the Closing DateTime, will have been duly executed by the each Guarantor and, when the Notes have been authenticated are authenticated, issued and delivered in the manner provided for in the Indenture and duly endorseddelivered against payment of the purchase price therefor as provided in this Agreement, will constitute a valid and binding obligation obligations of the GuarantorGuarantors, enforceable against the Guarantors in accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvencyinsolvency (including, without limitation, all laws relating to fraudulent transfer, transfers) reorganization, moratorium or other similar laws relating affecting enforcement of creditors' rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or affecting the rights and remedies of creditors or by general equitable principlesat law), and will be in the form contemplated by, and entitled to the benefits of of, the Indenture.
Appears in 1 contract
Samples: Purchase Agreement (General Cable Texas Operations Lp)
Authorization of the Guarantees. The Each of the Guarantees are is in the form contemplated by the Indenture, have has been duly authorized for issuance and sale pursuant to this Agreement and the Indenture and, at the Closing Date, will have been duly executed by the such Guarantor and, when the Notes have been are authenticated in the manner provided for in the Indenture and duly endorseddelivered against payment of the purchase price for the Notes, will constitute a valid and binding obligation of the such Guarantor, enforceable in accordance with their its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles, and will be entitled to the benefits of the Indenture.
Appears in 1 contract
Samples: Underwriting Agreement (Airgas Inc)