Authorization of the Indenture. The Indenture has been duly authorized by the Company and the Guarantor, duly qualified under the 1939 Act and duly executed and delivered by the Company and the Guarantor. The Indenture constitutes a valid and binding agreement of the Company and the Guarantor, enforceable against the Company and the Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 4 contracts
Samples: Underwriting Agreement (Weatherford International LTD), Underwriting Agreement (Weatherford International LTD), Underwriting Agreement (Weatherford International LTD)
Authorization of the Indenture. The Indenture has been duly authorized by the Company and the Guarantor, Parent Guarantor and duly qualified under the 1939 Act and duly Trust Indenture Act, has been validly executed and delivered by the Company Company, and the Guarantor. The Indenture constitutes a valid and binding agreement of the Company and the Parent Guarantor, enforceable against the Company and the Parent Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 3 contracts
Samples: Underwriting Agreement (H&r Block Inc), Underwriting Agreement (H&r Block Inc), Underwriting Agreement (H&r Block Inc)
Authorization of the Indenture. The Indenture has been ------------------------------ duly authorized by the Company and the GuarantorSubsidiary Guarantors and, duly qualified under the 1939 Act and duly when executed and delivered by the Company Company, the Subsidiary Guarantors and the Guarantor. The Indenture constitutes Trustee, will constitute a valid and binding agreement of the Company and the GuarantorSubsidiary Guarantors, enforceable against the Company and the Guarantor each of them in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 2 contracts
Samples: Purchase Agreement (Isle of Capri Casinos Inc), Purchase Agreement (Grand Palais Riverboat Inc)
Authorization of the Indenture. The Indenture has been duly authorized by the Company and the Guarantor, duly qualified under the 1939 Act and and, when the Indenture is duly executed and delivered by the Company and the Guarantor. The Trustee, the Indenture constitutes will constitute a valid and binding agreement of the Company and the GuarantorCompany, enforceable against the Company and the Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws relating to or 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 at law).
Appears in 2 contracts
Samples: Underwriting Agreement (Intercept Pharmaceuticals Inc), Underwriting Agreement (Keyw Holding Corp)
Authorization of the Indenture. The Base Indenture has been duly authorized by the Company and the Guarantor, duly qualified under the 1939 Act and and, when the Supplemental Indenture is duly executed and delivered by the Company and the Guarantor. The Trustee, the Indenture constitutes will constitute a valid and binding agreement of the Company and the GuarantorCompany, enforceable against the Company and the Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar laws relating to or 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 at law).
Appears in 2 contracts
Samples: Underwriting Agreement (PDL Biopharma, Inc.), Underwriting Agreement (PDL Biopharma, Inc.)
Authorization of the Indenture. The Indenture has been duly authorized by the Company and the GuarantorGuarantors, duly qualified under the 1939 Act and duly executed and delivered by the Company and the GuarantorGuarantors. The Indenture constitutes a valid and binding agreement of the Company and the GuarantorGuarantors, enforceable against the Company and the Guarantor Guarantors in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 2 contracts
Samples: Underwriting Agreement (Weatherford International Ltd./Switzerland), Underwriting Agreement (Weatherford International Ltd./Switzerland)
Authorization of the Indenture. The Indenture has been duly authorized by the Company and the Guarantor, Base Indenture has been duly qualified under the 1939 Act and and, when the Supplemental Indenture is duly executed and delivered by the Company and the Guarantor. The Trustee, the Indenture constitutes will constitute a valid and binding agreement of the Company and the GuarantorCompany, enforceable against the Company and the Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 2 contracts
Samples: Purchase Agreement (Stancorp Financial Group Inc), Purchase Agreement (Stancorp Financial Group Inc)
Authorization of the Indenture. The Indenture has been duly authorized by authorized, and at the Company and the GuarantorClosing Time, duly qualified under the 1939 Act and will be or will have been duly executed and delivered by the Company and duly qualified under the Guarantor. The Indenture constitutes 1939 Act and, upon such authorization, execution and delivery, will constitute a valid and binding agreement of the Company and the GuarantorCompany, enforceable against the Company and the Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 2 contracts
Samples: Terms Agreement (Suncor Energy Inc), Terms Agreement (Suncor Energy Inc)
Authorization of the Indenture. The Indenture has been duly authorized by the Company and the Guarantoreach Subsidiary Guarantor and, duly qualified under the 1939 Act and duly when executed and delivered by the Company Company, each Subsidiary Guarantor and the Guarantor. The Indenture constitutes Trustee, will constitute a valid and binding agreement of the Company and the each Subsidiary Guarantor, enforceable against the Company and the each Subsidiary Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 2 contracts
Samples: Purchase Agreement (Perry Ellis International Inc), Purchase Agreement (Supreme International Corp)
Authorization of the Indenture. The Indenture has been duly authorized by the Company and the Guarantor, each Guarantor and duly qualified under the 1939 Act and and, when duly executed and delivered by the Company and each Guarantor and the Guarantor. The Indenture constitutes Trustee, will constitute a valid and binding agreement of the Company and the each Guarantor, enforceable against the Company and the each Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 1 contract
Authorization of the Indenture. The Indenture has been duly authorized by the Company and the GuarantorSubsidiary Guarantors and, duly qualified under the 1939 Act and duly when executed and delivered by the Company Company, the Subsidiary Guarantors and the Guarantor. The Indenture constitutes Trustee, will constitute a valid and binding agreement of the Company and the GuarantorSubsidiary Guarantors, enforceable against the Company and the Guarantor each of them in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 1 contract
Authorization of the Indenture. The Indenture has been duly authorized by the Company and at the Guarantor, Closing Date will be duly qualified under the 1939 Act and and, when duly executed and delivered by the Company and, assuming the due authorization, execution and delivery by the Guarantor. The Indenture constitutes Trustee, will constitute a valid and binding agreement of the Company and the GuarantorCompany, enforceable against the Company and the Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 1 contract
Authorization of the Indenture. The Indenture has been duly authorized by the Company and each of the GuarantorGuarantors and, duly qualified under the 1939 Act and when duly executed and delivered by each of the Company Company, the Guarantors and the Guarantor. The Indenture constitutes Trustee, will constitute a valid and binding agreement of the Company and each of the GuarantorGuarantors, enforceable against the Company and each of the Guarantor Guarantors in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 1 contract
Authorization of the Indenture. The Indenture has been duly authorized by the Company and upon effectiveness of the Guarantor, Registration Statement was duly qualified under the 1939 Trust Indenture Act and and, when duly executed and delivered by the Company Company, and the Guarantor. The Indenture constitutes Trustee, will constitute a valid and legally binding agreement of each of the Company and the GuarantorCompany, enforceable against the Company and the Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement the enforceability is considered in a proceeding in equity or at law).
Appears in 1 contract
Authorization of the Indenture. At the time of its execution, the Indenture will be duly qualified under the Trust Indenture Act. The Indenture has been duly authorized by the Company and the Guarantorand, duly qualified under the 1939 Act and when duly executed and delivered by the Company and the Guarantor. The Indenture constitutes Trustee, will constitute a valid and binding agreement of the Company and the GuarantorCompany, enforceable against the Company and the Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 1 contract
Samples: Underwriting Agreement (Takeda Pharmaceutical Co LTD)
Authorization of the Indenture. The Indenture has been duly authorized ------------------------------ authorized, executed and delivered by the Company and the Guarantor, duly qualified under the 1939 Act and and, assuming it has been duly executed and delivered by the Company and the Guarantor. The Indenture Trustee, constitutes a valid and binding agreement of the Company and the GuarantorCompany, enforceable against the Company and the Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws affecting enforcement of creditors’ ' rights and remedies 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 at law).
Appears in 1 contract
Authorization of the Indenture. The Indenture has been duly authorized by the Company and the Guarantor, each Guarantor and duly qualified under the 1939 Act and and, when duly executed and delivered by the Company Company, each Guarantor and the Guarantor. The Indenture constitutes Trustee, will constitute a valid and binding agreement of the Company and the each Guarantor, enforceable against the Company and the each Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 1 contract
Authorization of the Indenture. The Indenture has been duly authorized by the Company and the Guarantor, duly qualified under the 1939 Act and and, at the Closing Time, will have been duly executed and delivered by the Company and, when duly executed and delivered by the Guarantor. The Indenture constitutes Trustee, will constitute a valid and binding agreement of the Company and the GuarantorCompany, enforceable against the Company and the Guarantor in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or similar laws 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 at law).
Appears in 1 contract
Samples: Purchase Agreement (Cd Radio Inc)