Common use of Authorization of the Notes Clause in Contracts

Authorization of the Notes. The Notes to be purchased by the Underwriters from the Issuers will on the Closing Date be in the form contemplated by the Indenture, have been duly authorized by the Issuers for issuance and sale pursuant to this Agreement and the Indenture and, at the Closing Date, will have been duly executed by each of the Issuers and, when authenticated in the manner provided for in the Indenture and delivered against payment of the purchase price therefor, will constitute valid and binding obligations of each of the Issuers, enforceable against each of the Issuers 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 4 contracts

Samples: Underwriting Agreement (Genesis Energy Lp), Underwriting Agreement (Genesis Energy Lp), Underwriting Agreement (Genesis Energy Lp)

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Authorization of the Notes. The Notes to be purchased by the Underwriters Initial Purchasers from the Issuers will Issuer will, on the Closing Date Date, be in the form contemplated by the Indenture, have been duly authorized by the Issuers for issuance and sale pursuant to this Agreement and the Indenture and, at the Closing Date, will have been duly executed by each of the Issuers Issuer and, when authenticated in the manner provided for in the Indenture and delivered against payment of the purchase price therefor, will constitute valid and binding obligations of each of the IssuersIssuer, enforceable against each of the Issuers Issuer 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: Purchase Agreement (Nexstar Broadcasting Group Inc), Purchase Agreement (Nexstar Broadcasting Group Inc)

Authorization of the Notes. The Notes to be purchased by the Underwriters Underwriter from the Issuers will on the Closing Date be in the form contemplated by the Indenture, Issuer have been duly authorized by the Issuers for issuance and sale pursuant to this Agreement and the Indenture and, at the Closing Date, will be in the form contemplated by the Indenture and will have been duly executed by each of the Issuers Issuer and, when issued and authenticated in the manner provided for in the Indenture and delivered against payment of the purchase price therefor, will constitute valid and binding obligations of each of the IssuersIssuer, enforceable against each of the Issuers Issuer 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 principles, and will be entitled to the benefits of the Indenture.

Appears in 2 contracts

Samples: Underwriting Agreement (Thermo Fisher Scientific Inc.), Thermo Fisher Scientific Inc.

Authorization of the Notes. The Notes to be purchased by the Underwriters from the Issuers Issuer will on the Closing Date be in the form contemplated by the Indenture, have been duly authorized by the Issuers for issuance and sale pursuant to this Agreement and the Indenture and, at the Closing Date, will have been duly executed by each of the Issuers Issuer and, when authenticated in the manner provided for in the Indenture and delivered against payment of the purchase price therefor, will constitute valid and binding obligations of each of the IssuersIssuer, enforceable against each of the Issuers 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 (the “Enforceability Exceptions”) and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Underwriting Agreement (Broadcom Inc.)

Authorization of the Notes. The Notes to be purchased by the Underwriters from the Issuers will on Company and the Closing Date be Co-Issuer are in the form contemplated by the Indenture, have been duly authorized by the Issuers for issuance and sale pursuant to this Agreement and the Indenture and, at the Closing Date, will have been duly executed by each of the Issuers Company and the Co-Issuer, and, when authenticated in the manner provided for in the Indenture and delivered against payment of the purchase price therefor, will constitute valid and binding obligations of each of the IssuersCompany and the Co-Issuer, enforceable against each of the Issuers 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 principles, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Underwriting Agreement (Baker Hughes Holdings LLC)

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Authorization of the Notes. The Notes to be purchased by the Underwriters from the Issuers will on the Closing Date be Company are in the form contemplated by the Indenture, have been duly authorized by the Issuers for issuance and sale pursuant to this Agreement and the Indenture and, at the Closing Date or the applicable Option Closing Date, as the case may be, will have been duly executed by each of the Issuers Company and, when authenticated authenticated, issued and delivered in the manner provided for in the Indenture and delivered against payment of the purchase price therefor, will constitute valid and binding obligations of each of the IssuersCompany, enforceable against each of the Issuers 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 principles, and will be entitled to the benefits of the Indenture.

Appears in 1 contract

Samples: Underwriting Agreement (RPM International Inc/De/)

Authorization of the Notes. The Add-On Notes to be purchased by the Underwriters from the Issuers will on the Closing Date be in the form contemplated by the Indenture, have been duly authorized by the Issuers for issuance and sale pursuant to this Agreement and the Indenture and, at the Closing Date, will have been duly executed by each of the Issuers and, when authenticated in the manner provided for in the Indenture and delivered against payment of the purchase price therefor, will constitute valid and binding obligations of each of the Issuers, enforceable against each of the Issuers 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 1 contract

Samples: Underwriting Agreement (Genesis Energy Lp)

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