Common use of Authorization of Transaction Clause in Contracts

Authorization of Transaction. Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approval. This Agreement constitutes the valid and legally binding obligation of Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that the Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approval. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that the Target cannot consummate the Merger Share exchange unless and until it receives the Requisite Target Stockholder Approval. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. Target has full power and authority (including full corporate or other entity power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided. Without limiting the generality of the foregoing, howeverthe board of directors of Target and Target Stockholders have duly authorized the execution, that Target cannot consummate the Merger unless delivery, and until it receives the Requisite Target Stockholder Approvalperformance of this Agreement by Target. This Agreement constitutes the valid and legally binding obligation of Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. Target has full all requisite corporate power and authority (including full corporate power to own, lease and authority) operate the properties owned by it, to conduct its business as it is presently being conducted, to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approval. This Agreement constitutes the valid has been duly executed and legally binding obligation of delivered by Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approval. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approval. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions. The Target need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or governmental agency in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this the Agreement and to perform its obligations hereunder; provided, however, that Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approvalthereunder. This The Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that the Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approval. This Approval and approval of this Agreement constitutes the valid and legally binding obligation of Target, enforceable in accordance with its terms and conditions.by

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that the Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Shareholder Approval. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) authority to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that the Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approval. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that Target cannot consummate the Merger unless and until it receives subject to the Requisite Target Stockholder Approval. This Agreement constitutes the valid and legally binding obligation of Target, enforceable against it in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement agreement and to perform its obligations hereunder; provided, however, that the Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approval. This Agreement agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. Each Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided. Without limiting the generality of the foregoing, howeverthe board of directors of each Target and each Stockholder have duly authorized the execution, that Target cannot consummate delivery, and performance of this Agreement by the Merger unless and until it receives the Requisite Target Stockholder ApprovalTargets. This Agreement constitutes the valid and legally binding obligation of each Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that the Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Member Approval. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. Target has full power and authority (including full corporate or other entity power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided. Without limiting the generality of the foregoing, howeverthe board of directors of Target and Target Stockholders have duly authorized the execution, that Target cannot consummate the Merger unless delivery, and until it receives the Requisite Target Stockholder Approvalperformance of this Agreement by Target. This Agreement constitutes the valid and legally binding obligation of Target, enforceable in accordance with its terms and conditions.. (c)

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided. Without limiting the generality of the foregoing, howeverthe board of directors of the Target and the Shareholder have duly authorized the execution, that Target cannot consummate delivery, and performance of this Agreement by the Merger unless and until it receives the Requisite Target Stockholder ApprovalTarget. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) authority to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approval. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions. The Target need not give notice to, make any filing with, or obtain any authorization, consent, or approval of any government or Government Entity (including any approvals under the laws or regulations of the United Kingdom) in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that the Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approvalapproval of its shareholders. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. Target has full power and authority (including full corporate power and authority) , to execute and deliver this Agreement and to perform its obligations hereunder; provided. Without limiting the generality of the foregoing, howeverthe Stockholders and the board of directors of Target have duly authorized the execution, that Target cannot consummate the Merger unless delivery, and until it receives the Requisite Target Stockholder Approvalperformance of this Agreement by Target. This Agreement constitutes the valid and legally binding obligation of Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that Target cannot consummate the Merger unless hereunder and until it receives has received the Requisite Target Stockholder ApprovalMember Approval concurrent with execution of this Agreement. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided. Without limiting the generality of the foregoing, howeverthe board of directors of the Target and the Target Stockholders have duly authorized the execution, that Target cannot consummate delivery, and performance of this Agreement by the Merger unless and until it receives the Requisite Target Stockholder ApprovalTarget. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. Target has full power and authority (including full corporate power and authority) , to execute and deliver this Agreement and to perform its obligations hereunder; provided. Without limiting the generality of the foregoing, howeverthe stockholders and the board of directors of Target have duly authorized the execution, that Target cannot consummate the Merger unless delivery, and until it receives the Requisite Target Stockholder Approvalperformance of this Agreement by Target. This Agreement constitutes the valid and legally binding obligation of Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided. Without limiting the generality of the foregoing, howeverthe board of directors of Target and Target Stockholders has duly authorized the execution, that Target cannot consummate the Merger unless delivery, and until it receives the Requisite Target Stockholder Approvalperformance of this Agreement by Target. This Agreement constitutes the valid and legally binding obligation of Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. Target has full the corporate power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approval. This Agreement constitutes the valid and legally binding obligation of Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority ------------------------------ (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided, however, that the ----------------- Target cannot consummate the Merger unless and until it receives the Requisite Target Stockholder Approvalrequisite vote of approval from its two holders of the Membership Interests. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.

Authorization of Transaction. The Target has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder; provided. Without limiting the generality of the foregoing, however, that the board of directors of the Target cannot consummate and the Target Stockholders have each duly and unanimously approved the Merger unless and until it receives authorized the Requisite Target Stockholder Approvalexecution, delivery, and performance of this Agreement by the Target. This Agreement constitutes the valid and legally binding obligation of the Target, enforceable in accordance with its terms and conditions.