Authorization; Valid and Binding Agreements Sample Clauses

Authorization; Valid and Binding Agreements. The Company has all requisite corporate power and authority to execute and deliver this Agreement, the Registration Rights Agreement, the SBIC Letter Agreement and the certificates evidencing the Securities and to perform all of its obligations and undertakings under such agreements and to carry out the transactions contemplated under such agreements. The execution and delivery of this Agreement, the Registration Rights Agreement, the SBIC Letter Agreement and the certificates evidencing the Securities, the performance by the Company of its obligations under such agreements, and the issuance and sale of the Securities have been duly and validly authorized by all necessary corporate action and no other corporate proceedings on the part of the Company are necessary to authorize the execution, delivery or performance by the Company of this Agreement, the Registration Rights Agreement, the SBIC Letter Agreement or the certificates evidencing the Securities. This Agreement, the Registration Rights Agreement, the SBIC Letter Agreement and the certificates evidencing the Securities have each been duly executed and delivered by the Company and constitutes the legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its respective terms subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and other laws of general applicability relating to or affecting creditors' rights and to general equity principles.
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Authorization; Valid and Binding Agreements. The execution and delivery by Seller of this Agreement and the other Transaction Documents to which it is or will be a party, and the consummation by Seller of the Transaction, have been duly authorized by all necessary action of Seller. This Agreement and each such other Transaction Document has been or will be duly executed and delivered by Seller and, when duly executed and delivered by the other Parties, will be the valid and binding obligation of Seller enforceable against it in accordance with the terms thereof, except as such enforceability may be limited by or subject to any bankruptcy, insolvency, reorganization, moratorium or other similar laws of general application affecting creditors’ rights generally or by general principles of equity.
Authorization; Valid and Binding Agreements. The execution and delivery by Holdings of this Agreement and the consummation by Holdings of the transactions contemplated by this Agreement have been duly authorized by all necessary action of Holdings. This Agreement has been duly executed and delivered by Holdings and, when duly executed and delivered by the other Parties, will be the valid and binding obligation of Holdings enforceable against it in accordance with the terms thereof, except as such enforceability may be limited by or subject to any bankruptcy, insolvency, reorganization, moratorium or other similar laws of general application affecting creditors’ rights generally or by general principles of equity.
Authorization; Valid and Binding Agreements. The Purchaser has full corporate power and authority to enter into this Agreement, the SBIC Letter Agreement and the Registration Rights Agreement and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement, the SBIC Letter Agreement and the Registration Rights Agreement and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized by all necessary action on the part of the Purchaser and no other proceedings on the part of the Purchaser are necessary to authorize the execution, delivery or performance by the Company of this Agreement, the SBIC Letter Agreement and the Registration Rights Agreement. This Agreement, the SBIC Letter Agreement and the Registration Rights Agreement have been duly executed and delivered by the Purchaser, and constitute the valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with their respective terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and other laws of general applicability relating to or affecting creditors' rights and to general equity principles..
Authorization; Valid and Binding Agreements. The Sellers have all requisite power and authority to execute and deliver this Agreement, to perform their respective obligations and undertakings hereunder, and to consummate the transactions contemplated hereby. The execution and delivery by the Sellers of this Agreement, the performance by the Sellers of their obligations and undertakings hereunder, and the consummation by the Sellers of the transactions contemplated hereby, have been duly and validly authorized by all necessary action on the part of the Sellers and no other proceedings on the part of the Sellers are necessary to authorize the execution or delivery by the Sellers of this Agreement, the performance by the Sellers of their obligations and undertakings hereunder or the consummation by the Sellers of the transactions contemplated hereby. This Agreement has been duly executed and delivered by the Sellers, and constitutes the valid and binding obligations of the Sellers, enforceable against the Sellers in accordance with its terms.
Authorization; Valid and Binding Agreements. Mtel Puerto Rico ------------------------------------------- has all requisite corporate power and authority to execute and deliver this Agreement and the other Transaction Documents and to perform all of its obligations and undertakings hereunder and thereunder and to carry out the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the other Transaction Documents to which it is a party, the performance by Mtel Puerto Rico of its obligations hereunder and thereunder, and the issuance and sale of the Preferred Shares have been duly authorized by all necessary corporate action including Board of Directors approval on the part of Mtel Puerto Rico. This Agreement and the other Transaction Documents have been duly and validly executed and delivered by Mtel Puerto Rico. Assuming due authorization, execution and delivery by the Purchaser, this Agreement and the other Transaction Documents to which it is a party constitute legal, valid and binding obligations of Mtel Puerto Rico, enforceable against Mtel Puerto Rico in accordance with their terms, except as enforcement thereof may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereinafter in effect affecting creditors' rights generally and (ii) general principals of equity (regardless of whether the application of such principals is considered in a proceeding in equity or at law).
Authorization; Valid and Binding Agreements. (a) The execution, delivery and performance by Seller or a company within the Seller's Group of this Agreement and the Ancillary Agreements to which Seller or a company within the Seller's Group is a party and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized by all requisite corporate action, and no other such proceedings on its part are necessary to authorize its execution, delivery or performance of this Agreement and the Ancillary Agreements to which Seller or a company within the Seller's Group is a party. (b) This Agreement and the AncillaryAgreements to which Seller or a company within the Seller's Group is a party have been duly executed and delivered by the Seller or a company within the Seller's Group, and assuming the due authorization, execution and delivery by the other Parties and Persons hereto and thereto, constitute legal, valid and binding obligations of the Seller or a company within the Seller's Group, enforceable against Seller or a company within the Seller's Group in accordance with their terms, 1385198o.4 014-4655-0727 x0 0 /XXXXXX /x
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Authorization; Valid and Binding Agreements. The execution, delivery and performance of this Agreement and the Ancillary Agreements by the Buyer and the of the transactions contemplated hereby and thereby have been duly and validly"otrru--ition authorized by all requisite action, and no other proceedings on its part are necessary to authorize the execution, delivery or performance of this Agreement and the Ancillary Agreements. This Agreement and the Ancillary Agreements have been duly executed and delivered by the Buyer xxx assuming the due authorization, execution and delivery by the other parties hereto and thereto constitute legal, valid and binding obligations ofthe Buyer, enforceable in accordance with their terms, except as enforceability may be limited by bankruptcy laws, other similar laws affecting creditors' rights and general principles of equity effecting the availability of specific performance and other equitable remedies. 6.r.3
Authorization; Valid and Binding Agreements. The execution and delivery by such [***] Entity of this Agreement and the consummation by such [***] Entity of the transactions contemplated by this Agreement have been duly authorized by all necessary action of such [***] Entity. This Agreement has been duly executed and delivered by such [***] Entity and, when duly executed and delivered by Holdings, will be the valid and binding obligation of such [***] Entity enforceable against it in accordance with the terms thereof, except as such enforceability may be limited by or subject to any bankruptcy, insolvency, reorganization, moratorium or other similar laws of general application affecting creditors’ rights generally or by general principles of equity.
Authorization; Valid and Binding Agreements. Each of Mtel, Mtel ------------------------------------------- International and Mtel LATAM has all requisite corporate power and authority to execute and deliver this Agreement and the other Transaction Documents to which it is a party and to perform all of its obligations and undertakings hereunder and thereunder and to carry out the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the other Transaction Documents to which it is a party, the performance by Mtel, Mtel International and Mtel LATAM of their obligations hereunder and thereunder, and the issuance and sale of the Shares have been duly authorized by all necessary corporate action including Board of Directors approval on the part of Mtel, Mtel International and Mtel LATAM. This Agreement and the other Transaction Documents to which Mtel, Mtel International or Mtel LATAM, as the case may be, is a party have been duly and validly executed and delivered by Mtel, Mtel International or Mtel LATAM, as the case may be. Assuming due authorization, execution and delivery by the Purchaser, this Agreement and the other Transaction Documents to which Mtel, Mtel International or Mtel LATAM, as the case may be, is a party constitute legal, valid and binding obligations of Mtel, Mtel International or Mtel LATAM, as the case may be, enforceable against Mtel, Mtel International or Mtel LATAM, as the case may be, in accordance with their terms, except as enforcement thereof may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect affecting creditors' rights generally and (ii) general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law).
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