Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 124 contracts
Samples: Forward Purchase Agreement (Gesher I Acquisition Corp.), Forward Purchase Agreement (LatAmGrowth SPAC), Forward Purchase Agreement (LatAmGrowth SPAC)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (iib) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iiic) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 73 contracts
Samples: Backstop Agreement (Sports Ventures Acquisition Corp.), Forward Purchase Agreement (Tristar Acquisition I Corp.), Forward Purchase Agreement (Avista Public Acquisition Corp. II)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 70 contracts
Samples: Forward Purchase Agreement (Spark I Acquisition Corp), Forward Purchase Agreement (Spark I Acquisition Corp), Forward Purchase Agreement (Spark I Acquisition Corp)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (iib) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iiic) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 19 contracts
Samples: Forward Purchase Agreement (ION Acquisition Corp 3 Ltd.), Forward Purchase Agreement (ION Acquisition Corp 3 Ltd.), Forward Purchase Agreement (ION Acquisition Corp 3 Ltd.)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 18 contracts
Samples: Forward Purchase Agreement (byNordic Acquisition Corp), Forward Purchase Agreement (Anzu Special Acquisition Corp I), Forward Purchase Agreement (Anzu Special Acquisition Corp I)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (iib) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iiic) to the extent the indemnification provisions contained in the Registration Rights (as defined below) Agreement may be limited by applicable federal or state securities laws.
Appears in 9 contracts
Samples: Forward Purchase Agreement (G Squared Ascend I Inc.), Forward Purchase Agreement (G Squared Ascend I Inc.), Forward Purchase Agreement (G Squared Ascend I Inc.)
Authorization. The Purchaser This Agreement has full power been duly authorized, executed and authority to enter into this Agreementdelivered by the Purchaser. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 8 contracts
Samples: Forward Purchase Agreement (Silver Sustainable Solutions Corp.), Forward Purchase Agreement (Chain Bridge I), Forward Purchase Agreement (First Light Acquisition Group, Inc.)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (iib) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iiic) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 8 contracts
Samples: Forward Purchase Agreement (Altimeter Growth Corp.), Forward Purchase Agreement (Dragoneer Growth Opportunities Corp.), Forward Purchase Agreement (Longview Acquisition Corp. II)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 8 contracts
Samples: Forward Purchase Agreement (Lanvin Group Holdings LTD), Forward Purchase Agreement (Lanvin Group Holdings LTD), Forward Purchase Agreement (Gateway Strategic Acquisition Co.)
Authorization. The Such Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the PurchaserPurchasers, will constitute the valid and legally binding obligation of the such Purchaser, enforceable against the such Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 6 contracts
Samples: Business Combination Agreement (Pure Acquisition Corp.), Business Combination Agreement (HighPeak Energy, Inc.), Business Combination Agreement (HighPeak Energy, Inc.)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws Laws of general application affecting enforcement of creditors’ rights generally, (iib) as limited by laws Laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iiic) to the extent the indemnification provisions contained in the Registration Rights (as defined below) Agreement may be limited by applicable federal or state securities lawsLaws.
Appears in 4 contracts
Samples: Merger Agreement (Avista Public Acquisition Corp. II), Merger Agreement (Ligand Pharmaceuticals Inc), Forward Purchase Agreement (Ligand Pharmaceuticals Inc)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 4 contracts
Samples: Forward Purchase Agreement (TPB Acquisition Corp I), Forward Purchase Agreement (TPB Acquisition Corp I), Forward Purchase Agreement (TPB Acquisition Corp I)
Authorization. The Purchaser has Purchasers have full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the PurchaserPurchasers, will constitute the valid and legally binding obligation of the PurchaserPurchasers, enforceable against the Purchaser Purchasers in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 4 contracts
Samples: Forward Purchase Agreement (JATT Acquisition Corp), Forward Purchase Agreement (Khosla Ventures Acquisition Co.), Forward Purchase Agreement (Lux Health Tech Acquisition Corp.)
Authorization. The Such Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the such Purchaser, will constitute the valid and legally binding obligation of the such Purchaser, enforceable against the such Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 3 contracts
Samples: Forward Purchase Agreement (ExcelFin Acquisition Corp.), Forward Purchase Agreement (ExcelFin Acquisition Corp.), Forward Purchase Agreement (DD3 Acquisition Corp. II)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This AgreementThe Agreements, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation obligations of the Purchaser, enforceable against the Purchaser in accordance with its their terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance conveyance, and any other laws of general application affecting enforcement of creditors’ ' rights generally, (ii) and as limited by laws relating to the availability of a specific performance, injunctive relief relief, or other equitable remedies, or (iiib) to the extent the indemnification provisions contained in the Registration Investors' Rights (as defined below) Agreement may be limited by applicable federal or state securities laws.
Appears in 2 contracts
Samples: Series C Preferred Stock and Warrant Purchase Agreement (Mobility Electronics Inc), Series C Preferred Stock and Warrant Purchase Agreement (Mobility Electronics Inc)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) Agreement may be limited by applicable federal or state securities laws.
Appears in 2 contracts
Samples: Forward Purchase Agreement (M3-Brigade Acquisition III Corp.), Forward Purchase Agreement (M3-Brigade Acquisition III Corp.)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws..
Appears in 2 contracts
Samples: Forward Purchase Agreement (JATT Acquisition Corp), Forward Purchase Agreement (JATT Acquisition Corp)
Authorization. The Such Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the such Purchaser, will constitute the valid and legally binding obligation of the PurchaserPurchasers, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 2 contracts
Samples: Forward Purchase Agreement (Motive Capital Corp), Forward Purchase Agreement (Motive Capital Corp)
Authorization. The Such Purchaser has full power and authority to enter into this Agreement. This AgreementAgreement and each of the Transaction Documents, and each such agreement, when executed and delivered by the such Purchaser, will constitute the valid and legally binding obligation of the Purchaser, Purchaser enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any moratorium or other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or remedies and (iii) to the extent that the enforceability of the indemnification provisions contained in of the Registration Rights (as defined below) Agreement may be limited by applicable federal or state securities laws.
Appears in 2 contracts
Samples: Purchase Agreement (Technology Visions Group Inc), Purchase Agreement (Equitex Inc)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreementthe Agreements and, when executed and delivered by the Purchaser, the Agreements will constitute the valid and legally binding obligation obligations of the Purchaser, enforceable against the Purchaser in accordance with its their terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ ' rights generally, (iib) as limited by laws relating to the availability of a specific performance, injunctive relief or other equitable remedies, or and (iiic) to the extent the indemnification provisions contained in the Registration Rights (as defined below) Agreements may be limited by applicable federal or state securities laws.
Appears in 1 contract
Samples: Securities Purchase Agreement (Bentley Systems Inc)
Authorization. The Such Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the such Purchaser, will constitute the valid and legally binding obligation of the such Purchaser, enforceable against the such Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined belowabove) may be limited by applicable federal or state securities laws.
Appears in 1 contract
Samples: Forward Purchase Agreement (Cartica Acquisition Corp)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws Laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws Laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) Agreement may be limited by applicable federal or state securities lawsLaws.
Appears in 1 contract
Samples: Backstop Facility Agreement (Trebia Acquisition Corp.)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation obligations of the Purchaser, enforceable against the such Purchaser in accordance with its their terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) and as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iiib) to the extent the indemnification provisions contained in the Registration Rights (as defined below) Restated Certificate may be limited by applicable federal or state securities laws.
Appears in 1 contract
Samples: Convertible Note Purchase Agreement (Good Earth Organics, Inc.)
Authorization. The Such Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by such Purchaser and the Purchaserother parties hereto, will constitute the valid and legally binding obligation of the such Purchaser, enforceable against the such Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 1 contract
Authorization. The Such Purchaser has full power and authority to enter into this Agreementthe Agreements. This AgreementThe Agreements, when executed and delivered by the such Purchaser, will constitute the valid and legally binding obligation obligations of the such Purchaser, enforceable against the Purchaser in accordance with its their respective terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance conveyance, and any other laws of general application affecting enforcement of creditors’ ' rights generally, (ii) and as limited by laws relating to the availability of a specific performance, injunctive relief relief, or other equitable remedies, or (iiib) to the extent the indemnification provisions contained in the Registration Rights (as defined below) Agreement may be limited by applicable federal or state securities laws.
Appears in 1 contract
Samples: Securities Purchase Agreement (Neotherapeutics Inc)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (iib) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iiic) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 1 contract
Authorization. The Such Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the such Purchaser, will constitute the valid and legally binding obligation of the PurchaserPurchasers, enforceable against the Purchaser Purchasers in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 1 contract
Samples: Backstop Agreement (Capstar Special Purpose Acquisition Corp.)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (iii) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (iiiii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iiiiv) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 1 contract
Samples: Forward Purchase Agreement (Vantage Energy Acquisition Corp.)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will shall constitute the valid and legally binding obligation obligations of the Purchaser, enforceable against the Purchaser in accordance with its terms, respective terms except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any conveyance, or other laws of general application relating to or affecting the enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief relief, or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) this Agreement may be limited by applicable federal or state securities laws.
Appears in 1 contract
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and or any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief relief, or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 1 contract
Authorization. The Each Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the such Purchaser, will constitute the valid and legally binding obligation of the such Purchaser, enforceable against the Purchaser in accordance with its their respective terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance conveyance, and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) and as limited by laws relating to the availability of a specific performance, injunctive relief relief, or other equitable remedies, or (iiib) to the extent the indemnification provisions contained in the Registration Rights (as defined below) Agreement may be limited by applicable federal or state securities laws.
Appears in 1 contract
Samples: Securities Purchase Agreement (Black Hills Corp /Sd/)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights (as defined below) may be limited by applicable federal or state securities laws.
Appears in 1 contract
Samples: Forward Purchase Agreement (Valor Latitude Acquisition Corp.)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and any other laws of general application affecting enforcement of creditors’ rights generally, (iib) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies, or (iiic) to the extent the indemnification provisions contained in the Registration Rights (as defined below) Agreement may be limited by applicable federal or state securities laws.
Appears in 1 contract
Samples: Forward Purchase Agreement (Tiga Acquisition Corp.)
Authorization. The Purchaser has full power and authority to enter into this Agreement. This Agreement, when executed and delivered by the Purchaser, will constitute the a valid and legally binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (ia) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance conveyance, and any other laws of general application affecting enforcement of creditors’ ' rights generally, (ii) and as limited by laws relating to the availability of a specific performance, injunctive relief relief, or other equitable remedies, or (iiib) to the extent the indemnification provisions contained in the Registration Rights (as defined below) Agreement may be limited by applicable federal or state securities laws.
Appears in 1 contract