AUTHORIZATIONS; APPROVALS. No authorization or approval of, or filing with, or compliance with any applicable order, judgment, decree, statute, rule or regulation of, any court or governmental authority, or approval, consent, release or action of any third party, which has not been obtained, is required in connection with the execution and delivery by the Purchaser of, or the performance or satisfaction of, any agreement of the Purchaser contained in or contemplated by, this Agreement.
AUTHORIZATIONS; APPROVALS. The execution and delivery by Seller of this Agreement and the performance of its obligations hereunder have been duly and validly authorized by all requisite action. This Agreement has been duly executed and delivered by Seller and constitutes the legal, valid and binding obligation of Seller, enforceable against Seller in accordance with its terms. Seller is not required to give any notice to, make any filing or register with, or obtain any consent, approval, authorization, waiver, permit, certificate or order of, any governmental authority or any third party to consummate the transactions contemplated by this Agreement.
AUTHORIZATIONS; APPROVALS. The execution and delivery by Buyer of this Agreement and the performance of its obligations hereunder have been duly and validly authorized by all requisite corporate action. This Agreement has been duly executed and delivered by Buyer, and this Agreement constitutes the legal, valid and binding obligation of Buyer enforceable against it in accordance with its terms except insofar as the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium or other similar laws affecting the enforcement of creditors' rights generally and by general principles of equity regardless of whether such principles are considered in a proceeding at law or in equity. Buyer is not required to give any notice to, make any filing or register with, or obtain any consent, approval, authorization, waiver, permit, certificate or order of any Governmental Authority to consummate the transactions contemplated by this Agreement except for those the absence of which are not reasonably likely to have a Buyer Material Adverse Effect, including Customary Post-Closing Consents, and except for consents or waivers to be obtained by Buyer prior to the Closing Date.
AUTHORIZATIONS; APPROVALS. The execution and delivery by such Non-Mantova Hanover Entity of this Agreement and the performance of its obligations hereunder have been duly and validly authorized by all requisite action. This Agreement has been duly executed and delivered by such Non-Mantova Hanover Entity, and this Agreement constitutes the legal, valid and binding obligation of such Non-Mantova Hanover Entity enforceable against it in accordance with its terms (except as the enforceability thereof may be limited by any applicable bankruptcy, reorganization, insolvency or other laws affecting creditors' rights generally or by general principles of equity, regardless of whether such enforceability is considered in equity or at law). Upon the execution and delivery thereof, all agreements, contracts, documents and instruments relating to this Agreement and the transactions contemplated hereby that are to be executed and delivered by such Non-Mantova Hanover Entity will be so executed and delivered by a duly authorized officer of such Non-Mantova Hanover Entity, will constitute the legal, valid and binding obligations of such Non-Mantova Hanover Entity, and will be enforceable against such Non-Mantova Hanover Entity in accordance with their terms (except as the enforceability thereof may be limited by any applicable bankruptcy, reorganization, insolvency or other laws affecting creditors' rights generally or by general principles of equity, regardless of whether such enforceability is considered in equity or at law). Such Non-Mantova Hanover Entity is not required to give any notice, make any filing or register with, or obtain any consent, approval, authorization, waiver, permit, certificate or order of any Governmental Authority or third party to consummate the transactions contemplated by this Agreement to be consummated on the Closing Date.
AUTHORIZATIONS; APPROVALS. The execution and delivery by Buyer of this Agreement and the performance of its obligations hereunder have been duly and validly authorized by all requisite action. This Agreement has been duly executed and delivered by Xxxxx, and this Agreement constitutes the legal, valid and binding obligation of Buyer enforceable against Buyer in accordance with its terms. Upon the execution and delivery thereof, all agreements, contracts, documents and instruments relating to this Agreement and the transactions contemplated hereby that are to be executed and delivered by Xxxxx will be so executed and delivered by a duly authorized officer of Buyer, will constitute the legal, valid and binding obligations of Buyer, and will be enforceable against Buyer in accordance with their terms. Except for the filings by Buyer required by Argentine Antitrust Law, the expiration or earlier termination of all waiting periods under such law, and the approval of the Argentine Antitrust Commission, Buyer is not required to give any notice to, make any filing or register with, or obtain any consent, approval, authorization, waiver, permit, certificate or order of, any Governmental Authority or third party to consummate the transactions contemplated by this Agreement.
AUTHORIZATIONS; APPROVALS. Except for the requirements pertaining to listing the Contingent Shares with the American Stock Exchange, no authorization or approval of, or filing with, or compliance with any applicable order, judgment, decree, statute, rule or regulation of, any court or governmental authority, or approval, consent, release or action of any third party, is required in connection with the execution and delivery by Parent or Buyer, as the case may be, of, or the performance or satisfaction of any agreement of Parent or Buyer, as the case may be, contained in or contemplated by, this Agreement other than in connection with any applicable laws and/or rules pertaining to the issuance of the Contingent Shares, and such laws and/or rules pertaining to the issuance of the Contingent Shares.
AUTHORIZATIONS; APPROVALS. No authorization or approval of, or filing with, or compliance with any applicable order, judgment, decree, statute, rule or regulation of, any court or governmental authority, or approval, consent, release or action of any third party, is required in connection with the execution and delivery by Parent or Buyer, as the case may be, of, or the performance or satisfaction of any agreement of Parent or Buyer, as the case may be, contained in or contemplated by, this Agreement other than in connection with any applicable laws and/or rules pertaining to the issuance of the HBE Shares.
AUTHORIZATIONS; APPROVALS. No authorization or approval of, or filing with, or compliance with any applicable order, judgment, decree, statute, rule or regulation of, any court or governmental authority, or approval, consent, release or action of any third party, is required in connection with the execution and delivery by Parent or Buyer, as the case may be, of, or the performance or satisfaction of any agreement of Parent or Buyer, as the case may be, contained in or contemplated by, this Agreement other than in connection with any applicable laws and/or rules pertaining to the issuance of Parent's Common Stock.
AUTHORIZATIONS; APPROVALS. The execution and delivery by Sellers of this Agreement and the performance of their obligations hereunder have been duly and validly authorized by all requisite corporate and partnership action. This Agreement has been duly executed and delivered by Sellers, and this Agreement constitutes the legal, valid and binding obligation of Sellers, enforceable against them in accordance with its terms, except insofar as the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium or other similar laws affecting the enforcement of creditors' rights generally and by general principles of equity (regardless of whether such principles are considered in a proceeding at law or in equity).
AUTHORIZATIONS; APPROVALS. The execution and delivery by Buyer of this Agreement and the performance of its obligations hereunder have been duly and validly authorized by all requisite corporate action. This Agreement has been duly executed and delivered by Buyer, and this Agreement constitutes the legal, valid and binding obligation of Buyer, enforceable against it in accordance with its terms, except insofar as the enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium or other similar laws affecting the enforcement of creditors' rights generally and by general principles of equity (regardless of whether such principles are considered in a proceeding at law or in equity). Buyer does not need to give any notice to, make any filing or register with, or obtain any consent, approval, authorization, waiver, permit, certificate or order of any Governmental Authority to consummate the transactions contemplated by this Agreement.
