Common use of Binding Obligations; Due Authorization Clause in Contracts

Binding Obligations; Due Authorization. Subject to the approval of its shareholders, this Share Exchange Agreement constitutes a valid, legal, and binding obligation of UTS, enforceable against it in accordance with its terms, except as enforcement may be limited by applicable bankruptcy, insolvency, or similar law, or by general principles of equity. The execution, delivery, and performance of this Agreement and the transactions contemplated hereby have been duly and validly authorized by the board of directors of UTS.

Binding Obligations; Due Authorization. Subject to the approval of its shareholders, this Share Exchange Agreement constitutes a valid, legal, and binding obligation of UTSPRIVATE COMPANY, enforceable against it in accordance with its terms, except as enforcement may be limited by applicable bankruptcy, insolvency, or similar law, or by general principles of equity. The execution, delivery, and performance of this Agreement and the transactions contemplated hereby have been duly and validly authorized by the board of directors of UTSPRIVATE COMPANY.