Common use of Corporate Acts and Proceedings Clause in Contracts

Corporate Acts and Proceedings. The execution, delivery and performance of this Agreement and each of the Transaction Documents, and the transactions contemplated hereby and thereby, including the sale and transfer of the Assets by Seller as provided for in this Agreement, have been approved and consented to by the Board of Directors of Seller and, if applicable, by the requisite number of holders of its outstanding capital stock, and all action required by any applicable Governmental Requirement by the stockholders of Seller with regard thereto have been appropriately authorized and accomplished.

Corporate Acts and Proceedings. The execution, delivery and performance of this Agreement and each of the Transaction Documents, and the transactions contemplated hereby and thereby, including the sale and transfer of the Assets by Seller as provided for in this Agreement, have has been approved and consented to duly authorized by the Board of Directors of Seller and, if applicable, by the requisite number of holders of its outstanding capital stockPurchaser and the Subsidiary, and all action of the corporate acts and other proceedings required by any applicable Governmental Requirement by for the stockholders due and valid authorization, execution, delivery and performance of Seller with regard thereto the Agreement and the consummation of the Purchase have been validly and appropriately authorized and accomplishedtaken.

Corporate Acts and Proceedings. The execution, delivery and performance of this Agreement Agreement, the Share Sale Agreements and each any other agreements delivered in connection herewith (together, the “Exchange Documents”) have been duly authorized by the board of directors of the Transaction Documents, Company and the transactions contemplated hereby and thereby, including the sale and transfer of the Assets by Seller as provided for in this Agreement, have been approved and consented to by the Board of Directors of Seller and, if applicable, by the requisite number vote or consent of holders of its outstanding capital stockthe Stockholders, as applicable, and all action of the corporate acts and other proceedings required by any applicable Governmental Requirement by for the stockholders due and valid authorization, execution, delivery and performance of Seller with regard thereto the Exchange Documents and the consummation of the Exchange have been validly and appropriately authorized and accomplishedtaken.

Corporate Acts and Proceedings. The execution, delivery and performance of this Agreement and each of the Transaction Documents, and the transactions contemplated hereby and thereby, including the sale and transfer of the ------------------------------ Assets by Seller the Seller, as provided for in this Agreement, have been or will be approved and consented to by the Board of Directors of the Seller and, if applicable, and by the requisite number of holders of its outstanding capital stock, and all action required by any applicable Governmental Requirement law by the stockholders of the Seller with regard thereto to such sale or transfer of the Assets by Seller, have been appropriately authorized and accomplished.