Corporate Approval; Binding Effect. The Seller has obtained all necessary authorizations and approvals from its Board of Directors and stockholders, if any, required for the execution and delivery of the Transaction Documents to which it is a party and the consummation of the transactions contemplated hereby and thereby. This Agreement has been duly executed and delivered by the Seller and constitutes, and the other Transaction Documents when executed and delivered by the Seller will constitute, the legal, valid and binding obligations of the Seller enforceable against it in accordance with their terms, except the enforceability thereof may be limited by any applicable bankruptcy, reorganization, fraudulent conveyance, insolvency or other laws affecting creditors' rights generally or by general principles of equity.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Vectra Technologies Inc), Asset Purchase Agreement (Molten Metal Technology Inc /De/)
Corporate Approval; Binding Effect. The Seller Buyer has obtained all necessary authorizations and approvals from its Board of Directors and stockholders, if any, required for the execution and delivery of the Transaction Documents to which it is a party and the consummation of the transactions contemplated hereby and thereby. This Agreement has been duly executed and delivered by the Seller Buyer and constitutes, and the other Transaction Documents when executed and delivered by the Seller will constitute, the legal, valid and binding obligations of the Seller Buyer, enforceable against it the Buyer, in accordance with their terms, except the as enforceability thereof may be limited by any applicable bankruptcy, reorganization, fraudulent conveyance, insolvency or other laws affecting creditors' rights generally or by general principles of equity.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Vectra Technologies Inc), Asset Purchase Agreement (Molten Metal Technology Inc /De/)
Corporate Approval; Binding Effect. The Each of the Seller corporations has obtained all necessary authorizations and approvals from its their respective Board of Directors and stockholders, if any, stockholders required for the execution and delivery of the Transaction Documents to which it is a party and the consummation of the transactions contemplated hereby and thereby. This Agreement has been duly executed and delivered by the Seller and constitutes, and when the other Transaction Documents when Escrow Agreement is executed and delivered by the Seller it will constitute, the legal, valid and binding obligations obligation of the Seller enforceable against it in accordance with their its terms, except the enforceability thereof may be limited by any applicable bankruptcy, reorganization, fraudulent conveyance, insolvency or other laws affecting creditors' β rights generally or by general principles of equity.
Appears in 1 contract