Corporate Authority and Authorization Sample Clauses

Corporate Authority and Authorization. Borrower has all requisite corporate, power, authority and legal right to execute and deliver and perform its obligations under this Note and all of Borrower's obligations described herein have been duly and validly authorized by all necessary corporate proceedings on the part of Borrower.

Corporate Authority and Authorization. NHancement has the corporate right and authority to issue and deliver the NHancement Common Stock and Warrants required to be issued hereunder to Trimark; and such shares and Warrants when delivered at or after the Closing will be fully paid and nonassessable. All corporate action on the part of NHancement necessary for the authorization, execution, delivery and performance of this Agreement by NHancement and the performance of all of NHancement's obligations hereunder has been taken. This Agreement constitutes a valid and binding obligation of NHancement, and enforceable against NHancement in accordance with its terms, except of the indemnification provisions of Section 7.7 hereof may be limited by principals of public policy and subject to laws of general application relating to bankruptcy, insolvency and the relief of debtors and rules of law governing specific performance, injunctive relief or other equitable remedies.

Corporate Authority and Authorization. ZiaSun has the corporate power and authority to issue and deliver the ZiaSun Common Stock required to be issued hereunder to Internet Services; and such shares when delivered at or after the Closing will be fully paid and nonassessable. All corporate action on the part of ZiaSun necessary for the authorization, execution, delivery and performance of this Agreement by ZiaSun and the performance of all of ZiaSun's obligations hereunder has been taken. This Agreement constitutes a valid and binding obligation of ZiaSun, and enforceable against ZiaSun in accordance with its terms, except the indemnification provisions of Section 5. hereof may be limited by principals of public policy and subject to laws of general application relating to bankruptcy, insolvency and the relief of debtors and rules of law governing specific performance, injunctive relief or other equitable remedies.

Corporate Authority and Authorization. Eastern has the corporate right and authority to assign, convey and transfer the Assets to NHancement. All corporate action on the part of Eastern, its officers, directors and Shareholder necessary for the authorization, execution, delivery and performance of this Agreement by Eastern and the performance of all of Eastern's obligations hereunder has been taken. This Agreement constitutes a valid and binding obligation of Eastern and the Shareholder, enforceable against Eastern and the Shareholder in accordance with its terms, except as the indemnification provisions of Section 14.7 hereof may be limited by principles of public policy and subject to laws of general application relating to bankruptcy, insolvency and the relief of debtors and rules of law governing specific performance, injunctive relief or other equitable remedies.

Corporate Authority and Authorization. Prepress has all requisite corporate power and authority to enter into this Agreement and to consummate the transactions contemplated hereby. All corporate action on the part of Prepress, its officers, directors and Shareholders necessary for the authorization, execution, delivery and performance of this Agreement by Prepress and the performance of all of Prepress's obligations hereunder has been taken. As set forth in Section 1.6 above, all of the holders of Prepress Capital Stock have consented to and approved the Merger and no holders of any shares of Prepress Capital Stock are entitled to appraisal or dissenters' rights. This Agreement constitutes a valid and binding obligation of Prepress and the Shareholders, enforceable against Prepress and the Shareholders in accordance with its terms, except as the indemnification provisions of Section 5.0 hereof may be limited by principles of public policy and subject to laws of general application relating to bankruptcy, insolvency and the relief of debtors and rules of law governing specific performance, injunctive relief or other equitable remedies.

Corporate Authority and Authorization. Omnitek has the corporate power and authority to issue and deliver the Omnitek Common Stock required to be issued hereunder to Pensare; and such shares when delivered at or after the Closing will be fully paid and nonassessable. All corporate action on the part of Omnitek necessary for the authorization, execution, delivery and performance of this Agreement by Omnitek and the performance of all of Omnitek's obligations hereunder has been taken. This Agreement constitutes a valid and binding obligation of Omnitek, and enforceable against Omnitek in accordance with its terms, except the indemnification provisions of Section 5. hereof may be limited by principals of public policy and subject to laws of general application relating to bankruptcy, insolvency and the relief of debtors and rules of law governing specific performance, injunctive relief or other equitable remedies.

Corporate Authority and Authorization. SVG has the corporate right and authority to assign, convey and transfer the Assets to NHancement. All corporate action on the part of SVG, its officers and directors necessary for the authorization, execution, delivery and performance of this Agreement by SVG and the performance of all of SVG's obligations hereunder has been taken. This Agreement constitutes a valid and binding obligation of SVG, enforceable against SVG in accordance with its terms, except as the indemnification provisions of Section 14.7 hereof may be limited by principles of public policy and subject to the laws of general application relating to the bankruptcy, insolvency and the relief of debtors and rules of law governing specific performance, injunctive relief or other equitable remedies.

Corporate Authority and Authorization. Each of Borrower and ------------------------------------- Guarantors has all requisite power and authority to enter into and perform this Agreement and to execute, deliver and perform its obligations under such other of the Loan Documents to which it is or is to be a party. This Agreement and the other Loan Documents have been duly authorized by all necessary corporate action by and have been (or, in the case of any of the Loan Documents except this Agreement, will be) duly executed and delivered by authorized officers of, such of Borrower and Guarantors as are or are to be parties thereto, and are (or, in the case of any of the Loan Documents except this Agreement, will be upon execution thereof) valid agreements and obligations of such of Borrower and Guarantors as are or are to be parties thereto, legally binding upon and enforceable against such of Borrower and Guarantors as are or are to be parties thereto, in accordance with their respective terms.

Corporate Authority and Authorization. Trimark has all requisite, corporate power and authority to enter into this Agreement and to consummate the transactions contemplated hereby. All corporate action on the part of Trimark, its officers, directors and Shareholder necessary for the authorization, execution, delivery and performance of this Agreement by Trimark and the performance of all of Trimark's obligations hereunder has been taken. As set forth in Section 1.6 above, all of the holders of Trimark Capital Stock have consented to and approved the Merger and no holders of any shares of Trimark Capital Stock are entitled to appraisal or dissenters' rights. This Agreement constitutes a valid and binding obligation of Trimark and the Shareholders, enforceable against Trimark and the Shareholders in accordance with its terms, except as the indemnification provisions of Section 7.7 hereof may be limited by principles of public policy and subject to laws of general application relating to bankruptcy, insolvency and the relief of debtors and rules of law governing specific performance, injunctive relief or other equitable remedies.

Corporate Authority and Authorization. TLC has the corporate power and authority to own its property and to carry on its business as now being conducted and to make, execute, deliver and perform this Agreement. This Agreement has been duly authorized and approved by all required corporate action of TLC (including approval by its Board of Directors), and this Agreement is a valid and binding obligation of TLC enforceable against TLC in accordance with the terms of this Agreement.