Common use of Corporate Authorization; Enforceability Clause in Contracts

Corporate Authorization; Enforceability. The execution, delivery and performance by the GAIA Holding Stockholder of this Agreement and each of the Ancillary Agreements to which it will be a party are within the GAIA Holding Stockholder 's corporate powers and have been duly authorized by the Supervisory Board of the GAIA Holding Stockholder and no other corporate action on the part of the GAIA Holding Stockholder is necessary to authorize this Agreement or any of the Ancillary Agreements to which the GAIA Holding Stockholder will be a party at the Closing. This Agreement has been, and each of the Ancillary Agreements to which the GAIA Holding Stockholder will be a party will be, duly executed and delivered by the GAIA Holding Stockholder. Assuming the due execution and delivery of this Agreement and each of the Ancillary Agreements to which the GAIA Holding Stockholder will be a party, this Agreement constitutes, and each Ancillary Agreements to which the GAIA Holding Stockholder will be a party will constitute, the valid and binding agreement of the GAIA Holding Stockholder, enforceable against the GAIA Holding Stockholder in accordance with its terms, except to the extent that its enforceability may be subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting the enforcement of creditors' rights generally and by general principles of equity.

Corporate Authorization; Enforceability. The execution, delivery and performance by the GAIA Holding Stockholder of this Agreement and each of the Ancillary Agreements to which it will be a party are within the GAIA Holding Stockholder 's corporate powers and have been duly authorized by the Supervisory Board of the GAIA Holding Stockholder and no other corporate action on the part of the GAIA Holding Stockholder is necessary to authorize this Agreement or any of the Ancillary Agreements to which the GAIA Holding Stockholder will be a party at the Closing. This Agreement has been, and each of the Ancillary Agreements to which the GAIA Holding Stockholder will be a party will be, duly executed and delivered by the GAIA Holding StockholderHolding. Assuming the due execution and delivery of this Agreement and each of the Ancillary Agreements to which the GAIA Holding Stockholder will be a party, this Agreement constitutes, and each Ancillary Agreements to which the GAIA Holding Stockholder will be a party will constitute, the valid and binding agreement of the GAIA Holding StockholderHolding, enforceable against the GAIA Holding Stockholder in accordance with its terms, except to the extent that its enforceability may be subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar laws affecting the enforcement of creditors' rights generally and by general principles of equity.