Corporate Consent. All corporate action on the part of the Company, its officers, directors and stockholders necessary for the authorization, execution and delivery of this Agreement, the Notes has been taken or will be taken prior to the Closing, and this Agreement, the Notes constitute valid and legally binding obligations of the Company, enforceable in accordance with their respective terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, and other laws of general application affecting enforcement of creditors’ rights generally and (ii) as limited by laws relating to the availability of specific performance, injunctive relief, or other equitable remedies.
Corporate Consent. Tenant shall deliver to Landlord such corporate or company consents, certificates and other instruments as Landlord shall require, to verify the Tenant's authority to enter into this Lease. Tenant shall, upon request by Landlord from time to time deliver to Landlord true, correct and complete copies of all its organizational documents.
Corporate Consent. Seller 3 shall consent, and Seller 1 shall cause MGG to consent, as shareholders of Merck Belgium to the sale and transfer of the Merck Belgium Shares pursuant to this Agreement, such consent being in substantially the form set out in Exhibit 3.1.4.
Corporate Consent. Tenant represents and warrants that it has full authority, and that it has received all consents and approvals necessary, to enter into this Lease and perform its obligations hereunder. Landlord represents and warrants that it ha s full authority, and that it has received all consents and approvals necessary, to enter into this Lease and perform its obligations hereunder.