Corporate Existence and Qualification; Due Execution, Etc. The Purchaser is a corporation duly organized and validly existing under the Laws of the Delaware and has the requisite corporate power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement by the Purchaser and the consummation by the Purchaser of the transactions contemplated hereby have been duly authorized by all requisite corporate action and, assuming the due execution of this Agreement by the Sellers, this Agreement constitutes the valid and binding obligations of the Purchaser enforceable against the Purchaser in accordance with its terms, subject only to applicable bankruptcy, insolvency, reorganization, moratorium or other similar Laws relating to creditors' rights generally and to general principles of equity (regardless of whether such enforcement is considered in a proceeding at law or in equity).
Corporate Existence and Qualification; Due Execution, Etc. The Purchaser is a corporation duly organized, validly existing and in good standing under the Laws of the State of Delaware and has all requisite corporate power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated by this Agreement. The execution and performance by the Purchaser of the terms and provisions of this Agreement have been duly authorized by all requisite corporate action and, assuming the due execution of this Agreement by the Seller, Champps, and Specialty, this Agreement constitutes a valid and binding obligation of the Purchaser enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar Laws relating to creditors' rights generally and to general principles of equity (regardless of whether such enforcement is considered in a proceeding at law or in equity).
Corporate Existence and Qualification; Due Execution, Etc. The Offshore Party is an exempted limited liability company duly organized, validly existing and in good standing under the laws of the Cayman Islands. Each of the Sellers is a limited liability company duly organized, validly existing and in good standing under the laws of the Peoples Republic of China. Each of the Seller has the requisite corporate power and authority to own, lease or otherwise hold the eDodo Assets it currently owns, leases or holds, and to carry on the eDodo Business as conducted through the Closing Date. Each of the Offshore Party and the Sellers has all requisite corporate power and authority to execute, deliver and perform this Agreement and the Closing Documents to which it is a party, and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the Closing Documents to be executed by each of the Offshore Party and the Sellers and the consummation by each of the Offshore Party and the Sellers of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate action and, assuming the due execution of this Agreement and the Closing Documents by the Purchaser, this Agreement and the Closing Documents to which each of the Offshore Party and the Sellers or any of their respective Affiliates is a party constitute valid and binding obligations of the Offshore Party and the Sellers and each such Affiliate enforceable in accordance with their respective terms, subject only to applicable bankruptcy, insolvency, reorganization, moratorium or other similar Laws relating to creditors’ rights generally and to general principles of equity (regardless of whether such enforcement is considered in a proceeding at law or in equity).
