CORPORATE POWERS AND AUTHORIZATION Sample Clauses

CORPORATE POWERS AND AUTHORIZATION. The execution, delivery and performance by such Obligor of this Agreement and all other instruments and documents to be delivered hereunder, and the transactions contemplated hereby and thereby, are within the corporate powers of such Obligor, have been duly authorized by all necessary corporate action and SPECTRAN CORPORATION 17 SECURITY AGREEMENT 22 4. REPRESENTATIONS AND WARRANTIES
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CORPORATE POWERS AND AUTHORIZATION. Corporate Guarantor has all requisite corporate power and authority to conduct its business substantially as it is presently conducted and to own its properties. Corporate Guarantor has all requisite corporate power and authority to execute, deliver and perform the Loan Documents. The execution, delivery and performance by Corporate Guarantor of each of the Loan Documents has been duly authorized by all necessary corporate action and does not and will not (i) require any consent, approval, license or authorization of, or declaration to be filed with any court or Governmental Authority or regulatory body, domestic or foreign, on the part of Corporate Guarantor, except as has been obtained or filed by Corporate Guarantor; (ii) contravene any law, rule, regulation, judgment, decree, or order presently in effect and having applicability to Corporate Guarantor, or any provision of its charter or by-laws; (iii) result in a breach of or constitute a default under any agreement for borrowed money or under any other material agreement, lease or instrument to which Corporate Guarantor is a party or by which its properties may be bound or affected; or (iv) result in, or require, the creation or imposition of any deed of trust, mortgage, pledge, lien, security interest or other charge or encumbrance of any nature upon or with respect to any properties now owned or hereafter acquired by Corporate Guarantor, other than the liens and security interests created pursuant to this Loan Agreement in favor of the Lender.
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CORPORATE POWERS AND AUTHORIZATION. The Borrower has the power to execute, deliver and perform this Loan Agreement and each Loan Document to which the Borrower is a party and the execution and delivery of this Loan Agreement and each Loan Document to which the Borrower is a party have each been duly authorized by all required corporate action.
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CORPORATE POWERS AND AUTHORIZATION. Both NESCO and Acquisition ---------------------------------- Corporation have all requisite legal and corporate power to enter into this Agreement and to carry out and perform their respective obligations under the terms of this Agreement. Neither the certificates of incorporation nor bylaws of NESCO or Acquisition Corporation, nor any other instrument to which NESCO or Acquisition Corporation are parties, or by which either is bound, nor any court order or any governmental law, rule or regulation, will be violated by execution and consummation of this Agreement by NESCO or Acquisition Corporation. All corporate action on the part of NESCO and Acquisition Corporation, their directors, and stockholders necessary for the transactions contemplated by this Agreement have been taken. This Agreement is a legal, valid, and binding obligation of NESCO and Acquisition Corporation, enforceable against each corporation in accordance with its terms.
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Related to CORPORATE POWERS AND AUTHORIZATION

  • Corporate Power and Authorization The Borrower has the corporate power and authority to execute, deliver, perform, and take all actions contemplated by, each of the Loan Documents to which it is a party, and all such action has been duly and validly authorized by all necessary corporate proceedings on its part. Without limiting the foregoing, the Borrower has the corporate power and authority to borrow pursuant to the Loan Documents to the fullest extent permitted hereby and thereby from time to time, and has taken all necessary corporate action to authorize such borrowings.

  • Corporate Power and Authority Each Borrower has all requisite corporate power and authority to enter into this Amendment and to carry out the transactions contemplated by, and perform its obligations under, the Credit Agreement as amended by this Amendment (the "AMENDED AGREEMENT").

  • Requisite Power and Authority Such Subscriber has all necessary power and authority under all applicable provisions of law to execute and deliver this Subscription Agreement and other agreements required hereunder and to carry out their provisions. All action on Subscriber’s part required for the lawful execution and delivery of this Subscription Agreement and other agreements required hereunder have been or will be effectively taken prior to the Closing Date. Upon their execution and delivery, this Subscription Agreement and other agreements required hereunder will be valid and binding obligations of Subscriber, enforceable in accordance with their terms, except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application affecting enforcement of creditors’ rights and (b) as limited by general principles of equity that restrict the availability of equitable remedies.

  • Corporate Power and Authority; No Conflicts The execution, delivery and performance by Borrower and each Guarantor of the Loan Documents to which it is a party have been duly authorized by all necessary corporate action and do not and will not: (a) require any consent or approval of its stockholders which has not been obtained; (b) contravene its certificate of incorporation or by-laws; (c) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Security Documents), registration, consent or approval under any Law (including, without limitation, Regulations T, U and X of the Board of Governors), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower or any Guarantor; (d) result in a breach of or constitute a default under or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which Borrower or any Guarantor is a party or by which it or its properties may be bound or affected; (e) result in, or require, the creation or imposition of any Lien (other than as created under the Security Documents), upon or with respect to any of the properties now owned or hereafter acquired by Borrower or any Guarantor; or (f) cause such corporation to be in default under any such Law, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument.

  • Power and Authorization The Company is duly incorporated, validly existing and in good standing under the laws of its state of incorporation, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the Exchange contemplated hereby.

  • Powers and authority It has the power to enter into and perform, and has taken all necessary action to authorise the entry into and performance of, the Finance Documents to which it is or will be a party and the transactions contemplated by those Finance Documents.

  • Corporate Power The Company has all requisite corporate power to execute and deliver this Agreement and to carry out and perform its obligations under the terms of this Agreement.

  • Approvals and Authorizations Maintain all authorizations, consents, approvals and licenses from, exemptions of, and filings and registrations with, each Governmental Authority of the jurisdiction in which each Foreign Obligor is organized and existing, and all approvals and consents of each other Person in such jurisdiction, in each case that are required in connection with the Loan Documents.

  • Corporate Power; Authorization The Company has all requisite corporate power and has taken all requisite corporate action to execute and deliver this Warrant, to sell and issue the Warrant and Warrant Stock and to carry out and perform all of its obligations hereunder. This Warrant has been duly authorized, executed and delivered on behalf of the Company by the person executing this Warrant and constitutes the valid and binding agreement of the Company, enforceable in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization or similar laws relating to or affecting the enforcement of creditors' rights generally and (ii) as limited by equitable principles generally.

  • Authorization and Authority Each Lender hereby irrevocably appoints Citibank, N.A. to act on its behalf as the Agent hereunder and under its Note, if any, and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. Except as otherwise provided in Section 7.06, the provisions of this Article are solely for the benefit of the Agent and the Lenders, and the Borrower shall not have rights as a third party beneficiary of any of such provisions.

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