Corporation Authorization. Unless Stockholder is a natural Person, the execution, delivery and performance by Stockholder of this Agreement and the consummation by Stockholder of the transactions contemplated hereby are within the corporate (or equivalent) powers of Stockholder and have been duly authorized by all necessary corporate (or equivalent) action. If Stockholder is a natural Person, he or she (or the representative or fiduciary signing on his or her behalf, as applicable) has full legal capacity, right and authority to execute and deliver this Agreement and to perform his or her obligations hereunder. This Agreement constitutes a valid and binding agreement of Stockholder.
Appears in 4 contracts
Samples: Merger Agreement (Conmed Healthcare Management, Inc.), Voting Agreement (Conmed Healthcare Management, Inc.), Voting Agreement (Conmed Healthcare Management, Inc.)
Corporation Authorization. Unless Stockholder is a natural Person, the execution, delivery and performance by Stockholder of this Agreement and the consummation by Stockholder of the transactions contemplated hereby are within the corporate (or equivalent) powers of Stockholder and have been duly authorized by all necessary corporate (or equivalent) action. If Stockholder is a natural Person, he or she (or the representative or fiduciary signing on his or her behalf, as applicable) has full legal capacity, right and authority to execute and deliver this Agreement and to perform his or her obligations hereunder. This Agreement constitutes a valid and binding agreement of Stockholder.
Appears in 2 contracts
Samples: Voting Agreement (PricewaterhouseCoopers LLP), Voting Agreement (Diamond Management & Technology Consultants, Inc.)
Corporation Authorization. Unless such Stockholder is a natural Person, the execution, delivery and performance by such Stockholder of this Agreement and the consummation by such Stockholder of the transactions contemplated hereby are within the corporate (or equivalent) powers of such Stockholder and have been duly authorized by all necessary corporate (or equivalent) action. If such Stockholder is a natural Person, he or she (or the representative or fiduciary signing on his or her such Stockholder’s behalf, as applicable) has full legal capacity, right and authority to execute and deliver this Agreement and to perform his or her such Stockholder’s obligations hereunder. This Agreement constitutes a valid and binding agreement of Stockholder.
Appears in 2 contracts
Samples: Tender and Voting Agreement (MediaMind Technologies Inc.), Tender and Voting Agreement (DG FastChannel, Inc)