Due Authorization and Enforceability of Obligations. (a) The Purchaser has all necessary corporate power, authority and capacity to enter into this Agreement and to carry out its obligations under this Agreement.
Due Authorization and Enforceability of Obligations. Such Company Shareholder has all necessary power, authority and capacity to enter into this Agreement and any other agreements or document in connection with this Agreement (the “Related Documents”) to which it is a party and to carry out its obligations under this Agreement and the Related Documents to which it is a party. To the extent such Company Shareholder is a body corporate, the execution and delivery of this Agreement and the Related Documents to which such Company Shareholder is a party and the consummation of the transactions contemplated by this Agreement and the Related Documents have been duly authorized by all necessary corporate action on the part of such Company Shareholder. This Agreement constitutes, and each of the Related Documents to be executed by such Company Shareholder in connection with the Closing will constitute, a valid and binding obligation of such Company Shareholder enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization and other similar laws of general application limiting the enforcement of creditors’ rights generally and to the fact that specific performance is an equitable remedy available only in the discretion of the court.
Due Authorization and Enforceability of Obligations. The Purchaser has all necessary corporate power, authority and capacity to enter into this Agreement and to carry out its obligations under this Agreement. The execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement have been duly authorized by all necessary corporate action of the Purchaser. This Agreement constitutes valid and binding obligations of the Purchaser enforceable against it in accordance with its terms except as enforcement may be limited by bankruptcy, insolvency and other laws affecting the rights of creditors generally and except that equitable remedies may be granted only in the discretion of a court of competent jurisdiction.
Due Authorization and Enforceability of Obligations. The execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement have been duly authorized by all necessary corporate action on the part of MNL. This Agreement constitutes a valid and binding obligation of MNL enforceable against it in accordance with its terms.
Due Authorization and Enforceability of Obligations. The Corporation has all necessary corporate or comparable organizational power, authority, and capacity to enter into this Agreement and to carry out its obligations under this Agreement. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereunder has been duly authorized by all necessary corporate action of the Corporation. This Agreement has been duly executed and delivered by the Corporation and, assuming due authorization, execution and delivery by the other parties hereto, represents the legal, valid and binding obligation of the Corporation, enforceable against such parties in accordance with its terms, subject to the effect of (A) applicable bankruptcy, insolvency, reorganization, moratorium and other similar Laws now and hereafter in effect relating to the rights of creditors generally and (B) rules of law and equity governing specific performance, injunctive relief and other equitable remedies. No further authorizing action on the part of the Corporation is or will be required in connection with the consummation of the transactions contemplated hereby.
Due Authorization and Enforceability of Obligations. The Purchaser has, and the Real Property Purchasers will have, all necessary power, authority and capacity to enter into this Agreement and to carry out its obligations under this Agreement. The execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement have been duly authorized by all necessary corporation and partnership action on behalf of the Purchaser by its General Partner and will be duly authorized by all necessary corporate action by the Real Property Purchasers prior to the Closing. This Agreement constitutes a valid and binding obligation of the Purchaser enforceable against it in accordance with its terms subject to the usual exceptions as to bankruptcy and the availability of equitable remedies.
Due Authorization and Enforceability of Obligations. The execution and delivery respectively of this Agreement and the Closing Documents and the consummation of the transactions respectively contemplated by this Agreement and the Closing Documents (subject to the Closing) have been respectively duly authorized by all necessary corporate action on the part of the Vendor. This Agreement, and upon execution and delivery by the Vendor of the Closing Documents, the Closing Documents shall constitute legal, valid and binding obligations of the Vendor enforceable against it in accordance with their respective terms, subject, however, to limitations with regards to enforcement imposed by Applicable Law in connection with bankruptcy or similar proceedings and to the extent that equitable remedies such as specific performance and injunction are in the discretion of the court from which they are sought.
Due Authorization and Enforceability of Obligations. The Vendor has all necessary power, authority and capacity to enter into this Agreement and to carry out its obligations under this Agreement. This Agreement constitutes, and each other agreement to be executed by the Vendor in connection with the Closing will constitute, a valid and binding obligation of the Vendor enforceable against it in accordance with its terms
Due Authorization and Enforceability of Obligations. The Vendor has all necessary corporate power, authority and capacity to enter into this Agreement and to carry out its obligations under this Agreement and any other Contracts to be entered into by the Vendor as provided herein, and to own the Purchased Assets and to carry on the Businesses as now being carried on by it. The execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement will have been duly authorized by all necessary corporate action on the part of the Vendor at the Closing Time. This Agreement constitutes a valid and binding obligation of the Vendor enforceable against it in accordance with its terms subject to the usual exceptions as to bankruptcy and the availability of equitable remedies. At the Effective Time, each of the contracts required by this Agreement to be delivered by the Vendor will be duly executed and delivered by the Vendor and will be valid and binding obligations of the Vendor, enforceable in accordance with its terms, subject to the usual exceptions of bankruptcy, and the availability of equitable remedies.
Due Authorization and Enforceability of Obligations. The execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement, including the issuance of the Purchased Shares as fully paid and non-assessable ordinary shares in the capital of the Company, have been or shall be prior to the Fixify Closing duly authorized by all necessary corporate action on the part of the Company. This Agreement, the Fixify Management Agreement the Fixify Revenue Sharing Agreement and the Fixify Shareholders Agreement each constitute a valid and binding obligation of the Company enforceable against it in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws and subject to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).
