Common use of Due Authorization and Organization Clause in Contracts

Due Authorization and Organization. With respect to a Shareholder that is not a natural person, such Shareholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or organization (as applicable) and with respect to a Shareholder that is a natural person, such Shareholder has the requisite capacity to enter into this Agreement. The Shareholder has all requisite legal power (corporate or other) and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly authorized, executed and delivered by the Shareholder and constitutes a valid and binding obligation of the Shareholder enforceable in accordance with its terms subject to (i) bankruptcy, insolvency, moratorium and other similar laws now or hereafter in effect relating to or affecting creditors’ rights generally, and (ii) general principles of equity (regardless of whether considered in a proceeding at law or in equity).

Appears in 4 contracts

Samples: Voting Agreement (MEDecision, Inc.), Voting Agreement (MEDecision, Inc.), Voting Agreement (MEDecision, Inc.)

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Due Authorization and Organization. With respect to a Shareholder To the extent that the Stockholder is not a natural person, such Shareholder the Stockholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or organization (as applicable) and with respect and, to a Shareholder the extent that the Stockholder is a natural person, such Shareholder the Stockholder has the requisite capacity to enter into this Agreement. The Shareholder Stockholder has all requisite legal power (corporate or other) and authority to execute and deliver this Agreement and to consummate the transactions contemplated herebyperform its obligations hereunder. This Agreement has been duly authorized, executed and delivered by the Shareholder Stockholder and constitutes a valid and binding obligation of the Shareholder Stockholder enforceable in accordance with its terms subject to (i) bankruptcy, insolvency, moratorium and other similar laws now or hereafter in effect relating to or affecting creditors’ rights generally, and (ii) general principles of equity (regardless of whether considered in a proceeding at law or in equity).

Appears in 3 contracts

Samples: Voting Agreement (JGWPT Holdings Inc.), Voting Agreement (JLL JGW Distribution, LLC), Voting Agreement (JGWPT Holdings Inc.)

Due Authorization and Organization. With respect to a each Shareholder that is not a natural person, such Shareholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or organization (as applicable) and with respect to a each Shareholder that is a natural person, such Shareholder has the requisite capacity to enter into this Agreement. The Such Shareholder has all requisite legal power (corporate or other) and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly authorized, executed and delivered by the such Shareholder and constitutes a valid and binding obligation of the such Shareholder enforceable in accordance with its terms subject to (i) bankruptcy, insolvency, moratorium and other similar laws now or hereafter in effect relating to or affecting creditors' rights generally, and (ii) general principles of equity (regardless of whether considered in a proceeding at law or in equity).

Appears in 2 contracts

Samples: Voting Agreement (Koosharem CORP), Voting Agreement (Koosharem CORP)

Due Authorization and Organization. With respect to a Shareholder each Stockholder that is not a natural person, such Shareholder Stockholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or organization (as applicable) and with respect to a Shareholder each Stockholder that is a natural person, such Shareholder Stockholder has the requisite capacity to enter into this Agreement. The Shareholder Such Stockholder has all requisite legal power (corporate or other) and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly authorized, executed and delivered by the Shareholder such Stockholder and constitutes a valid and binding obligation of the Shareholder such Stockholder enforceable in accordance with its terms subject to (i) bankruptcy, insolvency, moratorium and other similar laws now or hereafter in effect relating to or affecting creditors’ rights generally, and (ii) general principles of equity (regardless of whether considered in a proceeding at law or in equity).

Appears in 2 contracts

Samples: Voting Agreement (Ablest Inc), Voting Agreement (Heist Charles H)

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Due Authorization and Organization. With respect to a each Shareholder that is not a natural person, such Shareholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or organization (as applicable) and with respect to a each Shareholder that is a natural person, such Shareholder has the requisite capacity to enter into this Agreement. The Such Shareholder has all requisite legal power (corporate or other) and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly authorized, executed and delivered by the such Shareholder and constitutes a valid and binding obligation of the such Shareholder enforceable in accordance with its terms subject to (i) bankruptcy, insolvency, moratorium and other similar laws now or hereafter in effect relating to or affecting creditors’ rights generally, and (ii) general principles of equity (regardless of whether considered in a proceeding at law or in equity).

Appears in 1 contract

Samples: Voting Agreement (Remedytemp Inc)

Due Authorization and Organization. With respect to a To the extent that the Shareholder that is not a natural person, such the Shareholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or organization (as applicable) and with respect and, to a the extent that the Shareholder that is a natural person, such the Shareholder has the requisite capacity to enter into this Agreement. The Shareholder has all requisite legal power (corporate or other) and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly authorized, executed and delivered by the Shareholder and constitutes a valid and binding obligation of the Shareholder enforceable in accordance with its terms subject to (i) bankruptcy, insolvency, moratorium and other similar laws now or hereafter in effect relating to or affecting creditors' rights generally, and (ii) general principles of equity (regardless of whether considered in a proceeding at law or in equity).

Appears in 1 contract

Samples: Voting Agreement (Koosharem CORP)

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