Common use of Due Authorization; Legal Authority, Binding Effect Clause in Contracts

Due Authorization; Legal Authority, Binding Effect. The execution and delivery of this Agreement and all other agreements, consents and documents relating hereto to be executed and delivered by SFX and Acquisition Sub (collectively, the "SFX Closing Documents"), and the consummation by SFX and Acquisition Sub of the transactions contemplated hereby and thereby, have been duly authorized by all necessary corporate action by SFX and Acquisition Sub. SFX and Acquisition Sub have, and will on the Closing Date have, full legal right, power and authority to execute, deliver and perform this Agreement and the SFX Closing Documents, and to consummate the transactions contemplated hereunder and thereunder. This Agreement and the SFX Closing Documents, when executed by SFX and Acquisition Sub, on the one hand, and the Members, on the other hand, shall constitute legal, valid and binding obligations of SFX and Acquisition Sub enforceable in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, liquidation, reorganization, moratorium and other laws affecting the rights of creditors generally and subject to the exercise of judicial discretion in accordance with general principles of equity (whether applied by a court of law or equity).

Due Authorization; Legal Authority, Binding Effect. The execution and delivery of this Agreement and all other agreements, consents and documents relating hereto to be executed and delivered by SFX and Acquisition Sub (collectively, the "SFX Closing Documents"), and the consummation by SFX and Acquisition Sub of the transactions contemplated hereby and thereby, have been duly authorized by all necessary corporate action by SFX and Acquisition Sub. SFX and Acquisition Sub have, and will on the Closing Date have, full legal right, power and authority to execute, deliver and perform this Agreement and the SFX Closing Documents, and to consummate the transactions contemplated hereunder and thereunder. This Agreement and the SFX Closing Documents, when executed by SFX and Acquisition Sub, on the one hand, and the MembersSellers, on the other hand, shall constitute legal, valid and binding obligations of SFX and Acquisition Sub enforceable in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, liquidation, reorganization, moratorium and other laws affecting the rights of creditors generally and subject to the exercise of judicial discretion in accordance with general principles of equity (whether applied by a court of law or equity).

Due Authorization; Legal Authority, Binding Effect. The execution and delivery of this Agreement and all other agreements, consents and documents relating hereto to be executed and delivered by SFX and Acquisition Sub (collectively, the "SFX Closing Documents"), and the consummation by SFX and Acquisition Sub of the transactions contemplated hereby and thereby, have been duly authorized by all necessary corporate action by SFX and Acquisition Sub. SFX and Acquisition Sub have, and will on the Closing Date have, full legal right, power and authority to execute, deliver and perform this Agreement and the SFX Closing Documents, and to consummate the transactions contemplated hereunder and thereunder. This Agreement and the SFX 21 Closing Documents, when executed by SFX and Acquisition Sub, on the one hand, and the MembersShareholders, on the other hand, shall constitute legal, valid and binding obligations of SFX and Acquisition Sub enforceable in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, liquidation, reorganization, moratorium and other laws affecting the rights of creditors generally and subject to the exercise of judicial discretion in accordance with general principles of equity (whether applied by a court of law or equity).

Due Authorization; Legal Authority, Binding Effect. The execution and delivery of this Agreement and all other agreements, consents and documents relating hereto to be executed and delivered by SFX and Acquisition Sub (collectively, the "SFX Closing Documents"), and the consummation by SFX and Acquisition Sub of the transactions contemplated hereby and thereby, have been duly authorized by all necessary corporate action by SFX and Acquisition Sub. SFX and Acquisition Sub have, and will on the Closing Date have, full legal right, power and authority to execute, deliver and perform this Agreement and the SFX Closing Documents, and to consummate the transactions contemplated hereunder and thereunder. This Agreement and the SFX Closing Documents, when executed by SFX and Acquisition Sub, on the one hand, and the MembersSeller, on the other hand, shall constitute legal, valid and binding obligations of SFX and Acquisition Sub enforceable in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, liquidation, reorganization, moratorium and other laws affecting the rights of creditors generally and subject to the exercise of judicial discretion in accordance with general principles of equity (whether applied by a court of law or equity).