Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company and constitutes its valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 4 contracts
Samples: Stock Purchase Agreement (Revlon Inc /De/), Investment Agreement (Revlon Inc /De/), Investment Agreement (Rare Medium Group Inc)
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company and Company. This Agreement constitutes its the valid and legally binding obligationobligation of the Company, enforceable against it in accordance with its terms, subject to (i) applicable bankruptcy, insolvency, fraudulent conveyancetransfer, reorganizationmoratorium, moratorium and reorganization or other similar laws of general application relating to or affecting the enforcement of creditors' ’ rights and remedies generally and subject, as to enforceability, to (ii) general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 2 contracts
Samples: Conversion and Modification Agreement (Microvision Inc), Conversion Agreement (Microvision Inc)
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company and constitutes its valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' ’ rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 2 contracts
Samples: Preferred Redemption Agreement (Skyterra Communications Inc), Stock Purchase Agreement (Revlon Inc /De/)
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company Funding Party and constitutes its valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 2 contracts
Samples: Investment Agreement (Zam Holdings L P), Investment Agreement (Cosi Inc)
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by each of the Company Investors and constitutes its valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' ’ rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 1 contract
Samples: Investment Agreement (FX Real Estate & Entertainment Inc.)
Due Execution; Enforceability. This Agreement and the Other Agreements has been (or upon execution will have been) duly and validly executed and delivered by each of the Company Shareholders and constitutes its has been effectively authorized by all necessary action, corporate or otherwise, and, constitute (or upon execution will constitute) legal, valid and binding obligation, obligations of each of the Shareholders enforceable against it in accordance with its their respective terms, except as the same may be subject to applicable general principles of equity or limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and fraudulent conveyance or similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity)laws.
Appears in 1 contract
Samples: Stock Purchase Agreement (Active Iq Technologies Inc)
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company each Purchaser and constitutes its valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' ’ rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 1 contract
Samples: Preferred Redemption Agreement (Skyterra Communications Inc)
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company Investor and constitutes its valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 1 contract
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company such party and constitutes its valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 1 contract
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company and constitutes its valid and binding obligation, enforceable against it in accordance with its terms, subject to except as limited by applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' ’ rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 1 contract
Samples: Investment Agreement (FX Real Estate & Entertainment Inc.)
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company each Purchaser and constitutes its valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 1 contract
Due Execution; Enforceability. This Agreement has and the Other Agreements have been (or upon execution will have been) duly and validly executed and delivered by the Company Shareholder and constitutes its have been effectively authorized by all necessary action, corporate or otherwise, and, constitute (or upon execution will constitute) legal, valid and binding obligation, obligations of Shareholder enforceable against it in accordance with its their respective terms, except as the same may be subject to applicable general principles of equity or limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and fraudulent conveyance or similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity)laws.
Appears in 1 contract
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company Investor and constitutes its his valid and binding obligation, enforceable against it him in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' ’ rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 1 contract
Samples: Investment Agreement (FX Real Estate & Entertainment Inc.)
Due Execution; Enforceability. This Agreement has and the Other Agreements have been (or upon execution will have been) duly and validly executed and delivered by each of the Company Shareholders and constitutes its has been effectively authorized by all necessary action, corporate or otherwise, and, constitute (or upon execution will constitute) legal, valid and binding obligation, obligations of each of the Shareholders enforceable against it in accordance with its their respective terms, except as the same may be subject to applicable general principles of equity or limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and fraudulent conveyance or similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity)laws.
Appears in 1 contract
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company and oh behalf of it and constitutes its valid and binding obligation, obligation enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing equity (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 1 contract
Due Execution; Enforceability. This Agreement has been duly and validly executed and delivered by the Company and constitutes its the valid and legally binding obligationobligation of the Company, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity, including principles of commercial reasonableness, good faith and fair dealing (regardless of whether enforcement is sought in a proceeding at law or in equity).
Appears in 1 contract