Enforceability of the Agreement Sample Clauses

Enforceability of the Agreement. The Parties do not intend any of the provisions of this Agreement to be legally enforceable. However, that does not lessen the Parties’ commitment to this Agreement.

Enforceability of the Agreement. When duly executed and delivered, this Agreement and the Exhibits hereto which are incorporated herein and made a part hereof are legal, valid, and enforceable by DIGITAL and the Sellers according to their terms, except to the extent limited by applicable bankruptcy reorganization, insolvency, moratorium or other laws relating to or effecting generally the enforcement of creditors rights; and at the time of such execution and delivery, the Sellers will have acquired good, marketable title in and to the AVE Common Shares acquired pursuant hereto, free and clear of all liens and encumbrances.

Enforceability of the Agreement. (a) The invalidity or unenforceability of any provision of the Agreement shall not affect the validity or enforceability of any other provision hereunder. If a court of competent jurisdiction determines that any portion of the Agreement is in violation of any statute or public policy only the portions of the Agreement that violate such statute or public policy shall be stricken, and all other portions of the Agreement that do not violate any statute or public policy shall continue in full force and effect. Further, if any one or more of the provisions contained in the Agreement is determined by a court of competent jurisdiction in any State to be excessively broad as to duration, scope, activity or subject, or is unreasonable or unenforceable under the laws of such State, such provisions will be construed by limiting, reducing, modifying or amending them so as to be enforceable to the maximum extent permitted by the law of that State. If the Agreement is held unenforceable in any jurisdiction, such holding will not impair the enforceability of the Agreement in any other jurisdiction. (b) No waiver by either Party hereto at any time or any breach by the other Party hereto of, or compliance with, any condition or provision of the Agreement to be performed by such other Party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time.

Enforceability of the Agreement. 4.1.1 The Vendor is the sole and absolute owner (beneficially or of record) of the Purchased Shares with a good and marketable title thereto free and clear of all Liens and with full power and authority to sell, assign and transfer such Purchased Shares as herein provided. 4.1.2 Each of the Vendor and Dxxxx has the power, capacity and authority to execute and become a party to this Agreement and to consummate the transactions herein provided, without any restriction whatsoever, whether pursuant to his matrimonial regime or otherwise. This Agreement constitutes a valid and binding obligation of each of the Vendor and Dxxxx, enforceable against the Vendor and Dxxxx in accordance with its terms. 4.1.3 Except as provided for or reflected in the DISCLOSURE SCHEDULE, neither the entering into of this Agreement nor the consummation of any of the transactions contemplated hereby will: 4.1.3.1 result in the violation of or conflict with (i) any of the terms or provisions of the respective constating documents or by-laws of any of the Company; (ii) any agreement, written or oral, to which any of the Vendor or the Company is a party or subject, including, any grant, subvention or other benefit in favour of either of the Vendor or the Company; (iii) any license, permit, authorization, qualification or registration held by or in respect of the Company; or (iv) any law, regulation or administrative or judicial order of any jurisdiction to which the Company is subject; 4.1.3.2 subject the Company to any penalty or liability; or 4.1.3.3 require any consent or approval from any Person. 4.1.4 Except as provided for or reflected in the DISCLOSURE SCHEDULE, the Vendor and Dxxxx are not aware of any legal or administrative proceedings pending or threatened or of any circumstances which may reasonably be expected to give rise to such proceedings which in any way might interfere with the sale or delivery of the Purchased Shares or the consummation of any of the transactions herein contemplated. 4.1.5 Relying upon the representation and warranty of the Purchaser set out in Section 5.6 and except as provided in the DISCLOSURE SCHEDULE, there is not any notice to, filing with, or authorization, consent, permit or approval from, any Person, including, without limitation, any government, governmental agency or other contracting party of the Company, required in connection with the transactions contemplated by this Agreement. 4.1.6 The transfer of the Purchased Shares contemplated her...

Enforceability of the Agreement. The Purchaser has full power and authority to purchase and acquire the Purchased Shares as herein provided.

Enforceability of the Agreement. When duly executed and delivered, the Agreement and the Exhibits hereto which are incorporated herein and made a part hereof are legal, valid, and enforceable by Shareholders according to their terms, and that at the time of such execution and delivery, Jutland will have acquired good, marketable title in and to the Transfer Shares acquired pursuant hereto, free and clear of all liens and encumbrances

Enforceability of the Agreement. When duly executed and delivered, the Agreement and the Exhibits hereto which are incorporated herein and made a part hereof are legal, valid, and enforceable by A-Z according to their terms, and that at the time of such execution and delivery, A-Z will have acquired good, marketable title in and to the Vaxcel Inc. Common Shares acquired pursuant hereto, free and clear of all liens and encumbrances.

Enforceability of the Agreement. If any part or provision of this Agreement is judicially declared invalid, such declaration shall not have the effect of invalidating or voiding the remainder of this Agreement, and the Parties agree that the part or parts of this Agreement so held to be invalid, void or unenforceable shall be modified to the extent to make it enforceable, or, if necessary, the Agreement shall be deemed to be amended to delete the unenforceable part or provision, and the remainder shall have the same force and effect as if such part or provision had never been included herein.

Enforceability of the Agreement. When duly executed and delivered, the Agreement and the Exhibits hereto which are incorporated herein and made a part hereof are legal, valid, and enforceable by PBI according to their terms, except to the extent limited by applicable bankruptcy, reorganization, insolvency, moratorium or other laws relating to or effecting generally the enforcement of creditors rights and that at the time of such execution and delivery, PBI will have acquired title in and to the FD Common Shares free and clear of all claims, liens and encumbrances.

Enforceability of the Agreement. When duly executed and delivered by all parties hereto, this Agreement will be legal, valid, and binding obligations of the Seller, enforceable by Buyer according to its terms.