Execution and Effect of Agreement. Buyer has the full right, power and authority (corporate or otherwise) to execute and deliver this Agreement and the Operative Agreements to which it is a party, to perform its obligations hereunder and thereunder, and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the Operative Agreements to which it is a party by Buyer and the consummation by Buyer of the transactions contemplated hereby and thereby have been duly authorized by all necessary action (corporate or otherwise) on the part of Buyer, and no other proceeding on the part of Buyer is necessary to authorize the execution, delivery and performance of this Agreement and the Operative Agreements to which it is a party, and the transactions contemplated hereby and thereby. This Agreement and the Operative Agreements to which it is a party have been duly executed and delivered by Buyer and constitute the legal, valid and binding obligation of Buyer, enforceable against it in accordance with its terms, subject to the Bankruptcy and Equity Exceptions.
Appears in 3 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Sylvan Learning Systems Inc), Stock Purchase Agreement (Sylvan Learning Systems Inc)
Execution and Effect of Agreement. The Buyer has the full right, power and authority (corporate or otherwise) to execute and deliver enter into this Agreement and each of the Operative Agreements other Transaction Documents to which it is a party, to perform its obligations hereunder and thereunder, thereunder and to consummate the transactions contemplated hereby and thereby. The execution and delivery by the Buyer of this Agreement and each of the Operative Agreements other Transaction Documents to which it is a party by Buyer and the consummation by the Buyer of the transactions contemplated hereby and thereby the Transaction Documents have been duly authorized by all necessary action (corporate or otherwise) on the part of the Buyer, and no other proceeding proceeding, approval or authorization on the part of the Buyer is necessary to authorize the execution, delivery and performance of this Agreement and the Operative Agreements to which it is a party, or any other Transaction Document and the transactions contemplated hereby hereunder and therebyunder the Transaction Documents. This Agreement and the Operative Agreements each Transaction Document to which it the Buyer is a party have been duly executed and delivered by the Buyer and constitute the legal, valid and binding obligation of the Buyer, enforceable against it the Buyer in accordance with its terms, subject to except as limited by the Bankruptcy and Equity Exceptions.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Appliance Recycling Centers of America Inc /Mn), Stock Purchase Agreement (LIVE VENTURES Inc), LLC Interest Purchase Agreement (Albany Molecular Research Inc)
Execution and Effect of Agreement. Buyer has the full right, power and authority (corporate or otherwise) to execute and deliver enter into this Agreement and each of the Operative Agreements other Transaction Documents to which it is a party, to perform its obligations hereunder and thereunder, thereunder and to consummate the transactions contemplated hereby and thereby. The execution and delivery by Buyer of this Agreement and each of the Operative Agreements other Transaction Documents to which it is a party by Buyer and the consummation by Buyer of the transactions contemplated hereby and thereby have been duly authorized by all necessary action (corporate or otherwise) on the part of Buyer, and no other proceeding proceeding, approval or authorization on the part of Buyer is necessary to authorize the execution, delivery and performance of this Agreement and the Operative Agreements to which it is a party, or any other Transaction Document and the transactions contemplated hereby hereunder and therebyunder the other Transaction Documents. This Agreement and the Operative Agreements each other Transaction Document to which it Buyer is a party have has been duly executed and delivered by Buyer and constitute constitutes the legal, valid and binding obligation of Buyer, enforceable against it Buyer in accordance with its terms, subject to except as limited by the Bankruptcy and Equity Exceptions.
Appears in 1 contract
Samples: Stock Purchase Agreement (Wayside Technology Group, Inc.)