Execution; No Inconsistent Agreements; Etc. (1) The execution and delivery of this Agreement and the performance of the transactions contemplated hereby have been or will be prior to the Closing Date duly and validly authorized and approved by Buyer and this Agreement is a valid and binding agreement of Buyer, enforceable against Buyer in accordance with its terms, except as such enforcement may be limited by bankruptcy or similar laws affecting the enforcement of creditors' rights generally, and the availability of equitable remedies. (2) The execution and delivery of this Agreement by Buyer does not, and the consummation of the transactions contemplated hereby will not, constitute a breach or violation of the Articles of Incorporation, charter or By-Laws of Buyer, or a default under any of the terms, conditions or provisions of (or an act or omission that would give rise to any right of termination, cancellation or acceleration under) any material note, bond, mortgage, lease, indenture, agreement or obligation to which Buyer is a party, pursuant to which it otherwise receives benefits, or by which any of its properties may be bound.
Appears in 1 contract
Execution; No Inconsistent Agreements; Etc. (1) The execution and delivery of this Agreement and the performance of the transactions contemplated hereby have been or will be prior to the Closing Date duly and validly authorized and approved by Buyer and this Agreement is a valid and binding agreement of Buyer, enforceable against Buyer in accordance with its terms, except as such enforcement may be limited by bankruptcy or similar laws affecting the enforcement of creditors' β rights generally, and the availability of equitable remedies.
(2) The execution and delivery of this Agreement by Buyer does not, and the consummation of the transactions contemplated hereby will not, constitute a breach or violation of the Articles of Incorporation, charter or By-Laws of Buyer, or a default under any of the terms, conditions or provisions of (or an act or omission that would give rise to any right of termination, cancellation or acceleration under) any material note, bond, mortgage, lease, indenture, agreement or obligation to which Buyer is a party, pursuant to which it otherwise receives benefits, or by which any of its properties may be bound.
Appears in 1 contract
Execution; No Inconsistent Agreements; Etc. (1) 4.2.1. The execution and delivery of this Agreement and the performance of the transactions contemplated hereby have been or will be prior to the Closing Date duly and validly authorized and approved by Buyer the Purchaser and this Agreement is a valid and binding agreement of Buyerthe Purchaser, enforceable against Buyer the Purchaser in accordance with its terms, except as such enforcement may be limited by bankruptcy or similar laws affecting the enforcement of creditors' rights generally, and the availability of equitable remedies.
(2) 4.2.2. The execution and delivery of this Agreement by Buyer the Purchaser does not, and the consummation of the transactions contemplated hereby will not, constitute a breach or violation of the Articles Certificate of Incorporation, charter Incorporation (as amended) or By-Laws Bylaws of Buyerthe Purchaser, or a default under any of the terms, conditions or provisions of (or an act or omission that would give rise to any right of termination, cancellation or acceleration under) any material note, bond, mortgage, lease, indenture, agreement or obligation to which Buyer Purchaser is a party, pursuant to which it otherwise receives benefits, or by which any of its properties may be bound.
Appears in 1 contract
Execution; No Inconsistent Agreements; Etc. (1) 4.2.1. The execution and delivery of this Agreement and the performance of the transactions contemplated hereby have been or will be prior to the Closing Date duly and validly authorized and approved by Buyer and this Agreement is a valid and binding agreement of Buyer, enforceable against Buyer in accordance with its terms, except as such enforcement may be limited by bankruptcy or similar laws affecting the enforcement of creditors' rights generally, and the availability of equitable remedies.
(2) 4.2.2. The execution and delivery of this Agreement by Buyer does not, and the consummation of the transactions contemplated hereby will not, constitute a breach or violation of the Articles of Incorporation, charter or Byby-Laws laws of Buyer, or a default under any of the terms, conditions or provisions of (or an act or omission that would give rise to any right of termination, cancellation or acceleration under) any material note, bond, mortgage, lease, indenture, agreement or obligation to which Buyer or any of its subsidiaries is a party, pursuant to which it any of them otherwise receives receive benefits, or by which any of its their properties may be bound.
Appears in 1 contract
Samples: Stock Purchase Agreement (Millennium Capital Venture Holdings Inc)