Execution; Validity of Agreement. This Agreement has been duly executed and delivered by Seller, and, assuming due and valid authorization, execution and delivery hereof by Purchaser, is a valid and binding obligation of Seller, enforceable against Seller in accordance with its terms except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors' rights generally and (b) the availability of the remedy of specific performance or injunctive or other forms of equitable relief may be subject to equitable defenses and would be subject to the discretion of the court before which any Proceeding therefor may be brought.
Appears in 2 contracts
Samples: Share Purchase and Sale Agreement (China Netcom Group CORP (Hong Kong) LTD), Share Purchase and Sale Agreement (China Netcom Group CORP (Hong Kong) LTD)
Execution; Validity of Agreement. This Agreement has been duly executed and delivered by Sellerthe Company, and, assuming due and valid authorization, execution and delivery hereof by PurchaserPurchaser and Sub, is a valid and binding obligation of Sellerthe Company, enforceable against Seller the Company in accordance with its terms except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors' rights generally and (b) the availability of the remedy of specific performance or injunctive or other forms of equitable relief may be subject to equitable defenses and would be subject to the discretion of the court before which any Proceeding proceeding therefor may be brought.
Appears in 2 contracts
Samples: Merger Agreement (Headwaters Inc), Merger Agreement (Headwaters Inc)
Execution; Validity of Agreement. This Agreement has been duly executed and delivered by Sellerthe Buyer, and, and assuming due and valid authorization, execution and delivery hereof by Purchaserthe Seller, is a valid and binding obligation of Sellerthe Buyer, enforceable against Seller the Buyer in accordance with its terms except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors' rights generally and (b) the availability of the remedy of specific performance or injunctive or other forms of equitable relief may be subject to equitable defenses and would be subject to the discretion of the court before which any Proceeding proceeding therefor may be brought.
Appears in 1 contract
Samples: Asset Purchase Agreement (Ivex Packaging Corp /De/)
Execution; Validity of Agreement. This Agreement has been duly executed and delivered by Seller, and, assuming due and valid authorization, execution and delivery hereof by Purchaser, is a valid and binding obligation of Seller, enforceable against Seller in accordance with its terms terms, except that (ai) as limited by such enforcement may be subject to applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and transfer or other similar laws of general application affecting enforcement of Law, now or hereafter in effect, relating to or limiting creditors' ’ rights generally and (bii) the availability of the remedy equitable remedies of specific performance or and injunctive or and other forms of equitable relief may be subject to equitable defenses and would be subject to the discretion of the court before which any Proceeding proceeding therefor may be brought.
Appears in 1 contract
Execution; Validity of Agreement. This Agreement has been duly executed and delivered by Seller, and, assuming due and valid authorization, execution and delivery hereof by Purchaser, is a valid and binding obligation of Seller, Seller enforceable against Seller in accordance with its terms except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors' ’ rights generally and (b) the availability of the remedy of specific performance or injunctive or other forms of equitable relief may be subject to equitable defenses and would be subject to the discretion of the court before which any Proceeding proceeding therefor may be brought.
Appears in 1 contract
Execution; Validity of Agreement. This Agreement has been duly executed and delivered by SellerSellers, and, assuming due and valid authorization, execution and delivery hereof by Purchaser, is a valid and binding obligation of SellerSellers, enforceable against Seller Sellers in accordance with its terms except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors' rights generally generally, and (b) the availability of the remedy of specific performance or injunctive or other forms of equitable relief may be subject to equitable defenses and would be subject to the discretion of the court before which any Proceeding therefor proceeding therefore may be brought.
Appears in 1 contract
Execution; Validity of Agreement. This Agreement has been duly executed and delivered by Seller, Seller and, assuming due and valid authorization, execution and delivery hereof by PurchaserBuyer, is a valid and binding obligation of Seller, enforceable against Seller it in accordance with its terms except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors' ’ rights generally and (b) the availability of the remedy of specific performance or injunctive or other forms of equitable relief may be subject to equitable defenses and would be subject to the discretion of the a court before which any Proceeding proceeding therefor may be brought.
Appears in 1 contract
Execution; Validity of Agreement. This Agreement has been duly executed and delivered by Sellerthe Company, and, assuming due and valid authorization, execution and delivery hereof by Purchaserthe other parties hereto, is a valid and binding obligation of Sellerthe Company, enforceable against Seller the Company in accordance with its terms except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors' rights generally and (b) the availability of the remedy of specific performance or injunctive or other forms of equitable relief may be subject to equitable defenses and would be subject to the discretion of the court before which any Proceeding proceeding therefor may be brought.
Appears in 1 contract
Execution; Validity of Agreement. This Agreement has been duly executed and delivered by the Seller, and, and assuming due and valid authorization, execution and delivery hereof by Purchaserthe Buyer, is a valid and binding obligation of the Seller, enforceable against the Seller in accordance with its terms except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors' rights generally and (b) the availability of the remedy of specific performance or injunctive or other forms of equitable relief may be subject to equitable defenses and would be subject to the discretion of the court before which any Proceeding proceeding therefor may be brought.
Appears in 1 contract
Samples: Asset Purchase Agreement (Ivex Packaging Corp /De/)