Common use of Execution; Validity of Agreement Clause in Contracts

Execution; Validity of Agreement. This Agreement has been duly executed and delivered by each Seller Party, and, assuming due and valid authorization, execution and delivery hereof by Parent and Purchaser, is a valid and binding obligation of each Seller Party, enforceable against 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 court before which any proceeding therefor may be brought.

Appears in 1 contract

Samples: Stock Purchase and Sale Agreement (Nptest Holding Corp)

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Execution; Validity of Agreement. This Agreement has been duly executed and delivered by each Seller Partyof Parent and Seller, and, assuming due and valid authorization, execution and delivery hereof by Parent and Purchaser, is a valid and binding obligation of each Seller Partyof Parent and Seller, enforceable against it each of Parent and 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 1 contract

Samples: Stock Sale Agreement (Merisel Inc /De/)

Execution; Validity of Agreement. This Agreement has been duly executed and delivered by each Seller PartyPrincipal Stockholder, and, assuming due and valid authorization, execution and delivery hereof by the Company and Parent and Purchaser, is a valid and binding obligation of each Seller PartyPrincipal Stockholder, enforceable against it Principal Stockholder in accordance with its terms terms, except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws 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 1 contract

Samples: Asset Purchase Agreement (Overture Services Inc)

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Execution; Validity of Agreement. This Agreement has been duly executed and delivered by each Seller Selling Party, and, assuming due and valid authorization, execution and delivery hereof by Parent and Purchaser, is a valid and binding obligation of each Seller Selling Party, enforceable against it such Selling Party 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 therefore may be brought.

Appears in 1 contract

Samples: Purchase Agreement (Fibermark Inc)

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