Common use of Existence; Authority; Enforceability Clause in Contracts

Existence; Authority; Enforceability. Such party has the power and authority to enter into this Agreement and to carry out its obligations hereunder. Such party is duly organized and validly existing under the laws of its jurisdiction of organization, and the execution of this Agreement, and the consummation of the transactions contemplated herein, have been authorized by all necessary action on the part of its board of directors (or equivalent) and shareholders (or other holders of equity interests), if required, and no other act or proceeding on its part is necessary to authorize the execution of this Agreement or the consummation of any of the transactions contemplated hereby. This Agreement has been duly executed by such party and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by equitable principles relating to enforceability.

Appears in 6 contracts

Samples: Shareholders Agreement (Cushman & Wakefield PLC), Shareholder Agreement (Cushman & Wakefield PLC), Shareholder Agreement (Cushman & Wakefield PLC)

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Existence; Authority; Enforceability. Such party has the power and authority to enter into this Agreement and to carry out its obligations hereunder. Such party is duly organized and validly existing under the laws of its jurisdiction of organization, and the execution of this Agreement, and the consummation of the transactions contemplated hereinhereby, have been authorized by all necessary action on the part of its board of directors (or equivalent) and shareholders (or other holders of equity interests), if requiredaction, and no other act or proceeding on its part is necessary to authorize the execution of this Agreement or the consummation of any of the transactions contemplated hereby. This Agreement has been duly executed by such party it and constitutes its a legal, valid and valid, binding obligationobligation of it, enforceable against it in accordance with its terms, except as enforceability may be limited by subject to applicable bankruptcy, insolvency or insolvency, reorganization, moratorium, receivership and similar laws affecting the enforcement of creditors’ rights generally or by generally, and general equitable principles relating to enforceabilityprinciples.

Appears in 1 contract

Samples: Investor Rights Agreement (Online Resources Corp)

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