Common use of Existence; Authorization Clause in Contracts

Existence; Authorization. Such Stockholder, if not an individual, is duly organized, validly existing and in good standing (with respect to jurisdictions that recognize such concept) under the laws of the jurisdiction of its organization or formation. Such Stockholder has all requisite capacity, power and authority to enter into this Agreement and the Consent, to carry out its obligations hereunder and thereunder and to consummate the transactions contemplated by this Agreement and the Consent. This Agreement has been, and the Consent will be upon execution, duly and validly executed and delivered by such Stockholder and, in the case of this Agreement, assuming due execution and delivery by the Company, this Agreement constitutes, and upon execution by such Stockholder of the Consent, the Consent will constitute, a legal, valid and binding obligation of such Stockholder enforceable against such Stockholder in accordance with its terms, except as such enforceability may be limited by the Bankruptcy Exception.

Existence; Authorization. Such Stockholder, if not an individual, is duly organized, validly existing and in good standing (with respect to jurisdictions that recognize such concept) under the laws of the jurisdiction of its organization or formation. Such Stockholder has all requisite capacity, power and authority to enter into this Agreement and the Consent, to carry out its obligations hereunder and thereunder and to consummate the transactions contemplated by this Agreement and the Consent. This Agreement has been, and the Consent will be upon execution, duly and validly executed and delivered by such Stockholder and, in the case of this Agreement, assuming due execution and delivery by the CompanyParent, this Agreement constitutes, and upon execution by such Stockholder of the Consent, the Consent will constitute, a legal, valid and binding obligation of such Stockholder enforceable against such Stockholder in accordance with its terms, except as such enforceability may be limited by the Bankruptcy Exception.