Legal Capacity; No Restrictions. Buyer has full corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. All action required to authorize Buyer to enter into this Agreement and to carry out the transactions contemplated hereby has been properly taken; and this Agreement constitutes the legal, valid and binding obligation of the Buyer, enforceable in accordance with its terms. The execution, delivery and performance of this Agreement by Buyer in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any Encumbrance pursuant to, or require the consent of any third party or governmental authority pursuant to (a) any provision of the Buyer's respective certificates of incorporation or by-laws, as currently amended and in effect or (b) any franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, regulation, order, judgment or decree to which Buyer is a party or by which it (or any of its assets, properties, operations or business) may be bound, subject to or affected.
Legal Capacity; No Restrictions. Mexco has the legal capacity, power and authority to execute, deliver and perform this Agreement and the Ancillary Documents, and to consummate the transactions contemplated hereby. All corporate acts required to be taken by Mexco to enter into this Agreement and to carry out the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part ofMexco. This Agreement constitutes the legal, valid and binding obligation ofMexco enforceable in accordance with its terms subject to (i) bankruptcy, insolvency or other similar laws now or hereafter in effect relating to creditors' rights generally, and (ii) equitable principles of law.
Legal Capacity; No Restrictions. The Company has the full legal capacity, corporate power and authority to execute and deliver this Agreement and to perform the obligations hereunder. All acts required to be taken by the Company and the Shareholders to enter into this Agreement and to carry out the transactions contemplated hereby have been properly taken; and this Agreement constitutes a legal, valid and binding obligation of the Company and the Shareholders, enforceable in accordance with its terms subject to (a) bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally and (b) equitable principles of law. The execution, delivery and performance of this Agreement by the Company and the Shareholders in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any Encumbrance (as hereinafter defined) pursuant to, or require the consent of any third party or governmental authority pursuant to (a) any provision of the Articles of Incorporation, as now in effect, or By-laws, as now in effect, of the Company, or (b) any material franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, regulation, order, judgment or decree to which the Company or the Shareholders are a party or by which either of them (or any of their assets, properties, operations or businesses) may be bound, subject to or affected.
Legal Capacity; No Restrictions. Each of the Buyer and the Merger Subsidiary has full corporate power and authority to execute and deliver this Agreement and to perform each of the obligations hereunder. All action required to authorize each of the Buyer and the Merger Subsidiary to enter into this Agreement and to carry out the transactions contemplated hereby has been properly taken; and this Agreement constitutes the legal, valid and binding obligation of the Buyer and the Merger Subsidiary, enforceable in accordance with its terms. The execution, delivery and performance of this Agreement by the Buyer and the Merger Subsidiary in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any Encumbrance pursuant to, or require the consent of any third party or governmental authority pursuant to (a) any provision of the Buyer's Articles of Incorporation or By-laws, as currently amended and in effect, (B) any provision of the Merger Subsidiary's Articles of Incorporation or By-laws, as currently amended and in effect or (c) any franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, regulation, order, judgment or decree to which either the Buyer or the Merger Subsidiary is a party or by which it (or any of its assets, properties, operations or business) may be bound, subject to or affected.
Legal Capacity; No Restrictions. Each of the Shareholders has full legal capacity, power and authority to execute and deliver this Agreement and to perform their respective obligations hereunder. All acts required to be taken by the Shareholders to enter into this Agreement and to carry out the transactions contemplated hereby have been properly taken; and this Agreement, assuming the due execution and delivery of this Agreement by IBS, constitutes a legal, valid and binding obligation of each of the Shareholders, enforceable in accordance with its terms except to the extent that enforceability may be limited by bankruptcy laws and other laws of general application relating to creditor's rights, general principles of equity or principles of public policy. The execution, delivery and performance of this Agreement by each of the Shareholders in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of any rights under, or result in the creation of any Encumbrance (as defined in Section 4.B) pursuant to, or require the consent of any third party or governmental authority pursuant to (a) any provision of the articles of incorporation, as now in effect, or bylaws, as now in effect, of the Company, or (b) any franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, regulation, order, judgment or decree to which any of the Shareholders or the Company is a party or by which any of them (or any of their assets, properties, operations or businesses) may be bound, subject to or affected, which would have a material adverse effect on the Company.
Legal Capacity; No Restrictions. IBS has full corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. All action required to authorize IBS to enter into this Agreement and to carry out the transactions contemplated hereby has been properly taken; and this Agreement constitutes the legal, valid and binding obligation of IBS, enforceable in accordance with its terms. The execution, delivery and performance of this Agreement by IBS in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any Encumbrance pursuant to, or require the consent of any third party or governmental authority pursuant to (a) any provision of IBS's respective articles of incorporation or by-laws, as currently amended and in effect or (b) any franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, regulation, order, judgment or decree to which IBS is a party or by which it (or any of its assets, properties, operations or business) may be bound, subject to or affected. Since January 1, 1999, there has been no material adverse change in the business, condition (financial or otherwise), properties, assets, liabilities, operations or prospects of IBS.
Legal Capacity; No Restrictions. Xxx Xxxricas Broadband has the full legal capacity, power and authority to execute, deliver and perform this Agreement and the Ancillary Documents, and to consummate the transactions contemplated hereby and thereby. All acts required to be taken by Las Americas Broadband to enter into this Agreement and to carry out the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of Las Americas Broadband, and this Agreement constitutes a legal, valid and binding obligation of Las Americas Broadband enforceable in accordance with its terms subject to (i) bankruptcy, insolvency or other similar laws now or hereafter in effect relating to creditors' rights generally, and (ii) equitable principles of law.
Legal Capacity; No Restrictions. Each of Sellers has full legal capacity, power and authority to execute and deliver this Agreement and to perform their respective obligations hereunder. All acts required to be taken by Sellers to enter into this Agreement and to carry out the transactions contemplated hereby have been properly taken; and this Agreement constitutes a legal, valid and binding obligation of each of the Sellers, enforceable in accordance with its terms. The execution, delivery and performance of this Agreement by each of the Sellers in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any Encumbrance (as defined in Section 5.B) pursuant to, or require the consent of any third party or governmental authority pursuant to (a) any provision of the certificate of organization or Operating Agreement of DesignFX, or (b) any franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, regulation, order, judgment or decree to which any of the Sellers or DesignFX is a party or by which any of them (or any of their assets, properties, operations or businesses) may be bound, subject to or affected.
Legal Capacity; No Restrictions. (a) Xxxxxxxxxx has the full legal capacity, power and authority to execute, deliver and perform this Agreement, the Deposit Agreement and any and all other agreements, certificates and documents executed or delivered, or to be reasonably executed or delivered by Xxxxxxxxxx in connection herewith (collectively, the "Ancillary Documents"), and to consummate the transactions contemplated hereby or therewith. This Agreement constitutes a legal, valid and binding obligation of Xxxxxxxxxx enforceable in accordance with the terms established herein, subject to (i) bankruptcy, insolvency or other similar laws now or hereafter in effect relating to creditors' rights generally, and (ii) equitable principles of law; and
(b) Xxxxxxxxxx is a Mexican citizen in full exercise of his legal rights within the United Mexican States, and has the legal capacity to enter into this agreement and be bound by its terms.
Legal Capacity; No Restrictions. Las Americas Broadband has the full legal capacity, power and authority to execute, deliver and perform this Agreement and the Ancillary Documents, and to consummate the transactions contemplated hereby and thereby. All acts required to be taken by Las Americas Broadband to enter into this Agreement and to carry out the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of Las Americas Broadband, and this Agreement constitutes a legal, valid and binding obligation of Las Americas Broadband enforceable in accordance with its terms subject to (1) bankruptcy, insolvency or other similar laws now or hereafter in effect relating to creditors' rights generally, and (ii) equitable principles of law.