Legal Capacity to Contract Sample Clauses

Legal Capacity to Contract. Accenture represents that it has the requisite power, authority and legal capacity to make, execute, enter into and deliver this Restructuring Agreement and to fully perform its duties and obligations under this Restructuring Agreement (including, without limitation, assuming the Outsourcing Agreement, as modified and amended by the Amendments), and that neither this Restructuring Agreement nor the performance by Accenture of any duty or obligation under this Restructuring Agreement will violate any other contract, agreement, covenant or restriction by which Accenture Entities are bound other any such violation by the Accenture Entities that would not have a material adverse effect on the IBC Entities. Subject to the Bankruptcy Court entering the Approval Order, the IBC Entities represent that they have the requisite power, authority and legal capacity to make, execute, enter and deliver this Restructuring Agreement and to fully perform the duties and obligations under this Restruc turing Agreement (including, without limitation, assuming the Outsourcing Agreement, as modified and amended by the Amendments), and that neither this Restructuring Agreement nor the performance by the IBC Entities of any duty or obligation under this Restructuring Agreement will violate any other contract, agreement, covenant or restriction by which the IBC Entities are bound other than any such violation by the IBC Entities that would not have a material adverse effect on the IBC Entities' ability to perform under the terms of this Agreement or the Assumed Agreements.
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Legal Capacity to Contract. Each party represents that, subject to the entry of an order by the Bankruptcy Court approving of this Agreement pursuant to Section 1.1, it has the requisite power, authority and legal capacity to make, execute, enter into and deliver this Agreement and to fully perform its duties and obligations under this Agreement, and that neither this Agreement not the performance by such Party of any duty or obligation under this Agreement will violate any other contract, agreement, covenant or restriction by which such Party is bound.
Legal Capacity to Contract. Subject to approval of this Settlement Agreement by the Bankruptcy Court by virtue of a Final Order and approval of the JPLs and Investors, each Party represents that it has the requisite power, authority and legal capacity to make, execute, enter into and deliver this Settlement Agreement and to fully perform its duties and obligations under this Settlement Agreement, and that neither this Settlement Agreement nor the performance by the Parties of any duty or obligation under this Settlement Agreement will violate any other contract, agreement, covenant or restriction by which the Parties are bound other than any such violation by GX that would not have a material adverse effect on AX or AX's business following the Final Effective Date or any such violation by AX that would not have a material adverse effect on GX or GX's business following the Final Effective Date.
Legal Capacity to Contract. Subject to entry of the Approval Order and, as to the GP Debtors, a corresponding order in their chapter 11 cases, each Party represents that it has the requisite power, authority and legal capacity to make, execute, enter into and deliver this Settlement Agreement and to fully perform its duties and obligations under this Settlement Agreement, and that neither this Settlement Agreement nor the performance by the Parties of any duty or obligation under this Settlement Agreement will violate any other contract, contract amendment, supplement, agreement, covenant or restriction by which such Party is bound.

Related to Legal Capacity to Contract

  • Authority to Contract Each party represents and warrants that it has full power and authority to enter into this Agreement and perform its obligations hereunder, and that it has taken all actions necessary to authorize entering into this Agreement.

  • Freedom to Contract The Executive represents that he is free to enter into this Agreement and carry out his obligations hereunder without any conflict with any prior agreements, and that he has not made and will not make any agreement in conflict with this Agreement.

  • Parties to Contract Any contract of the character described in Sections 4.1 and 4.2 of this Article IV or in Article VII hereof may be entered into with any Person, although one or more of the Trustees, officers or employees of the Trust may be an officer, director, trustee, shareholder, or member of such other party to the contract, and no such contract shall be invalidated or rendered voidable by reason of the existence of any such relationship, nor shall any Person holding such relationship be liable merely by reason of such relationship for any loss or expense to the Trust under or by reason of said contract or accountable for any profit realized directly or indirectly therefrom, provided that the contract when entered into was reasonable and fair and not inconsistent with the provisions of this Article IV or the By-Laws. The same Person may be the other party to contracts entered into pursuant to Sections 4.1 and 4.2 above or Article VII, and any individual may be financially interested or otherwise affiliated with Persons who are parties to any or all of the contracts mentioned in this Section 4.3.

  • Right to Consult Counsel The Warrant Agent may at any time consult with legal counsel satisfactory to it (who may be legal counsel for the Company), and the Warrant Agent shall incur no liability or responsibility to the Company or to any Holder for any action taken, suffered or omitted by it in good faith in accordance with the opinion or advice of such counsel.

  • Opportunity To Consult With Independent Advisors The Executive acknowledges that he or she has been afforded the opportunity to consult with independent advisors of his choosing including, without limitation, accountants or tax advisors and counsel regarding both the benefits granted to him under the terms of this Agreement and the (i) terms and conditions which may affect the Executive's right to these benefits and (ii) personal tax effects of such benefits including, without limitation, the effects of any federal or state taxes, Section 280G of the Code, and any other taxes, costs, expenses or liabilities whatsoever related to such benefits, which in any of the foregoing instances the Executive acknowledges and agrees shall be the sole responsibility of the Executive notwithstanding any other term or provision of this Agreement. The Executive further acknowledges and agrees that the Bank shall have no liability whatsoever related to any such personal tax effects or other personal costs, expenses, or liabilities applicable to the Executive and further specifically waives any right for himself or herself, and his or her heirs, beneficiaries, legal representatives, agents, successor and assign to claim or assert liability on the part of the Bank related to the matters described above in this Section 9.13. The Executive further acknowledges that he or she has read, understands and consents to all of the terms and conditions of this Agreement, and that he or she enters into this Agreement with a full understanding of its terms and conditions.

  • No Obligation to Continue Service This Agreement is not an agreement of consultancy. This Agreement does not guarantee that the Company or its affiliates will retain, or continue to retain, the Participant during the entire, or any portion of the, term of this Agreement, including but not limited to any period during which the Restricted Units are outstanding, nor does it modify in any respect the Company or its affiliate’s right to terminate or modify the Participant’s consultancy or compensation.

  • No Obligation to Continue Employment Neither the Company nor any Subsidiary is obligated by or as a result of the Plan or this Agreement to continue the Grantee in employment and neither the Plan nor this Agreement shall interfere in any way with the right of the Company or any Subsidiary to terminate the employment of the Grantee at any time.

  • Advice to Consult with an Attorney I understand and acknowledge that I am hereby being advised by the Company to consult with an attorney prior to signing this Release and I have done so. My decision whether to sign this Release is my own voluntary decision made with full knowledge that the Company has advised me to consult with an attorney.

  • No Duty to Confirm The Relevant Trustee shall have no duty or obligation to verify or confirm the accuracy of any of the information or numbers set forth in the Servicer’s Certificate delivered by the Servicer to the Relevant Trustee, and the Relevant Trustee shall be fully protected in relying upon such Servicer’s Certificate.

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