Common use of Organization and Authority of Seller Clause in Contracts

Organization and Authority of Seller. EMCORE is a corporation duly organized, validly existing and in good standing under the Laws of the State of New Jersey, USA, and EA is a corporation duly organized, validly existing and in good standing under the Laws of the P.R.C. Seller has all necessary corporate power and authority to enter into this Agreement and the other Transaction Documents to which each Seller is a party, to carry out its obligations hereunder and thereunder, and to consummate the transactions contemplated hereby and thereby. The execution and delivery by Seller of this Agreement and any other Transaction Document to which such Seller is a party, the performance by Seller of its obligations hereunder and thereunder, and the consummation by Seller of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate and shareholder action on the part of Seller. This Agreement and the Transaction Documents constitute legal, valid and binding obligations of Seller enforceable against Seller in accordance with their respective terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors' rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Organization and Authority of Seller. EMCORE Each Seller is a corporation duly organizedformed, validly existing and in good standing under the Laws laws of the State its jurisdiction of New Jersey, USA, and EA is a corporation duly organized, validly existing and in good standing under the Laws of the P.R.C. formation. Each Seller has all necessary corporate power and authority to enter into this Agreement and the other Transaction Documents to which each Seller is a partyAgreement, to carry out its obligations hereunder and thereunder, and to consummate the transactions contemplated hereby and therebyhereby. The execution and delivery by Seller of this Agreement and any other Transaction Document to which such Seller is a partyAgreement, the performance by Seller of its obligations hereunder and thereunder, and the consummation by Seller of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate and shareholder action on the part of Seller. This Agreement has been duly executed and delivered by Seller, and (assuming due authorization, execution and delivery by the Transaction Documents constitute other parties hereto) this Agreement constitutes a legal, valid and binding obligations obligation of Seller Seller, enforceable against Seller in accordance with their respective its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar Laws laws affecting creditors' ’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity), and excluding any United States federal law to the extent such federal law or treaty would be violated, or protections under such law would be unavailable to a party, as a result of operating or owning a state licensed cannabis business in compliance with Nevada law.

Organization and Authority of Seller. EMCORE Seller is a corporation duly organized, validly existing and in good standing under the Laws of the State state of New Jersey, USA, and EA is a corporation duly organized, validly existing and in good standing under the Laws of the P.R.C. Washington. Seller has all necessary corporate power and authority to enter into this Agreement and the each other Transaction Documents Document to which each Seller it is a party, to carry out its obligations hereunder and thereunder, and to consummate the transactions contemplated hereby and thereby. The execution and delivery by Seller of this Agreement and any the other Transaction Document Documents to which such Seller it is a party, the performance by Seller of its obligations hereunder and thereunder, thereunder and the consummation by Seller of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate and shareholder action on the part of Seller. This Agreement and each of the other Transaction Documents constitute to which the Seller is a party have been duly executed and delivered by Seller, and (assuming due authorization, execution and delivery by Buyer) this Agreement and each such other Transaction Document constitutes a legal, valid and binding obligations obligation of Seller Seller, enforceable against Seller in accordance with their respective its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors' ’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Organization and Authority of Seller. EMCORE Seller is a corporation duly organized, validly existing and in good standing under the Laws of the State state of New Jersey, USA, and EA is a corporation duly organized, validly existing and in good standing under the Laws of the P.R.C. Delaware. Seller has all necessary corporate power and authority to enter into this Agreement and the other Transaction Documents to which each Seller is a partyDocuments, to carry out its obligations hereunder and thereunder, and to consummate the transactions contemplated hereby and therebyhereby. The execution and delivery by Seller of this Agreement and any the other Transaction Document to which such Seller is a partyDocuments, the performance by Seller of its obligations hereunder and thereunder, and the consummation by Seller of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate and shareholder action on the part of Seller. This Agreement has been, and all of the Transaction Documents constitute will be, duly executed and delivered by Seller, and (assuming due authorization, execution and delivery by Buyer) this Agreement constitutes, and the other Transaction Documents will constitute, a legal, valid and binding obligations obligation of Seller Seller, enforceable against Seller in accordance with their respective its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors' ’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Organization and Authority of Seller. EMCORE Seller is a corporation duly organized, validly existing existing, and in good standing under the Laws of the State state of New Jersey, USA, and EA is a corporation duly organized, validly existing and in good standing under the Laws of the P.R.C. Delaware. Seller has all necessary corporate power and authority to enter into this Agreement and the other Transaction Documents to which each Seller is a partyAncillary Agreements, to carry out its obligations hereunder and thereunder, and to consummate the transactions contemplated hereby and thereby. The execution and delivery by Seller of this Agreement and any other Transaction Document to which such Seller is a partythe Ancillary Agreements, the performance by Seller of its obligations hereunder and thereunder, and the consummation by Seller of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate and shareholder action on the part of Seller. This Agreement and the Transaction Documents Ancillary Agreements have been duly executed and delivered by Seller, and (assuming due authorization, execution and delivery by Buyer) this Agreement and the Ancillary Agreements constitute a legal, valid valid, and binding obligations obligation of Seller Seller, enforceable against Seller in accordance with their respective terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium moratorium, or similar Laws affecting creditors' ’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Organization and Authority of Seller. EMCORE Each Seller is a corporation duly organized, validly existing and in good standing under the Laws of the State of New Jersey, USA, and EA is a corporation duly organized, validly existing and in good standing under the Laws of the P.R.C. Delaware. Each Seller has all necessary full corporate power and authority to enter into this Agreement and the other Transaction Documents to which each Seller it is a party, to carry out its obligations hereunder and thereunder, thereunder and to consummate the transactions contemplated hereby and therebyTransactions to which it is a party. The execution and delivery by each Seller of this Agreement and any the other Transaction Document Documents to which such Seller it is a party, the performance by each Seller of its obligations hereunder and thereunder, thereunder and the consummation by each Seller of the transactions contemplated hereby and thereby Transactions to which it is a party have been duly authorized by all requisite corporate and shareholder action on the part of such Seller. This Assuming due authorization, execution and delivery by the other parties hereto and thereto, this Agreement and each other Transaction Document to which each Seller is a party constitutes the Transaction Documents constitute legal, valid and binding obligations obligation of such Seller enforceable against Seller it in accordance with their respective terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors' ’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Organization and Authority of Seller. EMCORE Seller is a corporation duly organized, validly existing and in good standing under the Laws of the State of New Jersey, USA, and EA is a corporation duly organized, validly existing and in good standing under the Laws of the P.R.C. Texas. Seller has all necessary corporate power and authority to enter into this Agreement and the other each Transaction Documents to which each Seller is a partyDocument executed by it, to carry out its obligations hereunder and thereunder, or thereunder and to consummate the transactions contemplated hereby and or thereby. The execution and delivery by Seller of this Agreement and any other each Transaction Document to which such Seller is a partyexecuted by it, the performance by Seller of its obligations hereunder and thereunder, or thereunder and the consummation by Seller of the transactions contemplated hereby and or thereby have been duly authorized by all requisite corporate and shareholder action on the part of Seller. This Agreement and the Transaction Documents executed by Seller have been duly executed and delivered by Seller, and (assuming due authorization, execution and delivery by Buyer) this Agreement and the Transaction Documents executed by Seller constitute legal, valid and binding obligations of Seller Seller, enforceable against Seller in accordance with their respective terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors' ’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).