Common use of Organization and Authority Clause in Contracts

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 365 contracts

Samples: Securities Subscription Agreement (Stellar v Capital Corp. (Cayman Islands)), Subscription Agreement (Archimedes Tech SPAC Partners II Co.), Securities Subscription Agreement (Mountain Lake Acquisition Corp.)

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Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is will be a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 141 contracts

Samples: Securities Subscription Agreement (Pershing Square SPARC Holdings, Ltd./De), Securities Subscription Agreement (Intrepid Acquisition Corp I), Founder Share Subscription Agreement (InFinT Acquisition Corp)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is will be a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 67 contracts

Samples: Subscription Agreement (Plum Acquisition Corp, IV), Subscription Agreement (Noble Education Acquisition Corp.), Subscription Agreement (Mindset Growth Opportunities I Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, duly organized, validly existing and in good standing under the laws of Delaware State of Delaware, and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this This Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 60 contracts

Samples: Securities Subscription Agreement (Voyager Acquisition Corp./Cayman Islands), Securities Subscription Agreement (Voyager Acquisition Corp./Cayman Islands), Securities Subscription Agreement (Voyager Acquisition Corp./Cayman Islands)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 41 contracts

Samples: Securities Subscription Agreement (dMY Squared Technology Group, Inc.), Securities Subscription Agreement (LF Capital Acquisition Corp. II), Securities Subscription Agreement (Direct Selling Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of the State of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 28 contracts

Samples: Securities Subscription Agreement (Cohen Circle Acquisition Corp. I), Securities Subscription Agreement (Cohen Circle Acquisition Corp. I), Securities Subscription Agreement (Heartland Media Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, duly organized, validly existing and in good standing under the laws of Delaware the State of Delaware, and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this This Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 16 contracts

Samples: Securities Subscription Agreement (Inflection Point Acquisition Corp. III), Securities Subscription Agreement (HCM II Acquisition Corp.), Securities Subscription Agreement (Graf Global Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of the State of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is will be a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 14 contracts

Samples: Securities Subscription Agreement (KnightSwan Acquisition Corp), Securities Subscription Agreement (KnightSwan Acquisiton Corp), Securities Subscription Agreement (KnightSwan Acquisiton Corp)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of the State of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 14 contracts

Samples: Securities Subscription Agreement (Four Leaf Acquisition Corp), Securities Subscription Agreement (Monterey Capital Acquisition Corp), Subscription Agreement (Mana Capital Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability companycorporation, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 10 contracts

Samples: Securities Subscription Agreement (Kimbell Tiger Acquisition Corp), Securities Subscription Agreement (Blue Water Acquisition Corp. II), Securities Subscription Agreement (Kimbell Tiger Acquisition Corp)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of the Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 8 contracts

Samples: Securities Subscription Agreement (Falcon Peak Acquisition Corp.), Securities Subscription Agreement (Sports Ventures Acquisition Corp.), Securities Subscription Agreement (Kairos Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, duly organized, validly existing and in good standing under the laws of the State of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this This Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 6 contracts

Samples: Securities Subscription Agreement (Thimble Point Acquisition Corp. II), Securities Subscription Agreement (Thimble Point Acquisition Corp. II), Securities Subscription Agreement (Tishman Speyer Innovation Corp. II)

Organization and Authority. The Subscriber is a Delaware limited liability company, duly organized, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 5 contracts

Samples: Securities Subscription Agreement (USA Acquisition Corp.), Securities Subscription Agreement (Venice Brands Acquisition Corp. I), Securities Subscription Agreement (SilverSPAC Inc.)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of the State of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is will be a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 4 contracts

Samples: Founder Shares Subscription Agreement (InFinT Acquisition Corp), Securities Subscription Agreement (Juniper II Corp.), Securities Subscription Agreement (Learn CW Investment Corp)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses possessing all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by youthe Subscriber, this Agreement is will be a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 3 contracts

Samples: Securities Subscription Agreement (Parabellum Acquisition Corp.), Securities Subscription Agreement (CA Healthcare Acquisition Corp.), Securities Subscription Agreement (Evo Acquisition Corp)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by youthe Subscriber, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 3 contracts

Samples: Securities Subscription Agreement (Ocean Drive Acquisition Corp.), Securities Subscription Agreement (Bilander Acquisition Corp.), Securities Subscription Agreement (Galliot Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, duly formed and registered, validly existing and in good standing under the laws of Delaware the State of Delaware, and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this This Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (equity, regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 3 contracts

Samples: Securities Subscription Agreement (CCIF Acquisition Corp.), Securities Subscription Agreement (CCIF Acquisition Corp.), Securities Subscription Agreement (CCM Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 3 contracts

Samples: Securities Subscription Agreement (Environmental Impact Acquisition Corp), Securities Subscription Agreement (Eagle Acquisition Corp.), Securities Subscription Agreement (Colony Global Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid valid, and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance conveyance, or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 2 contracts

Samples: Securities Subscription Agreement (Black Hawk Acquisition Corp), Securities Subscription Agreement (Black Hawk Acquisition Corp)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 2 contracts

Samples: Securities Subscription Agreement (Crescent Acquisition Corp), Securities Subscription Agreement (Saban Capital Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is will be a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 2 contracts

Samples: Securities Subscription Agreement (Andretti Acquisition Corp.), Securities Subscription Agreement (Andretti Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability companypartnership, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is will be a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 2 contracts

Samples: Securities Subscription Agreement (M3-Brigade Acquisition v Corp.), Securities Subscription Agreement (Montes Archimedes Acquisition Corp)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of the state of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (Rocket Global Acquistion Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware Delaware, and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by youCompany, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (Western Acquisition Ventures Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors' rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (OTR Acquisition Corp.)

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Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of the State of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).. {N0335467 }

Appears in 1 contract

Samples: Securities Subscription Agreement (Zi Toprun Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability companycompany with limited liability, validly existing and in good standing under the laws of the Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (Edoc Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability companypartnership, validly existing and in good standing under the laws of Delaware and possesses possessing all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by youthe Subscriber, this Agreement is will be a legal, valid and binding agreement of such Subscriber, enforceable against such Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (Foley Trasimene Acquisition II)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware Delaware, and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (Artius Acquisition Inc.)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by youof this Agreement, this Agreement is it will be a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Subscription Agreement for Founder Shares (Range Capital Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware Delaware, and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (890 5th Avenue Partners, Inc.)

Organization and Authority. The Subscriber is a Delaware limited liability companypartnership, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (JOFF Fintech Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, duly organized, validly existing and in good standing under the laws of Delaware the State of Delaware, and possesses all requisite limited liability company power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this This Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (Igniting Consumer Growth Acquisition Co LTD)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is will be a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors' rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (Churchill Capital Corp III)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (GP Investments Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware the British Virgin Islands and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (LCP Acquisition Corp)

Organization and Authority. The Subscriber is a Delaware Delaware1 limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is will be a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Subscription Agreement (Globis Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability companynonprofit nonstock corporation, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is will be a legal, valid and binding agreement of the Subscriber, enforceable against the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (Revolution Healthcare Acquisition Corp.)

Organization and Authority. The Each Subscriber is a Delaware limited liability companypartnership, validly existing and in good standing under the laws of Delaware and possesses possessing all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by youeach Subscriber, this Agreement is will be a legal, valid and binding agreement of such Subscriber, enforceable against such Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (Foley Trasimene Acquisition Corp.)

Organization and Authority. The Subscriber is a Delaware limited liability company, duly organized, validly existing and in good standing under the laws of Delaware State of Delaware, and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this This Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

Appears in 1 contract

Samples: Securities Subscription Agreement (Seven Oaks Acquisition Corp. Ii)

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