Organization, Authorization and Enforceability. (a) F5 Finishes is a corporation duly organized, validly existing and in good standing under the Laws of the State of Delaware, with full corporate power and authority to conduct its business as it is now being conducted, to own or use the properties and assets that it purports to own or use, and to perform its obligations under all Contracts. (b) F5 Finishes is duly qualified to do business as a foreign corporation and is in good standing under the Laws of each other state or jurisdiction in which qualification is required by applicable Law. (c) F5 Finishes has full corporate power and authority to execute and deliver this Agreement and each of its Closing Documents and to perform its obligations under this Agreement and each of its Closing Documents. (d) F5 Finishes’ execution, delivery and performance of this Agreement and each of its Closing Documents has been duly authorized by all necessary action required by its Organizational Documents and applicable Law. (e) This Agreement constitutes, and upon F5 Finishes’ execution and delivery of its Closing Documents (and assuming due execution and delivery by the other party or parties, if any), each of F5 Finishes’ Closing Documents will constitute, a legal, valid and binding obligation of F5 Finishes, enforceable against it in accordance with its terms, except as enforceability may be limited by (i) applicable bankruptcy, insolvency, reorganization, moratorium or other similar Laws affecting the enforcement of creditors’ rights generally and (ii) general principles of equity (regardless of whether enforceability is considered in a proceeding in equity or at law).
Appears in 6 contracts
Samples: Combination Agreement (F5 Finishes, Inc), Combination Agreement (F5 Finishes, Inc), Combination Agreement (F5 Finishes, Inc)