Common use of Power and Authority; Authorization; Enforceability Clause in Contracts

Power and Authority; Authorization; Enforceability. Each of Buyer and Buyer Parent has all necessary company power and authority to enter into and perform its obligations under this Agreement and the other Transaction Documents to which it is a party and to consummate the transactions contemplated hereby and thereby. This Agreement and each of the other Transaction Documents have been duly authorized and have been, or in the case of the Transaction Documents to be executed and delivered at the Closing, will be duly executed and delivered by Buyer and Buyer Parent and constitute, or, upon the execution and delivery thereof, will constitute, valid and binding obligations of Buyer and Buyer Parent, enforceable in accordance with their respective terms, except as enforcement may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws relating to or affecting creditors’ rights generally and by general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at Law).

Power and Authority; Authorization; Enforceability. Each of Buyer Seller and Buyer Seller Parent has all necessary company power and authority to enter into and perform its obligations under this Agreement and the other Transaction Documents to which it is a party and to consummate the transactions contemplated hereby and thereby. This Agreement and each of the other Transaction Documents have been duly authorized and have been, or in the case of the Transaction Documents to be executed and delivered at the Closing, will be be, duly executed and delivered by Buyer each Seller and Buyer Seller Parent and constitute, constitute or, upon the execution and delivery thereof, will constitute, valid and binding obligations of Buyer each Seller and Buyer Seller Parent, enforceable in accordance with their respective terms, except as enforcement may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws relating to or affecting creditors’ rights generally and by general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at Law).