Common use of Power; Binding Agreement; Non-Contravention Clause in Contracts

Power; Binding Agreement; Non-Contravention. Stockholder has full legal right, power and authority to enter into and perform all of his obligations under this Agreement. This Agreement has been duly executed and delivered by Stockholder and constitutes a legal, valid and binding agreement of Stockholder, enforceable in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and similar laws, now or hereafter in effect, affecting creditors' rights and remedies generally or general principles of equity. Neither the execution of this Agreement nor the consummation by Stockholder of the transactions contemplated hereby will (i) if Stockholder is an entity, conflict with or result in any breach of any provision of the certificate of incorporation, by-laws or similar governing documents of such Stockholder, (ii) require any consent or approval of or filing with any governmental or other regulatory body except for the filings required under the Hart-Scott-Rodixx Xxxxxxxxx Xxxxovements Act of 1976, as amended (the "HSR Act"), and filings required pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder or (iii) violate any order, writ, injunction, decree, statute, rule or regulation applicable to Stockholder or any of his properties or assets. The execution delivery and performance of this Agreement by the Stockholder do not breach, violate, conflict with or constitute a default under any material agreement to which the Stockholder is a party.

Appears in 1 contract

Samples: Proxy and Stock Option Agreement (Toy Biz Inc)

AutoNDA by SimpleDocs

Power; Binding Agreement; Non-Contravention. Stockholder has The Stockholders have full legal right, power and authority to enter into and perform all of his their obligations under this Agreement. This Agreement has been duly executed and delivered by Stockholder the Stockholders and constitutes a legal, valid and binding agreement of Stockholderthe Stockholders, enforceable in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and similar laws, now or hereafter in effect, affecting creditors' rights and remedies generally or general principles of equity. Neither the execution of this Agreement nor the consummation by Stockholder the Stockholders of the transactions contemplated hereby will (i) if the Stockholder is an entity, conflict with or result in any breach of any provision of the certificate of incorporation, by-laws or similar governing documents of such Stockholder, (ii) require any consent or approval of or filing with any governmental or other regulatory body except for the filings required under the Hart-Scott-Rodixx Xxxxxxxxx Xxxxovements Act Rodino Antitruxx Xxxxxxxxxxxx Xct of 1976, as amended (the "HSR Act"), and filings required pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder or (iii) violate any order, writ, injunction, decree, statute, rule or regulation applicable to Stockholder the Stockholders or any of his their properties or assets. The execution delivery and performance of this Agreement by the Stockholder Stockholders do not breach, violate, conflict with or constitute a default under any material agreement to which any of the Stockholder Stockholders is a party.

Appears in 1 contract

Samples: Proxy and Stock Option Agreement (Toy Biz Inc)

Power; Binding Agreement; Non-Contravention. Stockholder has The Stockholders have full legal right, power and authority to enter into and perform all of his their obligations under this Agreement. This Agreement has been duly executed and delivered by Stockholder the Stockholders and constitutes a legal, valid and binding agreement of Stockholderthe Stockholders, enforceable in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and similar laws, now or hereafter in effect, affecting creditors' rights and remedies generally or general principles of equity. Neither the execution of this Agreement nor the consummation by Stockholder the Stockholders of the transactions contemplated hereby will (i) if the Stockholder is an entity, conflict with or result in any breach of any provision of the certificate of incorporation, by-laws or similar governing documents of such Stockholder, (ii) require any consent or approval of or filing with any governmental or other regulatory body except for the filings required under the Hart-Scott-Rodixx Xxxxxxxxx Xxxxovements Act of 1976, as amended (the "HSR Act"), and filings required pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder or (iii) violate any order, writ, injunction, decree, statute, rule or regulation applicable to Stockholder the Stockholders or any of his their properties or assets. The execution delivery and performance of this Agreement by the Stockholder Stockholders do not breach, violate, conflict with or constitute a default under any material agreement to which any of the Stockholder Stockholders is a party.

Appears in 1 contract

Samples: Proxy and Stock Option Agreement (Toy Biz Inc)

AutoNDA by SimpleDocs

Power; Binding Agreement; Non-Contravention. Stockholder has full legal right, power and authority to enter into and perform all of his obligations under this Agreement. This Agreement has been duly executed and delivered by Stockholder and constitutes a legal, valid and binding agreement of Stockholder, enforceable in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and similar laws, now or hereafter in effect, affecting creditors' rights and remedies generally or general principles of equity. Neither the execution of this Agreement nor the consummation by Stockholder of the transactions contemplated hereby will (i) if Stockholder is an entity, conflict with or result in any breach of any provision of the certificate of incorporation, by-laws or similar governing documents of such Stockholder, (ii) require any consent or approval of or filing with any governmental or other regulatory body except for the filings required under the Hart-Scott-Rodixx Xxxxxxxxx Xxxxovements Act Rodino Antitruxx Xxxxxxxxxxxx Xct of 1976, as amended (the "HSR Act"), and filings required pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder or (iii) violate any order, writ, injunction, decree, statute, rule or regulation applicable to Stockholder or any of his properties or assets. The execution delivery and performance of this Agreement by the Stockholder do not breach, violate, conflict with or constitute a default under any material agreement to which the Stockholder is a party.

Appears in 1 contract

Samples: Proxy and Stock Option Agreement (Toy Biz Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.