Common use of Power; Binding Agreement Clause in Contracts

Power; Binding Agreement. Shareholder has the legal capacity, power and authority to enter into and perform all of its obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by Shareholder and constitutes a valid and binding obligation on Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. Shareholder has and will have the legal capacity, power and authority to enter into and perform all of its Shareholder’s obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract agreement or any Order court order to which Shareholder is a party or is subject subject, including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by Shareholder and constitutes a valid and binding obligation on agreement of Shareholder, enforceable against Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. The Shareholder has the legal capacity, capacity and all requisite power and authority to enter into and perform all of its obligations obligations, under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by the Shareholder and constitutes a valid and binding obligation on of the Shareholder, enforceable against the Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. Such Shareholder has the legal capacity, power capacity and authority to enter into this Agreement and to perform all of its obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by such Shareholder and constitutes a valid and binding obligation on of such Shareholder, enforceable against such Shareholder Enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws of general applicability relating to or affecting creditors’ rights and to general principles of equity.

Power; Binding Agreement. The Shareholder has the legal capacity, full power and authority to enter into execute and perform all of its obligations under this Agreement. The execution, delivery and performance of deliver this Agreement by Shareholder will not violate any Contract or any Order and the Proxy, to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trustperform the Shareholder’s obligations hereunder and to consummate the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Shareholder and the Shareholder, and, assuming this Agreement constitutes a valid and binding obligation on of Parent, constitutes a valid and binding obligation of the Shareholder, enforceable against the Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. The Shareholder has the legal capacity, capacity and all requisite power and authority to enter into and perform all of its his or her obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by the Shareholder and constitutes a valid and binding obligation on of the Shareholder, enforceable against the Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. The Shareholder has the legal capacity, and the requisite corporate power and authority authority, to enter into and perform all of its obligations under this Agreement. The execution, execution and delivery and performance of this Agreement by the Shareholder will not violate any Contract or any Order and the consummation by the Shareholder of the transactions contemplated hereby to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trustbe performed by it have been duly authorized by all necessary corporate action on the part of the Shareholder. This Agreement has been duly and validly executed and delivered by the Shareholder and constitutes a legal, valid and binding obligation on agreement of the Shareholder, enforceable against the Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. The Shareholder has the legal capacity, capacity and all requisite power and authority to enter into and perform all of its his or her obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by the Shareholder and constitutes a valid and binding obligation on of the Shareholder, enforceable against the Shareholder Enforceable in accordance with its terms, subject to the Bankruptcy and Equity Exception.

Power; Binding Agreement. Shareholder has the legal capacity, ------------------------ power and authority to enter into and perform all of its obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract agreement or any Order court order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by Shareholder and constitutes a valid and binding obligation on Shareholder Enforceable in accordance with its termsShareholder.

Power; Binding Agreement. Shareholder has sole voting power regarding the subject matters of this Agreement with respect to all of its Company Shares, with no limitations, qualifications or restrictions on such rights. Shareholder has the legal capacity, power and authority to enter into and perform all of its obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract agreement or any Order court order to which such Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by Shareholder and constitutes a valid and binding obligation on Shareholder Enforceable in accordance with its termsShareholder.

Power; Binding Agreement. Shareholder has the legal capacity, power and authority to enter into and perform all of its his obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order other agreement to which Shareholder is a party or is subject including, without limitation, any voting agreement, shareholders agreement or voting trust. This Agreement has been duly and validly executed and delivered by Shareholder and constitutes a valid and binding obligation on agreement of Shareholder, enforceable against Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. The Shareholder has the legal capacity, capacity and all requisite power and authority to enter into and perform all of its obligations its, his or her obligations, under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by the Shareholder and constitutes a valid and binding obligation on of the Shareholder, enforceable against the Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. The Shareholder has the legal capacity, power and authority to enter into and perform all of its the Shareholder's obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trustagreement. This Agreement has been duly and validly executed and delivered by the 5 5 Shareholder and, assuming its due authorization, execution and delivery by Purchasers, constitutes a legal, valid and binding obligation on of the Shareholder, enforceable against the Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. Shareholder has the legal capacity, power and authority to enter into and perform all of its Shareholder’s obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract agreement or any Order court order to which Shareholder is a party or is subject subject, including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by Shareholder and constitutes a valid and binding obligation on agreement of Shareholder, enforceable against Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. Shareholder has the legal capacity, power and authority to enter into and perform all of its Shareholder's obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract agreement or any Order court order to which Shareholder is a party or is subject subject, including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by Shareholder and constitutes a valid and binding obligation on Shareholder Enforceable agreement of Shareholder, enforceable against shareholders in accordance with its terms.

Power; Binding Agreement. Shareholder has and will have the legal capacity, power and authority to enter into and perform all of its Shareholder's obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract agreement or any Order court order to which Shareholder is a party or is subject subject, including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by Shareholder and constitutes a valid and binding obligation on agreement of Shareholder, enforceable against Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. Such Shareholder has the legal capacity, power capacity and authority to enter into this Agreement and to perform all of its his or her obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by such Shareholder and constitutes a valid and binding obligation on agreement of such Shareholder, enforceable against such Shareholder Enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equity principles.

Power; Binding Agreement. Such Shareholder has the legal capacity, power and authority to enter into and perform all of its such Shareholder's obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by such Shareholder and constitutes a valid and binding obligation on agreement of such Shareholder, enforceable against such Shareholder Enforceable in accordance with its terms. There are no beneficiaries or holders of a voting trust certificate or other interest of any trust of which such Shareholder is a trustee whose consent is required for the execution and delivery of this Agreement or the consummation by such Shareholder of the transactions contemplated hereby.

Power; Binding Agreement. Shareholder has the legal capacity, power and authority to enter into and perform all of its obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract agreement or any Order court order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by Shareholder and constitutes a valid and binding obligation on Shareholder Enforceable in accordance with its termsShareholder.

Power; Binding Agreement. Such Shareholder has the legal capacity, power and authority to enter into and perform all of its such Shareholder's obligations under this Agreement. The execution, delivery and performance of this Agreement by such Shareholder will not violate any Contract or any Order other agreement to which such Shareholder is a party or is subject including, without limitation, any voting agreement, shareholders agreement or voting trust. This Agreement has been duly and validly executed and delivered by such Shareholder and constitutes a valid and binding obligation on agreement of such Shareholder, enforceable against such Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. The Shareholder has the legal capacity, capacity and all requisite power and authority to enter into and perform all of its obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by the Shareholder and constitutes a valid and binding obligation on of the Shareholder, enforceable against the Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. The Shareholder has the legal capacity, capacity and ------------------------ all requisite power and authority to enter into and perform all of its obligations obligations, under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract or any Order to which Shareholder is a party or is subject including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by the Shareholder and constitutes a valid and binding obligation on of the Shareholder, enforceable against the Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. Such Shareholder has the legal capacity, power and authority to enter into and perform all of its his obligations under this Agreement. The execution, delivery and performance of this Agreement by such Shareholder will not violate any Contract or any Order other agreement to which Shareholder he is a party or is subject party, including, without limitation, any voting agreement, shareholders agreement or voting trust. This Agreement has been duly and validly executed and delivered by such Shareholder and constitutes a valid and binding obligation on Shareholder Enforceable in accordance with its terms.agreement of him, enforceable against him in

Power; Binding Agreement. Shareholder has the legal capacity, power and authority to enter into and perform all of its Shareholder's obligations under this Agreement. The execution, delivery and performance of this Agreement by Shareholder will not violate any Contract agreement or any Order law, rule or regulation or court order to which Shareholder is a party or is subject subject, including, without limitation, any voting agreement or voting trust. This Agreement has been duly and validly executed and delivered by Shareholder and constitutes a valid and binding obligation on agreement of Shareholder, enforceable against Shareholder Enforceable in accordance with its terms.

Power; Binding Agreement. Such Shareholder has the legal capacity, power and authority to enter into and perform all of its such Shareholder's obligations under this Agreement. The execution, delivery and performance of this Agreement by the Shareholder does not and will not violate any Contract or any Order other agreement to which such Shareholder is a party or is subject including, without limitation, any voting agreement, shareholder agreement or voting trust. This Agreement has been duly and validly executed and delivered by Shareholder and constitutes a valid and binding obligation on agreement of such Shareholder, enforceable against such Shareholder Enforceable in accordance with its terms.