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

Power; Non-Contravention; Binding Agreement. The ------------------------------------------- Shareholder has the full, right, power and authority or, in the case of a Shareholder who is a natural person, the legal capacity) to enter into this Agreement and perform all of its obligations hereunder. Neither the execution, delivery nor performance of this Agreement by the Shareholder will violate the charter, by-laws or other organizational or constitutive documents of the Shareholder (if the Shareholder is not a natural person), or any other agreement, contract or arrangement to which the Shareholder is a party or is bound, including any voting agreement, shareholders agreement or voting trust. This Agreement has been duly executed and delivered by the Shareholder and constitutes a legal, valid and binding agreement of the Shareholder, enforceable in accordance with its terms. Neither the execution or delivery of this Agreement nor the consummation by the Shareholder of the transactions contemplated hereby will (a) require any consent or approval of or filing with any governmental or other regulatory body, other than filings required under the federal or state securities laws, or (b) constitute a violation of, conflict with or constitute a default under (i) any law, rule or regulation applicable to the Shareholder, or (ii) any order, judgment or decree to which the Shareholder is bound.

Appears in 4 contracts

Samples: Voting Agreement (Pameco Corp), Voting Agreement (Pameco Corp), Voting Agreement (Littlejohn Fund Ii L P)

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Power; Non-Contravention; Binding Agreement. The Each of ------------------------------------------- Shareholder Quilvest and xx Xxxxx has the full, right, power and authority or, (and in the case of a Shareholder who is a natural personxx Xxxxx, the legal capacity) to enter into this Agreement and perform all of its obligations hereunder. Neither the execution, delivery nor performance of this Agreement by such Shareholder will, in the Shareholder will case of Quilvest, violate the charter, by-laws or other organizational or constitutive documents of Quilvest, or, in the Shareholder (if the Shareholder is not a natural person)case of either Quilvest or xx Xxxxx, or any other agreement, contract or arrangement to which the each such Shareholder is a party or is bound, including any voting agreement, shareholders agreement or voting trust. This Agreement has been duly executed and delivered by the each such Shareholder and constitutes a legal, valid and binding agreement of the such Shareholder, enforceable in accordance with its terms. Neither the execution or delivery of this Agreement nor the consummation by the such Shareholder of the transactions contemplated hereby will (a) require any consent or approval of or filing with any governmental or other regulatory body, other than filings required under the federal or state securities laws, or (b) constitute a violation of, conflict with or constitute a default under (i) any law, rule or regulation applicable to the any such Shareholder, or (ii) any order, judgment or decree to which the any such Shareholder is bound.

Appears in 2 contracts

Samples: Shareholders Agreement (Pameco Corp), Shareholders Agreement (Littlejohn Fund Ii L P)

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Power; Non-Contravention; Binding Agreement. The ------------------------------------------- Shareholder Each of Quilvest and xx Xxxxx has the full, right, power and authority or, (and in the case of a Shareholder who is a natural personxx Xxxxx, the legal capacity) to enter into this Agreement and perform all of its obligations hereunder. Neither the execution, delivery nor performance of this Agreement by such Shareholder will, in the Shareholder will case of Quilvest, violate the charter, by-by- laws or other organizational or constitutive documents of Quilvest, or, in the Shareholder (if the Shareholder is not a natural person)case of either Quilvest or xx Xxxxx, or any other agreement, contract or arrangement to which the each such Shareholder is a party or is bound, including any voting agreement, shareholders agreement or voting trust. This Agreement has been duly executed and delivered by the each such Shareholder and constitutes a legal, valid and binding agreement of the such Shareholder, enforceable in accordance with its terms. Neither the execution or delivery of this Agreement nor the consummation by the such Shareholder of the transactions contemplated hereby will (a) require any consent or approval of or filing with any governmental or other regulatory body, other than filings required under the federal or state securities laws, or (b) constitute a violation of, conflict with or constitute a default under (i) any law, rule or regulation applicable to the any such Shareholder, or (ii) any order, judgment or decree to which the any such Shareholder is bound.

Appears in 1 contract

Samples: Shareholders Agreement (Quilvest American Equity LTD/Three Cities Holdings LTD)

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