Common use of Power; Organization; Binding Agreement Clause in Contracts

Power; Organization; Binding Agreement. Such Shareholder has full power and authority to execute and deliver this Agreement and its Proxy, to perform such Shareholder’s obligations hereunder and to consummate the transactions contemplated hereby. If such Shareholder is an entity, it is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation. This Agreement has been duly executed and delivered by such Shareholder, and, assuming this Agreement constitutes a valid and binding obligation of the Partnership and Contango, constitutes a valid and binding obligation of such Shareholder, enforceable against such Shareholder in accordance with its terms, except that such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or similar Laws affecting the enforcement of creditors’ rights generally or by general principles of equity.

Appears in 4 contracts

Samples: Voting and Support Agreement (Goff John C), Voting and Support Agreement (Contango Oil & Gas Co), Voting and Support Agreement (Contango Oil & Gas Co)

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Power; Organization; Binding Agreement. Such Shareholder has full power and authority to execute and deliver this Agreement and its Proxy(including the irrevocable proxy granted pursuant to Section 5 of this Agreement), to perform such the Shareholder’s obligations hereunder and to consummate the transactions contemplated hereby. If such Such Shareholder is an entity, it is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation. This Agreement has been duly executed and delivered by such Shareholder, and, assuming this Agreement constitutes a valid and binding obligation of the Partnership and ContangoCompany, constitutes a valid and binding obligation of such Shareholder, enforceable against such the Shareholder in accordance with its terms, except that such enforceability may be limited by applicable bankruptcy, insolvency, moratoriumreorganization, reorganization moratorium or other similar Laws affecting the enforcement of creditors’ rights generally or by general principles of equitygenerally.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Travelport Worldwide LTD), Voting Agreement (Travelport Worldwide LTD)

Power; Organization; Binding Agreement. Such Shareholder has full power and authority to execute and deliver this Agreement and its Proxyto deliver the Proxy granted hereunder, to perform such Shareholder’s obligations hereunder and to consummate the transactions contemplated hereby. If such Such Shareholder is an entity, it is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation. This Agreement has been duly executed and delivered by such Shareholder, and, assuming this Agreement constitutes a valid and binding obligation of the Partnership and ContangoCompany, constitutes a valid and binding obligation of such Shareholder, enforceable against such Shareholder in accordance with its terms, except that such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or similar Laws affecting the enforcement of creditors’ rights generally or by general principles of equity.

Appears in 1 contract

Samples: Form of Voting Agreement (SteadyMed Ltd.)

Power; Organization; Binding Agreement. Such Shareholder has full power and authority to execute and deliver this Agreement and its Proxyto deliver the Proxy granted hereunder, to perform such Shareholder’s obligations hereunder and to consummate the transactions contemplated hereby. If such Shareholder is an entitynot a natural person, it such Shareholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation. This Agreement has been duly executed and delivered by such Shareholder, and, assuming this Agreement constitutes a valid and binding obligation of the Partnership and ContangoCompany, constitutes a valid and binding obligation of such Shareholder, enforceable against such Shareholder in accordance with its terms, except that such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or similar Laws affecting the enforcement of creditors’ rights generally or by general principles of equity.

Appears in 1 contract

Samples: Voting and Election Agreement (Advanced Emissions Solutions, Inc.)

Power; Organization; Binding Agreement. Such Shareholder has full power and authority to execute and deliver this Agreement and its the Proxy, to perform such the Shareholder’s obligations hereunder and to consummate the transactions contemplated hereby. If such Such Shareholder is an entity, it is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation. This Agreement has been duly executed and delivered by such Shareholder, and, assuming this Agreement constitutes a valid and binding obligation of the Partnership and ContangoCompany, constitutes a valid and binding obligation of such Shareholder, enforceable against such the Shareholder in accordance with its terms, except that such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or similar Laws affecting the enforcement of creditors’ rights generally or by general principles of equityEnforceability Limitations.

Appears in 1 contract

Samples: Voting Agreement (Gigamon Inc.)

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Power; Organization; Binding Agreement. Such Shareholder has full power and authority to execute and deliver this Agreement and its ProxyAgreement, to perform such Shareholder’s obligations hereunder and to consummate the transactions contemplated hereby. If not a natural person, such Shareholder is an entity, it is duly organized, validly existing and in good standing (or equivalent) under the laws of its jurisdiction of formation. This Agreement has been duly executed and delivered by such Shareholder, Shareholder and, assuming this Agreement constitutes a valid and binding obligation of the Partnership Company and ContangoParent, constitutes a valid and binding obligation of such Shareholder, enforceable against such Shareholder in accordance with its terms, except that such as enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or other similar Laws affecting the enforcement of creditors’ rights generally or by and general principles of equity.

Appears in 1 contract

Samples: Voting and Support Agreement (Limeade, Inc)

Power; Organization; Binding Agreement. Such Shareholder has full power and authority to execute and deliver this Agreement and its Proxy(including the irrevocable proxy granted pursuant to Section 6), to perform such the Shareholder’s obligations hereunder and to consummate the transactions contemplated hereby. If not a natural person, such Shareholder is an entity, it is duly organized, validly existing and in good standing (or equivalent) under the laws of its jurisdiction of formation. This Agreement has been duly executed and delivered by such Shareholder, Shareholder and, assuming this Agreement constitutes a valid and binding obligation of the Partnership Company and ContangoParent, constitutes a valid and binding obligation of such Shareholder, enforceable against such the Shareholder in accordance with its terms, except that as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization moratorium or other similar Laws affecting the enforcement of creditors’ rights generally or by and general principles of equity.

Appears in 1 contract

Samples: Voting and Support Agreement (Realnetworks Inc)

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