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

Power; Organization; Binding Agreement. The Stockholder has full power and authority (or capacity, in the case of Stockholders that are natural persons) to execute and deliver this Agreement, to perform the Stockholder’s obligations hereunder and to consummate the transactions contemplated hereby. In the case of Stockholders that are not natural persons, such Stockholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation (except to the extent the “good standing” concept is not applicable in any relevant jurisdiction). This Agreement has been duly executed and delivered by the Stockholder, and, assuming this Agreement constitutes a valid and binding obligation of Akebia, constitutes a valid and binding obligation of the Stockholder, enforceable against the Stockholder in accordance with its terms, except that such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting or relating to creditors’ rights generally and is subject to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 4 contracts

Samples: Voting Agreement, Voting Agreement (Keryx Biopharmaceuticals Inc), Voting Agreement (Keryx Biopharmaceuticals Inc)

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Power; Organization; Binding Agreement. The Stockholder has full power and authority (or capacity, in if the case of Stockholders that are Stockholder is a natural personsperson) to execute and deliver this Agreement, to perform the Stockholder’s obligations hereunder and to consummate the transactions contemplated hereby. In If the case of Stockholders that are Stockholder is not a natural personsperson, such the Stockholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation (except to the extent the “good standing” concept is not applicable in any relevant jurisdiction). This Agreement has been duly executed and delivered by the Stockholder, and, assuming this Agreement constitutes a valid and binding obligation of Akebiathe Company, constitutes a valid and binding obligation of the Stockholder, enforceable against the Stockholder in accordance with its terms, except that such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting or relating to creditors’ rights generally and is subject to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 2 contracts

Samples: Voting Agreement (Renovacor, Inc.), Voting Agreement (Rocket Pharmaceuticals, Inc.)

Power; Organization; Binding Agreement. The Stockholder has full power and authority (or capacity, in the case of Stockholders that are natural persons) to execute and deliver this AgreementAgreement and the Proxy, to perform the Stockholder’s obligations hereunder and to consummate the transactions contemplated hereby. In the case of Stockholders that are not natural persons, such Stockholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation (except to the extent the “good standing” concept is not applicable in any relevant jurisdiction). This Agreement has been duly executed and delivered by the Stockholder, and, assuming this Agreement constitutes a valid and binding obligation of AkebiaZillow, constitutes a valid and binding obligation of the Stockholder, enforceable against the Stockholder in accordance with its terms, except that such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting or relating to creditors’ rights generally and is subject to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 2 contracts

Samples: Voting Agreement (Zillow Inc), Form of Voting Agreement (Trulia, Inc.)

Power; Organization; Binding Agreement. The Stockholder has full power and authority (or capacity, in if the case of Stockholders that are Stockholder is a natural personsperson) to execute and deliver this Agreement, to perform the Stockholder’s obligations hereunder and to consummate the transactions contemplated hereby. In If the case of Stockholders that are Stockholder is not a natural personsperson, such the Stockholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation (except to the extent the “good standing” concept is not applicable in any relevant jurisdiction). This Agreement has been duly executed and delivered by the Stockholder, and, assuming this Agreement constitutes a valid and binding obligation of AkebiaParent, constitutes a valid and binding obligation of the Stockholder, enforceable against the Stockholder in accordance with its terms, except that such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting or relating to creditors’ rights generally and is subject to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 2 contracts

Samples: Voting Agreement (Renovacor, Inc.), Voting Agreement (Rocket Pharmaceuticals, Inc.)

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Power; Organization; Binding Agreement. The Stockholder Shareholder has full power and authority (or capacity, in the case of Stockholders Shareholders that are natural persons) to execute and deliver this AgreementAgreement and the Proxy, to perform the StockholderShareholder’s obligations hereunder and to consummate the transactions contemplated hereby. In the case of Stockholders Shareholders that are not natural persons, such Stockholder Shareholder is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation (except to the extent the “good standing” concept is not applicable in any relevant jurisdiction). This Agreement has been duly executed and delivered by the StockholderShareholder, and, assuming this Agreement constitutes a valid and binding obligation of AkebiaParent, constitutes a valid and binding obligation of the StockholderShareholder, enforceable against the Stockholder Shareholder in accordance with its terms, except that such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting or relating to creditors’ rights generally and is subject to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Appears in 1 contract

Samples: Voting Agreement (Market Leader, Inc.)

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