Purchaser Authorization. The Purchaser, if not an individual, is empowered and duly authorized to enter into this Agreement under any governing document, partnership agreement, trust instrument, pension plan, charter, certificate of incorporation, bylaw provision or the like; this Agreement constitutes a valid and binding agreement of the Purchaser enforceable against the Purchaser in accordance with its terms; and the person signing this Agreement on behalf of the Purchaser is empowered and duly authorized to do so by the governing document or trust instrument, pension plan, charter, certificate of incorporation, bylaw provision, board of directors or stockholder resolution, or the like.
Purchaser Authorization. Such Purchaser has taken, or at the Closing will have taken, all actions necessary to authorize it (i) to perform all of its obligations under the Purchaser Relevant Documents and (ii) to consummate the transactions contemplated hereby and thereby. The Purchaser Relevant Documents are legally valid and binding obligations of such Purchaser enforceable against it in accordance with their respective terms, subject to applicable bankruptcy, insolvency, reorganization and moratorium laws and other laws of general application affecting enforcement of creditors' rights generally.
Purchaser Authorization. After the occurrence and during the continuance of any Event of Default (including the commencement and continuation of any proceeding under any Bankruptcy Law relating to any other Note Party), the Purchaser is authorized and empowered (but without any obligation to so do), in its discretion, (i) in the name of each Guarantor, to collect and enforce, and to submit claims in respect of, Subordinated Obligations and to apply any amounts received thereon to the Guaranteed Obligations (including any and all Post Petition Interest), and (ii) to require each Guarantor (A) to collect and enforce, and to submit claims in respect of, Subordinated Obligations and (B) to pay any amounts received on such obligations to the Purchaser for application to the Guaranteed Obligations (including any and all Post Petition Interest).
Purchaser Authorization. The execution and delivery of the Agreements and the consummation of the transactions contemplated hereby and thereby shall have been authorized by all necessary action (corporation or other) on the part of the Purchaser.
Purchaser Authorization. Purchaser has all necessary power and authority to enter into, execute and deliver the Transaction Documents and to perform all of the obligations to be performed by it hereunder and thereunder and to consummate the transactions contemplated hereunder and thereunder. The Transaction Documents have been duly authorized, executed and delivered by Purchaser, and each Transaction Document constitutes the legal, valid and binding obligation of Purchaser, enforceable against Purchaser in accordance with its respective terms, subject, as to enforcement of remedies, to bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally or general equitable principles.
Purchaser Authorization. The Purchaser is a corporation duly organized, validly existing, and in good standing under the laws of the state of its incorporation. The Purchaser is empowered and duly authorized to enter into this Agreement under any governing document, partnership agreement, trust instrument, pension plan, charter, certificate of incorporation, bylaw provision or the like; this Agreement constitutes a valid and binding agreement of the Purchaser enforceable against the Purchaser in accordance with its terms; and the person signing this Agreement on behalf of the Purchaser is empowered and duly authorized to do so by the governing document or trust instrument, pension plan, charter, certificate of incorporation, bylaw provision, board of directors or stockholder resolution, or the like.
Purchaser Authorization. Purchaser shall have delivered to the Sellers and VTI a certificate by Purchaser's corporate secretary in a form satisfactory to the Sellers and VTI to the effect that Purchaser's execution, delivery and performance of this Agreement and the consummation of the transactions contemplated by this Agreement have been duly authorized by Purchaser's board of directors.
