Common use of Validity of Transaction Clause in Contracts

Validity of Transaction. This Agreement and, as applicable, each other agreement contemplated hereby are, or upon execution will be, valid and legally binding obligations of the Company, enforceable in accordance with their respective terms against the Company, except as limited by bankruptcy, insolvency and similar laws affecting creditors generally, and by general principles of equity. At the time that the Shares are issued, assigned, transferred and conveyed to C&C pursuant to this Agreement, the Shares will be duly authorized, validly issued, fully paid and nonassessable.

Validity of Transaction. This Agreement and, as applicable, each other agreement contemplated hereby are, or upon execution will be, valid and legally binding obligations of the Company, enforceable in accordance with their respective terms against the Company, except as limited by bankruptcy, insolvency and similar laws affecting creditors generally, and by general principles of equity. At the time that the Shares are issued, assigned, transferred and conveyed to C&C W/F Investment pursuant to this Agreement, the Shares will be duly authorized, validly issued, fully paid and nonassessable.

Validity of Transaction. This Agreement and, as applicable, each other agreement contemplated hereby are, or upon execution will be, valid and legally binding obligations of the Company, enforceable in accordance with their respective terms against the Company, except as limited by bankruptcy, insolvency and similar laws affecting creditors generally, and by general principles of equity. At the time that the Shares are issuedsold, assigned, transferred and conveyed to C&C Purchaser pursuant to this Agreement, the Shares will be duly authorized, validly issued, fully paid and nonassessable.

Validity of Transaction. This Agreement and, as applicable, each other agreement contemplated hereby are, or upon execution will be, is a valid and legally binding obligations of the Companyobligation, enforceable in accordance with their respective terms against the Companyits terms, except as limited by bankruptcy, insolvency and similar laws affecting creditors generally, and by general principles of equity. At the time that the Shares are issuedWhen sold, assigned, transferred and conveyed to C&C the Buyer pursuant to this Agreement, the Shares will be duly authorized, validly issued, fully paid and paid, nonassessable.