Common use of Authority; Effect Clause in Contracts

Authority; Effect. Each party hereto represents and warrants to each other party that this Agreement is a valid and binding obligation of such party, enforceable against it in accordance with its terms, and that the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized on behalf of such party and do not violate any agreement or other instrument applicable to such party or by which its assets are bound. This Agreement does not, and shall not be construed to, give rise to the creation of a partnership among any of the parties hereto, or to constitute any of such parties as members of a joint venture or other association.

Appears in 6 contracts

Samples: Stockholders Agreement (Ares Corporate Opportunities Fund II, L.P.), Stockholders Agreement (Stream Global Services, Inc.), Stockholders Agreement (Clear Channel Communications Inc)

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Authority; Effect. Each party hereto represents and warrants to to, and agrees with each other party that this Agreement is a valid and binding obligation of such partythat, enforceable against it in accordance with its terms, and that the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized on behalf of such party and do not violate any agreement or other instrument applicable to such party or by which its assets are bound. This Agreement does not, and shall not be construed to, give rise to the creation of a partnership among any of the parties hereto, or to constitute any of such parties as members of a joint venture or other association.

Appears in 5 contracts

Samples: Stockholders Agreement (Bloomin' Brands, Inc.), Stockholders Agreement (Townsquare Media, Inc.), Stockholders Agreement (Townsquare Media, LLC)

Authority; Effect. Each party hereto represents and warrants to each other party that this Agreement is a valid and binding obligation of such party, enforceable against it in accordance with its terms, and that the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized on behalf of such party and do not violate any agreement or other instrument applicable to such party or by which its assets are bound. This Agreement does not, and shall not be construed to, give rise to the creation of a partnership among any of the parties hereto, or to constitute any of such parties as members of a joint venture or other association.

Appears in 2 contracts

Samples: Shareholders Agreement (Reliant Software, Inc.), Shareholders Agreement (Community Choice Financial Inc.)

Authority; Effect. Each party hereto represents and warrants to and agrees with each other party that this Agreement is a valid and binding obligation of such party, enforceable against it in accordance with its terms, and that the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized on behalf of such party and do not violate any agreement or other instrument applicable to such party or by which its assets are bound. Actions, approvals and rights exercisable by the Company pursuant to this Agreement shall require the approval of the Board. This Agreement does not, and shall not be construed to, give rise to the creation of a partnership among any of the parties hereto, hereto or to constitute any of such parties as members of party’s membership in a joint venture or other association.

Appears in 1 contract

Samples: Stockholders Agreement (Truck Hero, Inc.)

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Authority; Effect. Each party hereto represents and warrants to and agrees with each other party that this Agreement is a valid and binding obligation of such party, enforceable against it in accordance with its terms, and that the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized on behalf of such party and do not violate any agreement or other instrument applicable to such party or by which its assets are bound. Actions, approvals and rights exercisable by the Company pursuant to this Agreement shall require the approval of the Board. This Agreement does not, and shall not be construed to, give rise to the creation of a partnership among any of the parties hereto, hereto or to constitute any of such parties as members of party's membership in a joint venture or other association.

Appears in 1 contract

Samples: Stockholders Agreement (Riot Blockchain, Inc.)

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