Authority to Execute and Perform. As of the Effective Date, each Party represents and warrants to the other that it:
Authority to Execute and Perform. VARIOUS DOCUMENTS; DECLARATION OF BUSINESS TRUST
Authority to Execute and Perform. 17.1 The Parties expressly represent and warrant that the execution and performance of, and compliance with, their respective obligations under this Agreement is fully authorised by each of them and their subsidiaries that the persons executing the Agreement have the necessary and appropriate authority to do so.
Authority to Execute and Perform. MCC has full right, power and authority to execute and perform this MCC Settlement Trust Agreement and the other agreements and undertakings contemplated herein in all material respects.
Authority to Execute and Perform. VARIOUS DOCUMENTS -----------------
Authority to Execute and Perform. AGREEMENTS IBZT has the full legal right and power and all authority and approval required to enter into, execute and deliver this Agreement and to perform fully the obligations hereunder including approval by the Board of Directors of IBZT. This Agreement has been duly executed and delivered and is the valid and binding obligation of IBZT enforceable in accordance with its terms, except as may be limited by bankruptcy, moratorium, insolvency, or other similar laws generally affecting the enforcement of creditors' rights. The execution and delivery of this Agreement and the other agreements contemplated hereunder, and the consummation of the transactions contemplated hereby and thereby, and the performance by IBZT of this Agreement, in accordance with their respective terms and conditions, will not:
Authority to Execute and Perform. Agreement Such Guarantor has full legal right and power and all authority and approvals required to enter into, execute and deliver this Agreement and each and every agreement and instrument contemplated hereby to which such Guarantor is or will be a party and to perform fully such Guarantor's obligations hereunder and thereunder. This Agreement has been duly executed and delivered by such Guarantor, and on the Closing Date, each and every agreement and instrument contemplated hereby to which such Guarantor is a party will be duly executed and delivered by such Guarantor and (assuming due execution and delivery hereof and thereof by the other parties hereto and thereto) this Agreement and each such other agreement and instrument will be valid and binding obligations of such Guarantor enforceable against such Guarantor in accordance with their respective terms. The execution and delivery by such Guarantor of this Agreement and each and every agreement and instrument contemplated hereby to which such Guarantor is a party, the consummation of the transactions contemplated hereby and thereby and the performance by such Guarantor of this Agreement and each such other agreement and instrument in accordance with their respective terms and conditions will not (a) require such Guarantor to obtain any consent, approval, authorization or action of, or make any filing with or give any notice to, any Governmental Body or any other person, except for notification to CIT; (b) violate, conflict with or result in the breach of any of the terms and condi tions of, result in a material modification of the effect of, otherwise cause the termination of or give any other contracting party the right to terminate, or constitute (or with notice or lapse of time or both constitute) a default under, any Contract to which such Guarantor is a party or by or to which such Guarantor is or any of the properties of such Guarantor are or may be bound or subject; (c) violate any Law or Order of any Governmental Body applicable to such Guarantor; or (d) result in the creation of any Lien on the Interests.
Authority to Execute and Perform. Agreements 3.1.2 No Conflict 3.1.3 Actions and Proceedings 3.1.4 No Brokers 3.1.5 Receipt of California Amplifier, Inc. Reports 3.1.6 Approvals 3.1.7 Securities Purchase Representations 3.1.8 Private Offering 3.2 Representations and Warranties of the Stockholders Regarding the Company 3.2.1 Organization and Good Standing 3.2.2 Authorization and Enforceability 3.2.3 Ownership of Acquisition Assets 3.2.4 Financial Condition 3.2.4.1 Financial Statements 3.2.4.2 Absence of Certain Changes 3.2.5 Property of the Company 3.2.5.1 Real Property 3.2.5.2 Tangible Personal Property 3.2.5.3 Intangible Personl Property 3.2.6 Consents and Approvals; No Violations 3.2.7 Labor and Employment Matters 3.2.8 Litigation and Compliance with Laws 3.2.8.1 Litigation Pending or Threatened 3.2.8.2 Violation of Law 3.2.8.3 Environmental Matters 3.2.9 Contracts and Other Instruments 3.2.10 Permits; Required Consents 3.2.11 Insurance 3.2.12 Taxes 3.2.13 No Brokers 3.2.14 Inventories 3.2.15 Approvals 3.2.16
Authority to Execute and Perform. Various Documents Declaration of Trust by Trustee
Authority to Execute and Perform. Indemnitors, Contractors, and Surety, including all of their respective undersigned representatives, hereby represent, covenant and warrant that they have full right, power and authority, uninhibited by contract or otherwise, to execute and perform this Agreement, that Indemnitors, Contractors and Surety have been duly authorized by all proper and necessary corporate action, and that all consents and approvals of stockholders or of any public authority or regulatory body required as a condition to the validity or enforceability of this Agreement have been given. This Agreement shall be binding on their respective heirs, executors, administrators, issue, successors and assigns of each of the parties hereto.
