Valid and Binding Agreement. The execution, delivery and performance of this Agreement by Buyer and Parent have been duly and validly authorized by all necessary corporate action. This Agreement has been duly executed and delivered by Buyer and Parent and constitutes the valid and binding obligation of Buyer and Parent, enforceable against them in accordance with its terms, subject to the Remedies Exception.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Concentra Operating Corp), Stock Purchase Agreement (Integramed America Inc)
Valid and Binding Agreement. The execution, delivery and performance of this Agreement by Buyer and Parent have been duly and validly authorized by all necessary corporate action. This Agreement has been duly validly executed and delivered by Buyer and Parent and constitutes the a valid and binding obligation of Buyer and Parent, enforceable against them in accordance with its terms, subject to the Remedies Exception.
Appears in 2 contracts
Samples: Purchase Agreement (Family Home Health Services, Inc.), Purchase Agreement (Family Home Health Services, Inc.)
Valid and Binding Agreement. The execution, delivery and performance of this Agreement by Buyer and Parent have has been duly and validly authorized by all necessary corporate action. This Agreement has and each other Transaction Document to which Buyer is a party have been duly executed and delivered by Buyer and Parent and constitutes the valid and binding obligation of Buyer and ParentBuyer, enforceable against them it in accordance with its terms, subject to the Remedies Exception.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Daseke, Inc.), Purchase and Sale Agreement (Daseke, Inc.)
Valid and Binding Agreement. The execution, delivery and performance of this Agreement by Buyer and Parent have been duly and validly authorized by all necessary corporate action. This Agreement has been duly executed and delivered by Buyer and Parent and constitutes the valid and binding obligation of Buyer and ParentBuyer, enforceable against them it in accordance with its terms, subject to the Remedies Exception.
Appears in 2 contracts
Samples: Ads Purchase Agreement (Grand Toys International Inc), Adr Purchase Agreement (Grand Toys International Inc)
Valid and Binding Agreement. The execution, delivery and performance of this Agreement by Buyer and Parent have been duly and validly authorized by all necessary corporate action. This Agreement has been duly executed and delivered by Buyer and Parent and constitutes the valid and binding obligation of Buyer and ParentBuyer, enforceable against them it in accordance with its terms, subject to the Remedies Exception.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Patina Oil & Gas Corp), Stock Purchase Agreement (Infowave Software Inc)
Valid and Binding Agreement. The Assuming Stockholder Approval, the execution, delivery and performance of this Agreement by Buyer and Parent have been will be duly and validly authorized by all necessary corporate action. This Agreement has been duly executed and delivered by Buyer and Parent and constitutes the valid and binding obligation of Buyer and ParentBuyer, enforceable against them it in accordance with its terms, subject to the Remedies Exception.
Appears in 1 contract
Valid and Binding Agreement. The execution, delivery and performance of this Agreement by Buyer and Parent have been duly and validly authorized by all necessary corporate limited liability company action. This Agreement has been duly executed and delivered by Buyer and Parent and constitutes the valid and binding obligation of Buyer and ParentBuyer, enforceable against them it in accordance with its terms, subject to the Remedies Exception.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (American Real Estate Partners L P)
Valid and Binding Agreement. The execution, delivery and performance of this Agreement by Buyer and Parent have such Owner has been duly and validly authorized by all necessary corporate or equivalent action. This Agreement has been duly executed and delivered by Buyer and Parent such Owner and constitutes the valid and binding obligation of Buyer and Parentsuch Owner, enforceable against them it in accordance with its terms, subject to the Remedies Exception.
Appears in 1 contract
Samples: Inducement Agreement (Imation Corp)
Valid and Binding Agreement. The execution, delivery and performance by Seller of this Agreement by Buyer and Parent have been duly and validly authorized by all necessary corporate action. This Agreement has been duly executed and delivered by Buyer and Parent Seller and constitutes the valid and binding obligation of Buyer and ParentSeller, enforceable against them Seller in accordance with its terms, subject to the Remedies Exception.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (American Real Estate Partners L P)
Valid and Binding Agreement. The execution, delivery and performance of this Agreement by Buyer and Parent have been duly and validly authorized by all necessary corporate action. This Agreement has been duly authorized and executed and delivered by on behalf of Buyer and Parent all necessary action on the part of Buyer to authorize the transactions herein contemplated has been taken, and no further action will be necessary for such purpose. This Agreement constitutes the valid and binding obligation agreement of Buyer and ParentBuyer, enforceable against them in accordance with its terms, subject to bankruptcy, insolvency and similar laws affecting generally the Remedies Exceptionenforcement of creditor’s rights.
Appears in 1 contract
Samples: Agreement for the Purchase and Sale of Property (Diamond Resorts International, Inc.)
Valid and Binding Agreement. The execution, delivery and performance of this Agreement by Buyer and Parent have Seller has been duly and validly authorized by all necessary corporate action. This Agreement has been duly executed and delivered by Buyer and Parent Seller and constitutes the valid and binding obligation of Buyer and ParentSeller, enforceable against them it in accordance with its terms, subject to the Remedies Exception.
Appears in 1 contract
Samples: Stock Purchase Agreement (Concentra Operating Corp)
Valid and Binding Agreement. The execution, delivery and performance of this Agreement by Buyer and Parent have been duly and validly authorized by all necessary corporate action. This Agreement has been duly executed and delivered by Buyer and Parent and constitutes the valid and binding obligation of Buyer and ParentBuyer, enforceable against them it in accordance with its terms, subject to the Remedies Bankruptcy and Equity Exception.
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Valid and Binding Agreement. The execution, delivery and performance of this Agreement by Buyer and Parent have has been duly and validly authorized by all necessary corporate company action. This Agreement has and each other Transaction Document to which Buyer is a party have been duly executed and delivered by Buyer and Parent and constitutes the valid and binding obligation of Buyer and ParentBuyer, enforceable against them it in accordance with its terms, subject to the Remedies Exception.
Appears in 1 contract
