2Authority. Priveco has all requisite corporate power and authority to execute and deliver this Agreement and any other document contemplated by this Agreement (collectively, the “Priveco Documents”) to be signed by Priveco and to perform its obligations hereunder and to consummate the transactions contemplated hereby. The execution and delivery of each of the Priveco Documents by Priveco and the consummation of the transactions contemplated hereby have been duly authorized by Priveco’s board of directors. No other corporate or shareholder proceedings on the part of Priveco is necessary to authorize such documents or to consummate the transactions contemplated hereby. This Agreement has been, and the other Priveco Documents when executed and delivered by Priveco as contemplated by this Agreement will be, duly executed and delivered by Priveco and this Agreement is, and the other Priveco Documents when executed and delivered by Priveco as contemplated hereby will be, valid and binding obligations of Priveco enforceable in accordance with their respective terms except: (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, and other laws of general application affecting enforcement of creditors’ rights generally; (b) as limited by laws relating to the availability of specific performance, injunctive relief, or other equitable remedies; and (c) as limited by public policy.
Appears in 1 contract
Sources: Share Exchange Agreement
2Authority. Priveco Pubco has all requisite corporate power and authority to execute and deliver this Agreement and any other document contemplated by this Agreement (collectively, the “Priveco Pubco Documents”) to be signed by Priveco Pubco and to perform its obligations hereunder and to consummate the transactions contemplated hereby. The execution and delivery of each of the Priveco Pubco Documents by Priveco Pubco and the consummation by Pubco of the transactions contemplated hereby have been duly authorized by Priveco’s its board of directors. No directors and no other corporate or shareholder proceedings on the part of Priveco Pubco is necessary to authorize such documents or to consummate the transactions contemplated hereby. This Agreement has been, and the other Priveco Pubco Documents when executed and delivered by Priveco Pubco as contemplated by this Agreement will be, duly executed and delivered by Priveco Pubco and this Agreement is, and the other Priveco Pubco Documents when executed and delivered by Priveco Pubco, as contemplated hereby will be, valid and binding obligations of Priveco Pubco enforceable in accordance with their respective terms terms, except:
(a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, and other laws of general application affecting enforcement of creditors’ rights generally;
(b) as limited by laws relating to the availability of specific performance, injunctive relief, or other equitable remedies; and
(c) as limited by public policy.
Appears in 1 contract
Sources: Share Exchange Agreement