Common use of Authority; Binding Agreement Clause in Contracts

Authority; Binding Agreement. Shareholder has the full legal ---------------------------- right, power and authority to enter into and perform all of its obligations under this Agreement. The execution and delivery of this Agreement by Shareholder will not violate any other agreement to which Shareholder is a party including, without limitation, any voting agreement, shareholders agreement or voting trust. This Agreement has been duly executed and delivered by Shareholder and constitutes a legal, valid and binding agreement of Shareholder, enforceable in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and similar laws, now or hereafter in effect affecting creditors' rights and remedies generally or general principles of equity. Neither the execution and delivery of this Agreement nor the consummation by Shareholder of the transactions contemplated hereby will (i) violate, or require any consent, approval or notice under, any provision of any judgment, order, decree, statute, law, rule or regulation applicable to Shareholder or the Shares, (ii) constitute a violation of, conflict with or constitute a default under, any material contract, commitment, agreement, understanding, arrangement or other restriction of any kind to which Shareholder is a party or by which Shareholder is bound.

Appears in 6 contracts

Samples: Shareholder Agreement (Roberts Pharmaceutical Corp), Shareholder Agreement (Roberts Pharmaceutical Corp), Shareholder Agreement (Roberts Pharmaceutical Corp)

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Authority; Binding Agreement. Shareholder has the full legal ---------------------------- right, power and authority to enter into and perform all of its his obligations under this Agreement. The execution and delivery of this Agreement by Shareholder will not violate any other agreement to which Shareholder is a party including, without limitation, any voting agreement, shareholders agreement or voting trust. This Agreement has been duly executed and delivered by Shareholder and constitutes a legal, valid and binding agreement of Shareholder, enforceable in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and similar laws, now or hereafter in effect affecting creditors' , rights and remedies generally or general principles of equity. Neither the execution and delivery of this Agreement nor the consummation by Shareholder of the transactions contemplated hereby will (i) violate, or require any consent, approval or notice under, any provision of any judgment, order, decree, statute, law, rule or regulation applicable to Shareholder or the Shares, Shares or (ii) constitute a violation of, conflict with or constitute a default under, any material contract, commitment, agreement, understanding, arrangement or other restriction of any kind to which Shareholder is a party or by which Shareholder is bound.

Appears in 1 contract

Samples: Form of Stock Voting Agreement (Conagra Inc /De/)

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Authority; Binding Agreement. Shareholder Stockholder has the full legal ---------------------------- right, power and authority to enter into and perform all of its his obligations under this Agreement. The execution and delivery of this Agreement by Shareholder Stockholder will not violate any other agreement to which Shareholder Stockholder is a party including, without limitation, any voting agreement, shareholders stockholders agreement or voting trust. This Agreement has been duly executed and delivered by Shareholder Stockholder and constitutes a legal, valid and binding agreement of ShareholderStockholder, enforceable in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and similar laws, now or hereafter in effect affecting creditors' rights and remedies generally or general principles of equity. Neither the execution and delivery of this Agreement nor the consummation by Shareholder Stockholder of the transactions contemplated hereby will (i) violate, or require any consent, approval or notice under, any provision of any judgment, order, decree, statute, law, rule or regulation applicable to Shareholder Stockholder or the Shares, Shares or (ii) constitute a violation of, conflict with or constitute a default under, any material contract, commitment, agreement, understanding, arrangement or other restriction of any kind to which Shareholder Stockholder is a party or by which Shareholder Stockholder is bound.

Appears in 1 contract

Samples: Stock Voting Agreement (Hudson James T)

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