Common use of Authority; Binding Effect Clause in Contracts

Authority; Binding Effect. The Seller has the requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly executed and delivered by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the legal, valid and binding obligations of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 8 contracts

Samples: Share Purchase Agreement (Shanda Interactive Entertainment LTD), Share Purchase Agreement (Shanda Interactive Entertainment LTD), Share Purchase Agreement (Shanda Interactive Entertainment LTD)

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Authority; Binding Effect. The Seller has the requisite corporate power and authority legal capacity to execute and deliver this Agreement and to perform its his obligations hereunder. This Agreement has been duly and validly executed and delivered by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the legal, valid and binding obligations obligation of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Jefferies Group Inc /De/), Stock Purchase Agreement (Leucadia National Corp), Execution Copy Stock Purchase Agreement (Leucadia National Corp)

Authority; Binding Effect. The (a) Seller has the all requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly executed and delivered by the Seller and (assuming the due The execution and delivery thereof by Seller of this Agreement and the Purchaser) constitutes performance by Seller of its obligations hereunder have been, or will have been at the legalClosing, valid and binding obligations of the Seller, enforceable against the Seller in accordance with its termsduly authorized by all requisite corporate action.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Vera Therapeutics, Inc.), Asset Purchase Agreement (Vera Therapeutics, Inc.), Asset Purchase and Collaboration Agreement (XRpro Sciences, Inc.)

Authority; Binding Effect. The Seller has the requisite corporate full power and authority to execute this Agreement, and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly executed and delivered by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the a legal, valid and binding obligations obligation of the Seller, Seller enforceable against the Seller in accordance with its terms, subject to applicable bankruptcy or insolvency laws.

Appears in 2 contracts

Samples: Sale and Purchase Of, Sale and Purchase Of

Authority; Binding Effect. The (a) Seller has the all requisite corporate limited partnership power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby and perform its obligations hereunder. This The execution, delivery and performance by Seller of this Agreement has and the consummation of the transactions contemplated hereby have been duly and validly executed and delivered authorized by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the legal, valid and binding obligations all necessary limited liability action on behalf of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ani Pharmaceuticals Inc), Asset Purchase Agreement (Ani Pharmaceuticals Inc)

Authority; Binding Effect. The Seller has the requisite corporate all necessary limited liability company power and authority to execute and deliver enter into this Agreement and Agreement, to perform its obligations hereunderhereunder and to consummate the transactions contemplated by this Agreement. This Agreement has been duly and validly executed and delivered by the Seller Seller, and (assuming the due execution authorization and delivery thereof by the Purchaser) this Agreement constitutes the legal, valid and binding obligations of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Related Special Assets LLC), Purchase and Sale Agreement (Island Capital Group LLC)

Authority; Binding Effect. The (a) Seller has the all requisite corporate limited partnership power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby and perform its obligations hereunder. This The execution, delivery and performance by Seller of this Agreement has and the consummation of the transactions contemplated hereby have been duly and validly executed and delivered authorized by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the legal, valid and binding obligations all necessary limited liability action on behalf of the Seller, enforceable against the Seller in accordance with its terms.. ​

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ani Pharmaceuticals Inc), Asset Purchase Agreement (Ani Pharmaceuticals Inc)

Authority; Binding Effect. The (a) Seller has the requisite corporate full organizational power and organizational authority to carry on its business as is now being conducted and to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly executed and delivered by the Seller and (assuming the due The execution and delivery thereof of this Agreement and the performance by the Purchaser) constitutes the legalSeller of its obligations hereunder, valid have been duly authorized by all requisite corporate or organizational action, and binding obligations of the Seller, enforceable against the Seller no other corporate proceedings are required in accordance connection with its termsexecution, delivery and performance of this Agreement.

Appears in 2 contracts

Samples: Manufacturing Agreement (Nortech Systems Inc), Asset Purchase Agreement (Winland Electronics Inc)

Authority; Binding Effect. The Seller has the requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly executed and delivered by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the legal, valid and binding obligations of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 2 contracts

Samples: Share Purchase Agreement (Gong Cuizhang), Share Purchase Agreement (Golden Heaven Group Holdings Ltd.)

Authority; Binding Effect. The Seller has the requisite corporate power and authority legal capacity to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly executed and delivered by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the legal, valid and binding obligations obligation of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 1 contract

Samples: Stock Purchase Agreement (Jefferies Group Inc /De/)

Authority; Binding Effect. The Seller has the all requisite corporate power and authority to own and operate its properties and assets, to carry on its business as it is now being conducted and to execute and deliver this Agreement the Transaction Agreements and to perform its obligations hereunderhereunder and thereunder. This Agreement has The Transaction Agreements, and the performance by Seller of its obligations hereunder and thereunder, have been duly authorized by all requisite corporate action and validly executed and delivered by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the legal, constitute valid and binding obligations of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Prism Technologies Group, Inc.)

Authority; Binding Effect. The Such Seller has the requisite corporate full power and authority to execute make, execute, deliver and deliver perform this Agreement and to perform its obligations hereunderthe other instruments and documents required or contemplated hereby, and such execution, delivery and performance have been duly authorized by all necessary action on the part of such Seller. This Agreement has been duly and validly executed and delivered by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the legal, valid and binding obligations obligation of the Seller, such Seller enforceable against the such Seller in accordance with its terms.

Appears in 1 contract

Samples: 1 Stock Purchase Agreement (Uni Marts Inc)

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Authority; Binding Effect. The Seller has the requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly authorized, executed and delivered by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the legal, valid and binding obligations obligation of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (GSV Inc)

Authority; Binding Effect. The Seller has the requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly executed and delivered by the Seller and (assuming the due execution and delivery thereof by the PurchaserPurchaser and the Seller) constitutes the legal, valid and binding obligations of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 1 contract

Samples: Share Purchase Agreement (Shanda Interactive Entertainment LTD)

Authority; Binding Effect. The Seller has the all requisite corporate right, power and authority to execute execute, deliver and deliver perform this Agreement and the Related Agreements to perform its obligations hereunderwhich the Seller is a party. This Agreement has and the Related Agreements to which the Seller is a party have been duly and validly executed and delivered by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes constitute the legal, valid and binding obligations of the Seller, enforceable against the Seller in accordance with its their respective terms.

Appears in 1 contract

Samples: Acquisition Agreement (Sykes Enterprises Inc)

Authority; Binding Effect. The Seller has the requisite corporate power and authority legal capacity to execute and deliver this Agreement and to perform its the Seller’s obligations hereunder. This Agreement has been duly and validly executed and delivered by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the legal, valid and binding obligations obligation of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 1 contract

Samples: Stock Purchase Agreement (Jefferies Group Inc /De/)

Authority; Binding Effect. The Each Seller has the requisite corporate power and authority legal capacity to execute and deliver this Agreement and to perform his, her or its obligations hereunder. This Agreement has been duly and validly executed and delivered by the each Seller and (assuming the due execution and delivery thereof by the PurchaserPurchaser and the other Sellers) constitutes the legal, valid and binding obligations obligation of the each Seller, enforceable against the Seller in accordance with its terms.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cumming Ian M.)

Authority; Binding Effect. The Seller has the requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly executed and delivered by the Seller and (assuming the due execution and delivery thereof by the PurchaserPurchasers) constitutes the legal, valid and binding obligations of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 1 contract

Samples: Share Purchase Agreement (Shanda Interactive Entertainment LTD)

Authority; Binding Effect. The (a) Seller has the all requisite corporate limited liability company power and authority to execute and deliver this Agreement and the Ancillary Agreements and to consummate the transactions contemplated hereby and thereby and perform its obligations hereunder. This The execution, delivery and performance by Seller of this Agreement has and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby have been duly and validly executed and delivered authorized by the Seller and (assuming the due execution and delivery thereof by the Purchaser) constitutes the legal, valid and binding obligations all necessary limited liability action on behalf of the Seller, enforceable against the Seller in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ani Pharmaceuticals Inc)

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