Common use of Authority; Execution Clause in Contracts

Authority; Execution. Such Subscriber has the power and authority or capacity, as the case may be, and has taken all action necessary, to execute this Agreement and to perform its obligations hereunder and to consummate the transactions contemplated hereby. To the extent such Subscriber is a legal entity, the execution and performance by such Subscriber of this Agreement, the performance by such Subscriber of its obligations hereunder and the consummation of the transactions provided for herein have been duly and validly authorized by all necessary corporate, partnership, limited liability company or similar action, as applicable. This Agreement has been duly and validly executed by such Subscriber, and constitutes legal, valid and binding obligations of such Subscriber, enforceable against such Subscriber in accordance with its terms, except (i) as limited by general equitable principles and applicable bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies and (iii) insofar as indemnification and contribution provisions may be limited by applicable law.

Appears in 4 contracts

Sources: Subscription and Conversion Agreement (Saint Thomas Commercial S.A.), Subscription and Conversion Agreement (Flying Fish Ventures L.P.), Subscription and Conversion Agreement (Procaps Group, S.A.)

Authority; Execution. Such The Subscriber has the power and authority or capacity, as the case may be, and has taken all action necessary, to execute this Agreement and to perform its obligations hereunder and to consummate the transactions contemplated hereby. To the extent such the Subscriber is a legal entity, the execution and performance by such the Subscriber of this Agreement, the performance by such the Subscriber of its obligations hereunder and the consummation of the transactions provided for herein have been duly and validly authorized by all necessary corporate, partnership, limited liability company or similar action, as applicable. This Agreement has been duly and validly executed by such the Subscriber, and constitutes legal, valid and binding obligations of such the Subscriber, enforceable against such the Subscriber in accordance with its terms, except (i) as limited by general equitable principles and applicable bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies and (iii) insofar as indemnification and contribution provisions may be limited by applicable law.

Appears in 1 contract

Sources: Subscription and Conversion Agreement (Procaps Group, S.A.)