Common use of Authority of the Company Clause in Contracts

Authority of the Company. The Company agrees and represents that the Company has the authority to execute, deliver and perform its obligations under this Agreement, having obtained all required consents, and is duly organized or formed and validly existing in good standing under the laws of the state of its incorporation or formation.

Appears in 2 contracts

Samples: Content License Agreement (Healtheon Webmd Corp), Content License Agreement (Healtheon Webmd Corp)

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Authority of the Company. (a) The Company agrees has full right, authority and represents that power to enter into this Agreement and each agreement, document and instrument to be executed and delivered by the Company has pursuant to this Agreement and to carry out the authority to execute, deliver transactions contemplated hereby and perform its obligations under this Agreement, having obtained all required consents, and is duly organized or formed and validly existing in good standing under the laws of the state of its incorporation or formationthereby.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Genzyme Transgenics Corp), Stock Purchase Agreement (Charles River Laboratories International Inc)

Authority of the Company. The Company agrees has full right, power and represents that the Company has the authority to executeexecute and deliver the Transaction Documents, deliver and to perform its obligations under this Agreementhereunder and thereunder and to consummate the transactions contemplated by the Transaction Documents, having obtained all required consentsthe Registration Statement, the Pricing Disclosure Package and is duly organized or formed and validly existing in good standing under the laws of the state of its incorporation or formationProspectus.

Appears in 1 contract

Samples: Albemarle Corp

Authority of the Company. The Company agrees has full right, power and represents that the Company has the authority to executeexecute and deliver the Transaction Documents, deliver and to perform its obligations under this Agreementhereunder and thereunder and to consummate the transactions contemplated by the Transaction Documents, having obtained all required consentsthe Registration Statement, the Time of Sale Information and is duly organized or formed and validly existing in good standing under the laws of the state of its incorporation or formationProspectus.

Appears in 1 contract

Samples: Albemarle Corp

Authority of the Company. (a) The Company agrees has full right, authority and represents that power to enter into this Agreement and each agreement, document and instrument to be executed and delivered by the Company has pursuant to, or as contemplated by, this Agreement and to carry out the authority to executetransactions contemplated hereby and thereby, deliver other than the Second Merger. The execution, delivery and perform its obligations under performance by the Company of this AgreementAgreement and each such other agreement, having obtained document and instrument contemplated by this Agreement have been duly authorized by all required consentsnecessary action of the Company and the Stockholder, and is duly organized or formed and validly existing in good standing under no other action on the laws part of the state of its incorporation Company or formationthe Stockholder is required in connection therewith.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Moldflow Corp)

Authority of the Company. The Company agrees has full right, authority and represents that power to enter into this Agreement and each agreement, document and instrument to be executed and delivered by the Company has pursuant to this Agreement and to carry out the authority to executetransactions contemplated hereby. The execution, deliver delivery and perform its obligations under this Agreement, having obtained all required consents, and is duly organized or formed and validly existing in good standing under performance by the laws Company of the state of its incorporation or formation.this

Appears in 1 contract

Samples: Stock Purchase Agreement (Nextera Enterprises Inc)

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Authority of the Company. The Company agrees has full right, power and represents that the Company has the authority to executeexecute and deliver this Agreement, deliver and to perform its obligations under hereunder and thereunder and to consummate the transactions contemplated by this Agreement, having obtained all required consentsthe Registration Statement, the Pricing Disclosure Package and is duly organized or formed and validly existing in good standing under the laws of the state of its incorporation or formationProspectus.

Appears in 1 contract

Samples: Albemarle Corp

Authority of the Company. The Company agrees has all requisite authority to enter into this Agreement and represents that to consummate the Transaction. This Agreement has been duly executed and delivered by the Company has the authority to execute, deliver and perform its obligations under this Agreement, having obtained all required consents, constitutes a valid and is duly organized or formed and validly existing in good standing under the laws binding obligation of the state of Company, enforceable in accordance with its incorporation or formationterms.

Appears in 1 contract

Samples: Stock Purchase Agreement (Imclone Systems Inc/De)

Authority of the Company. The Company agrees and represents that the Company has the full right, power and authority to execute, deliver enter into this Agreement and perform its obligations under this Agreement, having obtained all required consents, to carry out and is duly organized or formed and validly existing in good standing under consummate the laws of the state of its incorporation or formationtransactions contemplated herein.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nestbuilder.com Corp.)

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