Common use of Authority Relative to this Agreement; Non-Contravention Clause in Contracts

Authority Relative to this Agreement; Non-Contravention. (a) Seller has the requisite corporate power and authority to enter into this Agreement and to carry out its obligations hereunder. The execution and delivery of this Agreement by Seller, the performance by Seller of its obligations hereunder and the consummation by Seller of the transactions contemplated herein have been duly authorized by the directors and shareholders of Seller, and no other corporate proceedings on the part of Seller are necessary to authorize the execution and delivery of this Agreement, the performance by Seller of its obligations hereunder and the consummation by Seller of the transactions contemplated hereby. This Agreement has been duly executed and delivered by Seller and constitutes a valid and binding obligation of Seller, enforceable against it in accordance with its terms, except to the extent that such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent transfer, reorganization or similar laws affecting the rights of creditors generally or by general principles of equity.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ciber Inc)

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Authority Relative to this Agreement; Non-Contravention. (a) Seller has the requisite corporate power and authority to enter into this Agreement and to carry out its obligations hereunder. The execution and delivery of this Agreement by Seller, the performance by Seller of its obligations hereunder and the consummation by Seller of the transactions contemplated herein have been duly authorized by the directors Board of Directors and shareholders Shareholders of Seller, and no other corporate proceedings proceeding on the part of Seller are necessary to authorize the execution and delivery of this Agreement, the performance by Seller of its respective obligations hereunder and the consummation by Seller of the transactions contemplated herebyhereunder. This Agreement has been duly executed and delivered by Seller and Shareholders and, subject to the terms and conditions hereof, constitutes a valid and binding obligation of Sellerit, enforceable against it them in accordance with its terms, except to the extent that such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent transfer, reorganization or similar laws affecting the rights of creditors generally or by general principles principals of equity.

Appears in 1 contract

Samples: Asset Purchase Agreement (Mexican Restaurants Inc)

Authority Relative to this Agreement; Non-Contravention. (a) Seller has the requisite corporate limited liability company power and authority to enter into this Agreement and to carry out its obligations hereunder. The execution and delivery of this Agreement by Seller, the performance by Seller of its obligations hereunder and the consummation by Seller of the transactions contemplated herein have been duly authorized by the directors managers and shareholders members of Seller, and no other corporate additional proceedings on the part of Seller are necessary to authorize the execution and delivery of this Agreement, the performance by Seller of its obligations hereunder and the consummation by Seller of the transactions contemplated hereby. This Agreement has been duly executed and delivered by Seller and constitutes a valid and binding obligation of Seller, enforceable against it in accordance with its terms, except to the extent that such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent transfer, reorganization or similar laws affecting the rights of creditors generally or by general principles of equity.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pure Cycle Corp)

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Authority Relative to this Agreement; Non-Contravention. (a) Seller CIBER has the requisite corporate power and authority to enter into this Agreement and to carry out its obligations hereunder. The execution and delivery of this Agreement by SellerCIBER, the performance by Seller CIBER of its obligations hereunder and the consummation by Seller CIBER of the transactions contemplated herein have been duly authorized by the board of directors and shareholders of SellerCIBER, and no other corporate proceedings on the part of Seller CIBER are necessary to authorize the execution and delivery of this Agreement, the performance by Seller CIBER of its respective obligations hereunder and the consummation by Seller CIBER of the transactions contemplated hereby. This Agreement has been duly executed and delivered by Seller CIBER and constitutes a valid and binding obligation of SellerCIBER, enforceable against it in accordance with its terms, except to the extent that such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent transfer, reorganization or similar laws affecting the rights of creditors generally or by general principles of equity.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ciber Inc)

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