Common use of Authorization and Binding Effect of Documents Clause in Contracts

Authorization and Binding Effect of Documents. Seller’s execution and delivery of, and the performance of its obligations under this Agreement and each of the other Documents, and the consummation by Seller of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of Seller. Seller has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by Seller. This Agreement and each of the other Documents to be executed by Seller have been, or at or prior to the Closing will be, duly executed by Seller. The Documents, when executed and delivered by the parties hereto, will constitute the valid and legally binding agreement of Seller, enforceable against Seller in accordance with their terms, except as may be limited by bankruptcy, insolvency, or other similar laws affecting the enforcement of creditors’ rights or remedies generally, and except as may be limited by general principles of equity (regardless of whether such enforceability is sought in a proceeding in equity or at law).

Appears in 1 contract

Samples: Asset Exchange Agreement (Salem Communications Corp /De/)

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Authorization and Binding Effect of Documents. Seller’s Buyer's execution and delivery of, and the performance of its obligations under under, this Agreement and each of the other Documents, and the consummation by Seller Buyer of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of SellerBuyer. Seller Buyer has the power and authority to execute, deliver to deliver, and to perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents to be executed by Buyer have been, or at or prior to the Closing will be, duly executed by Seller. This Agreement and each of the other Documents to be executed by Seller have been, been or at or prior to the Closing will be, duly executed by SellerBuyer. The Documents, when executed and delivered by the parties hereto, will constitute the valid and legally binding agreement of SellerBuyer, enforceable against Seller Buyer in accordance with their terms, except as may be limited by bankruptcy, insolvency, or other similar laws affecting the enforcement of creditors' rights or remedies generally, and except as may be limited by general principles of equity (regardless of whether such enforceability is sought in a proceeding in equity or at law).

Appears in 1 contract

Samples: Asset Purchase Agreement (Salem Communications Corp /De/)

Authorization and Binding Effect of Documents. Seller’s execution and delivery of, and the performance of its obligations under this Agreement and each of the other Documents, and the consummation by Seller of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of Seller. Seller has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by Seller. This Agreement and each of the other Documents to be executed by Seller have been, or at or prior to the Closing will be, duly executed by Seller. The Documents, when executed and delivered by the parties hereto, will constitute the valid and legally binding agreement of Seller, enforceable against Seller in accordance with their terms, except as may be limited by bankruptcy, insolvency, or other similar laws affecting the enforcement of creditors’ rights or remedies generally, and except as may be limited by general principles of equity (regardless of whether such enforceability is sought in a proceeding in equity or at law).

Appears in 1 contract

Samples: Asset Exchange Agreement (Salem Communications Corp /De/)

Authorization and Binding Effect of Documents. Seller’s Buyer's execution and ---------------------------------------------- delivery of, and the performance of its obligations under under, this Agreement and each of the other Documents, and the consummation by Seller Buyer of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of SellerBuyer. Seller Buyer has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by Seller. This Agreement and each of the other Documents to be executed by Seller have been, or at or prior to the Closing will be, duly executed by SellerBuyer. The Documents, when executed and delivered by the parties hereto, will constitute the valid and legally binding agreement of SellerBuyer, enforceable against Seller Buyer in accordance with their terms, except as may be limited by bankruptcy, insolvency, or other similar laws affecting the enforcement of creditors' rights or remedies generally, and except as may be limited by general principles of equity (regardless of whether such enforceability is sought in a proceeding in equity or at law).

Appears in 1 contract

Samples: Asset Purchase Agreement (Salem Communications Corp /De/)

Authorization and Binding Effect of Documents. Seller’s execution This agreement and delivery of, and the performance of its obligations under this Agreement and --------------------------------------------- each of the other Documents, and the consummation by Seller of the transactions contemplated hereby and thereby, Documents have been duly authorized and approved by all necessary corporate or other appropriate action on the part of Seller, and have been, or at or prior to the Closing will be, duly executed and delivered by the Seller and is, or at or prior to the Closing will be, the legal, valid, and binding obligation of Seller enforceable in accordance with their respective terms. As of the Closing Date, Seller has the absolute and unrestricted right, power authority and authority capacity to execute, execute and deliver and perform its obligations under this Agreement and to perform their obligations hereunder and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement constitutes (and each of the other Documents have been, or at or prior to the Closing will be, duly executed by Seller. This Agreement and each of the other Documents to be executed by Seller have been, or at or prior to the Closing will be, duly executed by Seller. The Documents, when so executed and delivered by the parties heretodelivered, will constitute the constitute) legal and valid and legally binding agreement obligations of Seller, enforceable against Seller them in accordance with their its terms, except as may be limited by subject to applicable bankruptcy, insolvency, or other reorganization, moratorium and similar laws affecting the enforcement of creditors’ rights ' right or remedies generally, and except subject, as may be limited by to enforceability, to general principles of equity (regardless of whether such enforceability enforcement is sought in a proceeding in equity or at law).

Appears in 1 contract

Samples: Escrow Agreement (Salem Communications Corp /Ca/)

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Authorization and Binding Effect of Documents. SellerBuyer’s execution and delivery of, and the performance of its obligations under under, this Agreement and each of the other Documents, and the consummation by Seller Buyer of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of SellerBuyer. Seller Buyer has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by SellerBuyer. This Agreement and each of the other Documents to be executed by Seller Buyer have been, or at or prior to the Closing will be, duly executed by SellerBuyer. The Documents, when executed and delivered by the parties hereto, will constitute the valid and legally binding agreement of SellerBuyer, enforceable against Seller Buyer in accordance with their terms, except as may be limited by bankruptcy, insolvency, or other similar laws affecting the enforcement of creditors’ rights or remedies generally, and except as may be limited by general principles of equity (regardless of whether such enforceability is sought in a proceeding in equity or at law).

Appears in 1 contract

Samples: Asset Exchange Agreement (Salem Communications Corp /De/)

Authorization and Binding Effect of Documents. Seller’s Each of Parent's and Buyer's execution and delivery of, and the performance of its obligations under under, this Agreement and each of the other Documents, and the consummation by Seller each of Parent and Buyer of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of Sellereach of Parent and Buyer. Seller Each of Parent and Buyer has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by SellerBuyer. This Agreement and each of the other Documents to be executed by Seller Each of Parent and Buyer have been, or at or prior to the Closing will be, duly executed by SellerBuyer. The Documents, when executed and delivered by the parties hereto, will constitute the valid and legally binding agreement of Sellereach of Parent and Buyer, enforceable against Seller each of Parent and Buyer in accordance with their terms, except as may be limited by bankruptcy, insolvency, or other similar laws affecting the enforcement of creditors' rights or remedies generally, and except as may be limited by general principles of equity (regardless of whether such enforceability is sought in a proceeding in equity or at law).

Appears in 1 contract

Samples: Asset Purchase Agreement (Salem Communications Corp /De/)

Authorization and Binding Effect of Documents. Seller’s Buyer's execution and delivery of, and the performance of its obligations under under, this Agreement and each of the other Documents, and the consummation by Seller Buyer of the transactions contemplated hereby and thereby, have been duly authorized and approved by all necessary corporate action on the part of SellerBuyer. Seller Buyer has the power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Documents and to consummate the transactions hereby and thereby contemplated. This Agreement and each of the other Documents have been, or at or prior to the Closing will be, duly executed by SellerBuyer. This Agreement and each of the other Documents to be executed by Seller Buyer have been, or at or prior to the Closing will be, duly executed by SellerBuyer. The Documents, when executed and delivered by the parties hereto, will constitute the valid and legally binding agreement of SellerBuyer, enforceable against Seller Buyer in accordance with their terms, except as may be limited by bankruptcy, insolvency, or other similar laws affecting the enforcement of creditors' rights or remedies generally, and except as may be limited by general principles of equity (regardless of whether such enforceability is sought in a proceeding in equity or at law).

Appears in 1 contract

Samples: Asset Purchase Agreement (Salem Communications Corp /De/)

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