Authorization and Effect. The execution, delivery and performance of this letter agreement and any other documents contemplated hereby to be executed by the Seller (including the stock power effecting the transfer of the Shares to the Company) and the consummation of the transaction contemplated by this letter agreement have been duly and validly authorized and approved by all necessary action of the Seller prior to the Seller's execution of this letter agreement. This agreement constitutes a valid and binding obligation of the Seller, enforceable in accordance with its terms subject to the effect of bankruptcy, insolvency, reorganization or other similar laws and to general principles of equity (whether considered in proceedings at law or in equity).
Appears in 2 contracts
Sources: Share Purchase Agreement (Dai Ichi Mutual Life Insurance Co), Stock Purchase Agreement (Dai Ichi Mutual Life Insurance Co)