Common use of Authorization; Execution and Delivery; Binding Obligations Clause in Contracts

Authorization; Execution and Delivery; Binding Obligations. The execution, delivery and performance by each Purchaser Party of each Transaction Document to which such Person is a party have been duly authorized by all necessary corporate action on the part of each such Person. Each Transaction Document has been duly executed and delivered by each Purchaser Party that is a party thereto and, when executed and delivered by the other parties hereto or thereto, assuming due authorization, execution and delivery hereof by each Expedia Party and of such other Transaction Documents by each Expedia Party a party thereto, constitutes a legal, valid and binding obligation of each such Purchaser Party, enforceable against each such Purchaser Party in accordance with its terms, except as enforcement may be limited by general principles of equity, whether applied in a court of Law or a court of equity, and by applicable bankruptcy, insolvency and similar Law affecting creditors’ rights and remedies generally. Without limiting the generality of the foregoing, no approval by the shareholders of Ctrip, the Keystone Purchasers or Luxuriant is required in connection with the Transaction Documents, the performance by any Purchaser Party or its respective Affiliates of its obligations hereunder or thereunder, or the consummation by any Purchaser Party and its respective Affiliates of the transactions contemplated hereby or thereby.

Authorization; Execution and Delivery; Binding Obligations. The execution, delivery and performance by each Purchaser Expedia Party of each Transaction Document to which such Person Expedia Party is a party have been duly authorized by all necessary corporate action on the part of each such PersonExpedia Party. Each Transaction Document has been duly executed and delivered by each Purchaser Expedia Party that is a party hereto or thereto and, when executed and delivered by the other parties hereto or thereto, assuming due authorization, execution and delivery hereof by each Expedia Party and of such other Transaction Documents by each Expedia Purchaser Party a party thereto, constitutes a legal, valid and binding obligation of each such Purchaser Expedia Party, enforceable against each such Purchaser Expedia Party in accordance with its terms, except as enforcement may be limited by general principles of equity, whether applied in a court of Law or a court of equity, and by applicable bankruptcy, insolvency and similar Law affecting creditors’ rights and remedies generally. Without limiting the generality of the foregoing, no approval by the shareholders of Ctrip, eLong or the Keystone Purchasers or Luxuriant shareholders of either Expedia Party is required in connection with the Transaction Documents, the performance by any Purchaser Party Expedia or its respective Affiliates of its obligations hereunder or thereunder, or the consummation by any Purchaser Party Expedia and its respective Affiliates of the transactions contemplated hereby or thereby.