Common use of Authorization; Execution Clause in Contracts

Authorization; Execution. (a) All corporate and other actions required to be taken by Buyer to authorize the execution, delivery and performance of this Agreement, all documents executed by Buyer which are necessary to give effect to this Agreement, and all transactions contemplated hereby, have been duly and properly taken or obtained by Buyer. No other corporate or other action on the part of Buyer is necessary to authorize the execution, delivery and performance of this Agreement, all documents necessary to give effect to this Agreement and all transactions contemplated hereby. This Agreement and all documents delivered hereunder have been duly and validly executed and delivered by Buyer and, assuming due and valid execution by, and enforceability against, Seller, this Agreement and all documents delivered hereunder constitute the valid and binding obligations of Buyer enforceable in accordance with their respective terms subject to (i) applicable bankruptcy, reorganization, insolvency, moratorium and other laws affecting creditors’ rights generally from time to time in effect and (ii) limitations on the enforcement of equitable remedies.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Horizon Health Corp /De/), Membership Interest Purchase Agreement (Horizon Health Corp /De/)

AutoNDA by SimpleDocs

Authorization; Execution. (a) All corporate and other actions required to be taken by Buyer and Parent to authorize the execution, delivery and performance of this Agreement, all documents executed by Buyer and Parent which are necessary to give effect to this Agreement, and all transactions contemplated herebyTransactions, have been duly and properly taken or obtained by BuyerBuyer and Parent. No other corporate or other action on the part of Buyer and Parent is necessary to authorize the execution, delivery and performance of this Agreement, all documents necessary to give effect to this Agreement and all transactions contemplated herebyTransactions. This Agreement and all documents delivered hereunder have been duly and validly executed and delivered by Buyer and Parent, as applicable, and, assuming due and valid execution by, and enforceability against, SellerSellers, this Agreement and all documents delivered hereunder constitute the valid and binding obligations of Buyer and Parent enforceable in accordance with their respective terms subject to (i) applicable bankruptcy, reorganization, insolvency, moratorium and other laws affecting creditors’ rights generally from time to time in effect and (ii) limitations on the enforcement of equitable remedies.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Jupiter Wellness, Inc.), Stock Purchase Agreement (Jupiter Wellness, Inc.)

Authorization; Execution. (a) All corporate limited liability company and other actions required to be taken by Buyer Purchaser to authorize the execution, delivery and performance of this Agreement, all documents executed by Buyer Purchaser which are necessary to give effect to this Agreement, and all transactions contemplated hereby, have been duly and properly taken or obtained by BuyerPurchaser. No other corporate limited liability company or other action on the part of Buyer Purchaser is necessary to authorize the execution, delivery and performance of this Agreement, all documents necessary to give effect to this Agreement and all transactions contemplated hereby. This Agreement and all documents delivered hereunder have been duly and validly executed and delivered by Buyer Purchaser and, assuming due and valid execution by, and enforceability against, the Partnership and Seller, this Agreement and all documents delivered hereunder constitute the valid and binding obligations of Buyer Purchaser enforceable in accordance with their respective terms subject to (ia) applicable bankruptcy, reorganization, insolvency, moratorium and other laws affecting creditors’ rights generally from time to time in effect and (iib) limitations on the enforcement of equitable remedies.

Appears in 1 contract

Samples: Limited Partner Interest Purchase Agreement (Horizon Health Corp /De/)

Authorization; Execution. (a) All corporate limited liability company and other actions required to be taken by Buyer Seller to authorize the execution, delivery and performance of this Agreement, all documents executed by Buyer Seller which are necessary to give effect to this Agreement, Agreement and all transactions contemplated hereby, have been duly and properly taken or obtained by BuyerSeller. No other corporate or other action on the part of Buyer Seller is necessary to authorize the execution, delivery and performance of this Agreement, all documents necessary to give effect to this Agreement and all transactions contemplated herebyherein. This Agreement and all documents delivered hereunder have been duly and validly executed and delivered by Buyer Seller and, assuming due and valid execution by, and enforceability against, SellerPurchaser, this Agreement and all documents delivered hereunder constitute the valid and binding obligations of Buyer Seller enforceable in accordance with their respective terms subject to (ia) applicable bankruptcy, reorganization, insolvency, moratorium and other laws affecting creditors’ rights generally from time to time in effect and (iib) limitations on the enforcement of equitable remedies.

Appears in 1 contract

Samples: Asset Purchase Agreement (Horizon Health Corp /De/)

Authorization; Execution. (a) All corporate and other actions required to be taken by Buyer Purchaser to authorize the execution, delivery and performance of this Agreement, all documents executed by Buyer Purchaser which are necessary to give effect to this Agreement, and all transactions contemplated hereby, have been duly and properly taken or obtained by BuyerPurchaser. No other corporate or other action on the part of Buyer Purchaser is necessary to authorize the execution, delivery and performance of this Agreement, all documents necessary to give effect to this Agreement and all transactions contemplated hereby. This Agreement and all documents delivered hereunder have been duly and validly executed and delivered by Buyer Purchaser and, assuming due and valid execution by, and enforceability against, Seller, this Agreement and all documents delivered hereunder constitute the valid and binding obligations of Buyer Purchaser enforceable in accordance with their respective terms subject to (ia) applicable bankruptcy, reorganization, insolvency, moratorium and other laws affecting creditors’ rights generally from time to time in effect and (iib) limitations on the enforcement of equitable remedies.

Appears in 1 contract

Samples: Asset Purchase Agreement (Horizon Health Corp /De/)

AutoNDA by SimpleDocs

Authorization; Execution. (a) All corporate and other actions required to be taken by Buyer Purchaser to authorize the execution, delivery and performance of this Agreement, all documents executed by Buyer Purchaser which are necessary to give effect to this Agreement, and all transactions contemplated hereby, have been duly and properly taken or obtained by BuyerPurchaser. No other corporate or other action on the part of Buyer Purchaser is necessary to authorize the execution, delivery and performance of this Agreement, all documents necessary to give effect to this Agreement and all transactions contemplated hereby. This Agreement and all documents delivered hereunder have been duly and validly executed and delivered by Buyer Purchaser and, assuming due and valid execution by, and enforceability against, Sellerthe Company and the Shareholders, this Agreement and all documents delivered hereunder constitute the valid and binding obligations of Buyer Purchaser enforceable in accordance with their respective terms subject to (ia) applicable bankruptcy, reorganization, insolvency, moratorium and other laws affecting creditors’ rights generally from time to time in effect and (iib) limitations on the enforcement of equitable remedies.

Appears in 1 contract

Samples: Stock Purchase Agreement (Horizon Health Corp /De/)

Authorization; Execution. (a) All corporate and other actions required to be taken by Buyer Purchaser to authorize the execution, delivery and performance of this Agreement, all documents executed by Buyer Purchaser which are necessary to give effect to this Agreement, and all transactions contemplated hereby, have been duly and properly taken or obtained by BuyerPurchaser. No other corporate or other action on the part of Buyer Purchaser is necessary to authorize the execution, delivery and performance of this Agreement, all documents necessary to give effect to this Agreement and all transactions contemplated hereby. This Agreement and all documents delivered hereunder have been duly and validly executed and delivered by Buyer Purchaser and, assuming due and valid execution by, and enforceability against, Sellerthe Company and Shareholder, this Agreement and all documents delivered hereunder constitute the valid and binding obligations of Buyer Purchaser enforceable in accordance with their respective terms subject to (ia) applicable bankruptcy, reorganization, insolvency, moratorium and other laws affecting creditors’ rights generally from time to time in effect and (iib) limitations on the enforcement of equitable remedies.

Appears in 1 contract

Samples: Stock Purchase Agreement (Horizon Health Corp /De/)

Authorization; Execution. (a) All corporate and other actions required to be taken by Buyer Purchaser to authorize the execution, delivery and performance of this Agreement, all documents executed by Buyer Purchaser which are necessary to give effect to this Agreement, and all transactions contemplated hereby, have been duly and properly taken or obtained by BuyerPurchaser. No other corporate or other action on the part of Buyer Purchaser is necessary to authorize the execution, delivery and performance of this Agreement, all documents necessary to give effect to this Agreement and all transactions contemplated hereby. This Agreement and all documents delivered hereunder have been duly and validly executed and delivered by Buyer Purchaser and, assuming due and valid execution by, and enforceability against, the Company and Seller, this Agreement and all documents delivered hereunder constitute the valid and binding obligations of Buyer Purchaser enforceable in accordance with their respective terms subject to (ia) applicable bankruptcy, reorganization, insolvency, moratorium and other laws affecting creditors’ rights generally from time to time in effect and (iib) limitations on the enforcement of equitable remedies.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Horizon Health Corp /De/)

Time is Money Join Law Insider Premium to draft better contracts faster.