Authorization of Agreement and Enforceability. Purchaser has taken all necessary corporate action to authorize the execution and delivery of this Agreement and the Ancillary Agreements to which Purchaser is a party, the performance by it of all terms and conditions hereof and thereof to be performed by it and the consummation of the transactions contemplated hereby and thereby. This Agreement constitutes, and the Ancillary Agreements, upon Purchaser's execution and delivery thereof, will constitute, the legal, valid and binding obligations of Purchaser, enforceable in accordance with their terms except to the extent that enforceability may be limited by bankruptcy, insolvency, moratorium or other similar laws presently or hereafter in effect relating to or affecting the enforcement of creditors' rights generally and by general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law).
Authorization of Agreement and Enforceability. Buyer has taken all necessary corporate action to authorize the execution and delivery of this Agreement and the Ancillary Agreements, the performance by it of all terms and conditions hereof and thereof to be performed by it and the consummation of the transactions contemplated hereby and thereby. This Agreement constitutes, and the Ancillary Agreements will constitute, legal, valid and binding obligations of Buyer, enforceable against it in accordance with their terms.
Authorization of Agreement and Enforceability. Seller has taken all necessary corporate action to authorize the execution and delivery of this Agreement and the Ancillary Agreements to which it is a party, the performance by it of all terms and conditions hereof and thereof to be performed by it and the consummation of the transactions contemplated hereby and thereby, including, without limitation, obtaining such shareholder's consents as is required under the Pennsylvania Business Corporation Law. This Agreement constitutes, and the Ancillary Agreements to which Seller is party, upon Seller's execution and delivery thereof, will constitute the legal, valid and binding obligations of Seller, enforceable in accordance with their terms except to the extent that enforceability may be limited by bankruptcy, insolvency, moratorium or other similar laws presently or hereafter in effect relating to or affecting the enforcement of creditors' rights generally and by general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law).
Authorization of Agreement and Enforceability. This Agreement has been duly and validly authorized, executed, and delivered on behalf of the Company and constitutes a valid and binding obligation of the Company, fully enforceable in accordance with its terms.
Authorization of Agreement and Enforceability. Purchaser has full corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly authorized, executed and delivered by Purchaser and (assuming the valid execution and delivery of the Agreement by Seller and OTC) constitutes a legal, valid and binding obligation of Purchaser, enforceable against Purchaser in accordance with its terms.
Authorization of Agreement and Enforceability. This Agreement and the Ancillary Documents have been (or will be prior to Closing) duly and validly authorized, executed and delivered by Buyer and constitute the legal, valid and binding obligations of Buyer enforceable against Buyer in accordance with their terms, except to the extent that such enforcement may be limited by bankruptcy, insolvency, moratorium or other similar laws presently or hereinafter in effect.
Authorization of Agreement and Enforceability. Seller has taken all necessary organizational action to authorize the execution and delivery of this Agreement and the Ancillary Agreements, the performance by it of all terms and conditions hereof and thereof to be performed by it and the consummation of the transactions contemplated hereby and thereby. This Agreement constitutes, and the Ancillary Agreements to which Seller is a party, upon Seller’s execution and delivery thereof, will constitute, the legal, valid and binding obligations of Seller, enforceable in accordance with their terms.
Authorization of Agreement and Enforceability. The Shareholders and Seller have the full capacity, power and authority to enter into this Agreement and the Ancillary Agreements and to consummate the transactions contemplated hereby and thereby and to comply with the terms, conditions and provisions hereof and hereof. This Agreement and the Ancillary Agreements have been duly authorized, executed and delivered by the Shareholders and Seller and are legal, valid and binding obligations of the Shareholders and Seller, enforceable against each of them in accordance with their terms. No notices to, declaration, filing or registration with, approvals or consents of, or assignments by, any Persons (including Governmental Authorities) are necessary to be made or obtained by the Shareholders or Seller in connection with the execution, delivery or performance by the Shareholders or Seller of this Agreement or the Ancillary Agreements provided the Permits are not transferred from the Seller. This Agreement constitutes, and the Ancillary Agreements when executed will constitute, legal, valid and binding obligations of Seller and the Shareholders, enforceable against them in accordance with their terms.
Authorization of Agreement and Enforceability. Seller has full corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly authorized, executed and delivered by Seller, OTC and (assuming the valid execution and delivery of the Agreement by Purchaser) constitutes a legal, valid and binding obligation of Seller and OTC, enforceable against Seller and OTC in accordance with its terms.
Authorization of Agreement and Enforceability. This Agreement and other agreements and documents contemplated hereby have been duly and validly authorized, approved, executed and delivered by Seller and constitute legal, valid and binding obligations of Seller and Members, enforceable against Seller and Members, as the case may be, in accordance with their respective terms. Seller and Members each has full power and authority to make the representations, warranties, covenants and agreements made in this Agreement, to execute and deliver this Agreement and the agreements and documents contemplated hereby, and to perform their respective obligations under this Agreement and under the agreements and documents contemplated hereby.
