Common use of Authorization of the Transaction Clause in Contracts

Authorization of the Transaction. Purchaser has all requisite corporate power and authority to execute and deliver this Agreement and the Purchaser Ancillary Agreements and to perform its obligations hereunder and thereunder. The execution and delivery by Purchaser of this Agreement and the Purchaser Ancillary Agreements and the consummation by Purchaser of the Contemplated Transactions have been duly and validly authorized by all necessary corporate action on the part Purchaser. This Agreement has been, and upon their execution each of the Purchaser Ancillary Agreements will have been, duly and validly executed and delivered by Purchaser. This Agreement constitutes, and upon their execution each of the Purchaser Ancillary Agreements will constitute, the legal, valid and binding obligation of Purchaser, enforceable against Purchaser in accordance with their respective terms, except as enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors’ rights generally and by general principles of equity (regardless of whether considered in a proceeding in equity or at Law).

Authorization of the Transaction. Purchaser has all requisite corporate power and authority to execute and deliver this Agreement and the Purchaser Ancillary Agreements and to perform its obligations hereunder and thereunder. The execution and delivery by Purchaser of this Agreement and the Purchaser Ancillary Agreements and the consummation by Purchaser of the Contemplated Transactions have been duly and validly authorized by all necessary corporate action on the part Purchaser. This Agreement has been, and upon their execution each of the Purchaser Ancillary Agreements will have been, duly and validly executed and delivered by Purchaser. This Agreement constitutes, and upon their execution each of the Purchaser Ancillary Agreements will constitute, the legal, valid and binding obligation of Purchaser, enforceable against Purchaser in accordance with their respective terms, except as enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors’ rights generally and by general principles of equity (regardless of whether considered in a proceeding in equity or at Law). 3.3.

Authorization of the Transaction. Purchaser The Buyer has all requisite corporate power and authority to execute and deliver this Agreement and the Purchaser Ancillary Agreements and to which it is a party, to perform its obligations hereunder and thereunderthereunder and to consummate the transactions contemplated hereby and thereby. The execution and delivery by Purchaser the Buyer of this Agreement and the Purchaser Ancillary Agreements to which it is a party, the performance of its obligations hereunder and thereunder and the consummation by Purchaser the Buyer of the Contemplated Transactions transactions contemplated hereby and thereby have been duly and validly authorized by all necessary corporate action on the part Purchaserof the Buyer. This Agreement has been, and upon their execution each of the Purchaser Ancillary Agreements will to which the Buyer is a party have been, been duly and validly executed and delivered by Purchaser. This Agreement constitutes, the Buyer and upon their execution each of the Purchaser Ancillary Agreements will constitute, the legal, constitute valid and binding obligation obligations of Purchaserthe Buyer, enforceable against Purchaser it in accordance with their respective terms, except as enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws and other laws affecting creditors’ rights generally and except insofar as the availability of equitable remedies may be limited by general principles of equity (regardless of whether considered in a proceeding in equity or at Law)applicable law.