Common use of Authorization of Transaction Clause in Contracts

Authorization of Transaction. Buyers have full power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their obligations hereunder and thereunder. This Agreement and the Ancillary Agreements constitute legally binding obligations of the Buyers, enforceable against the Buyers in accordance with their respective terms and conditions.

Authorization of Transaction. Buyers have full power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their obligations hereunder and thereunder. This Agreement and the Ancillary Agreements constitute the valid and legally binding obligations obligation of the Buyers, enforceable against the Buyers in accordance with their respective terms and conditions.

Authorization of Transaction. Buyers have Buyer has full corporate power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions.

Authorization of Transaction. Buyers have The Buyer has full power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions. The Buyer need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or governmental agency in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. Buyers have Buyer has full power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective terms and conditionsits terms. Buyer is not required to give any notice to, make any filing with, or obtain any authorization, consent or approval of any government or governmental agency in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. Buyers have Buyer has full power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions. Buyer need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or governmental agency in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. Buyers have Buyer has full power and authority (including full corporate or other entity power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement has been duly and validly executed and delivered by Buyer and constitutes the Ancillary Agreements constitute valid and legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers Buyer in accordance with their respective its terms and conditions. The execution, delivery, and performance of this Agreement by Buyer and all other agreements contemplated hereby to be executed and delivered by Buyer have been duly authorized by Buyer.

Authorization of Transaction. Buyers have The Purchaser has full corporate power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersPurchaser, enforceable against the Buyers in accordance with their respective terms and conditionsits terms.

Authorization of Transaction. Buyers have Buyer has full corporate power and authority to execute and deliver this Purchase Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Purchase Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting enforcement of creditors' rights generally.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors' rights generally, or by the exercise of judicial discretion in accordance with general equitable principles.

Authorization of Transaction. Buyers have full The Buyer has the necessary corporate power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions.

Authorization of Transaction. Buyers have Buyer has full corporate power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions. The Buyer does not need to give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or governmental agency in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions, except to the extent that enforcement may be limited by the laws of bankruptcy or insolvency or laws relating to creditors' rights and remedies generally.

Authorization of Transaction. Buyers have full Buyer has all necessary corporate power and authority and has taken all corporate action necessary to execute enter into this Agreement, to consummate the transactions contemplated hereby and deliver to perform its obligations hereunder. Each of this Agreement and the Ancillary Agreements has been duly executed and to perform their obligations hereunder delivered by Buyer and thereunder. This Agreement is a legal, valid and the Ancillary Agreements constitute legally binding obligations obligation of the Buyers, Buyer enforceable against the Buyers Buyer in accordance with their respective its terms and conditions(except as may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to creditors' rights generally).

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute enter into and deliver perform its obligations under this Agreement and the Ancillary Agreements and Transaction Documents to perform their obligations hereunder and thereunderwhich it is a party. This Agreement and the Ancillary Agreements Transaction Documents to which it is a party constitute valid and legally binding obligations of the BuyersBuyer, enforceable against the Buyers in accordance with their respective terms and conditions.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderthis Agreement has been duly executed and delivered by the Buyer. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditionsconditions except for the Equitable Exceptions. The Buyer need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or governmental agency in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. Buyers have The Buyer has full power and authority authority, corporate or otherwise, to execute enter into and deliver perform its obligations under this Agreement. The Buyer has duly authorized the execution and performance of this Agreement and the Ancillary Agreements and ancillary documents to perform their obligations hereunder and thereunderwhich the Buyer is a party. This Agreement and the Ancillary Agreements ancillary documents to which the Buyer is a party constitute the valid and legally binding obligations of the BuyersBuyer, enforceable against the Buyers in accordance with their respective terms and conditions.

Authorization of Transaction. Buyers have Buyer has full corporate power and authority and, except as stated herein, has obtained all corporate approvals and consents to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions, subject to applicable bankruptcy, insolvency, reorganization and other similar laws affecting the enforceability of creditors' rights generally, general equitable principles and the discretion of courts in granting equitable remedies.

Authorization of Transaction. Buyers have The Buyer has full power and authority to execute and deliver this Agreement and the Ancillary Agreements each Transaction Document to which it is a party and to perform their its obligations hereunder and thereunder. This Agreement, the Transaction Documents and the transactions contemplated hereby and thereby have been approved and adopted by the Buyer's Board of Directors. Each of this Agreement and the Ancillary Agreements constitute Transaction Documents to which the Buyer is a party constitutes the valid and legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions, except as limited by the Bankruptcy Exceptions.

Authorization of Transaction. Buyers have full Buyer has all requisite corporate power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder hereunder. The execution, delivery and thereunder. This performance of this Agreement has been duly authorized by Buyer and the Ancillary Agreements constitute legally constitutes a valid and binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective terms and conditionsits terms.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and each of the Ancillary Agreements and to perform their its obligations hereunder and thereunder. This Agreement constitutes, and each of the Ancillary Agreements constitute when executed and delivered by the Buyer will constitute, the valid and legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective terms and conditionsterms.

Authorization of Transaction. Buyers have The Purchaser has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and each of the Ancillary Agreements and to perform their its obligations hereunder and thereunder. This Agreement constitutes, and each of the Ancillary Agreements constitute when executed and delivered by the Purchaser will constitute, the valid and legally binding obligations obligation of the BuyersPurchaser, enforceable against the Buyers Purchaser in accordance with their respective its terms and conditions.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full limited liability company power and authority) to execute and deliver this Agreement and each of the Ancillary Agreements Buyer's Transaction Documents to which it is a party and to perform their its obligations hereunder and thereunder. This Each of this Agreement and the Ancillary Agreements constitute Buyer's Transaction Documents to which it is a party constitutes the valid and legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions.

Authorization of Transaction. Buyers have Buyer has full power and authority (including full limited liability company power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions. The execution, delivery and performance of this Agreement and all other agreements contemplated hereby have been duly authorized by Buyer.

Authorization of Transaction. Buyers have Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective terms and conditionsits terms. The person who has executed this Agreement on behalf of Buyer has been duly authorized to do so.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full legal power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions.. (d)

Authorization of Transaction. Buyers have full power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their obligations hereunder and thereunder. Without limiting the foregoing, the Boards of Directors of Broadcasting, Licensing and Wireless have duly authorized the execution, delivery and performance of this Agreement and the Ancillary Agreements by their respective entities. This Agreement and the Ancillary Agreements constitute legally binding obligations of the Buyers, enforceable against the Buyers in accordance with their respective terms and conditions.

Authorization of Transaction. Buyers have Each of the Buyer and the Buyer Sub has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and legally binding obligation of each of the Buyer and the Ancillary Agreements constitute legally binding obligations of the BuyersBuyer Sub, enforceable against the Buyers in accordance with their respective its terms and conditions.

Authorization of Transaction. Buyers have Buyer has full corporate power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers Buyer in accordance with their respective terms its terms, except as enforceability may be limited by bankruptcy, similar laws of debtor relief and conditionsgeneral principles of equity.

Authorization of Transaction. Buyers have full The Buyer has all requisite power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder hereunder. The execution and thereunderdelivery by the Buyer of this Agreement and the consummation by the Buyer of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate action on the part of the Buyer. This Agreement has been duly and validly executed and delivered by the Ancillary Agreements constitute legally Buyer and constitutes a valid and binding obligations obligation of the BuyersBuyer, enforceable against the Buyers Buyer in accordance with their respective terms and conditionsits terms.

Authorization of Transaction. Buyers have Purchaser has full power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersPurchaser, enforceable against the Buyers in accordance with their respective its terms and conditions.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective terms and conditionsits terms.

Authorization of Transaction. Buyers have Buyer has the full power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder hereunder. The execution and thereunderdelivery of this Agreement and the performance of this Agreement and the consummation by the Buyer of the transactions contemplated hereby and thereby have been duly and validly authorized by all necessary corporate action. This Agreement has been duly and validly executed and delivered by the Ancillary Agreements constitute legally Buyer and constitutes a valid and binding obligations obligation of the BuyersBuyer, enforceable against the Buyers Buyer in accordance with their respective terms and conditionsits terms.

Authorization of Transaction. Buyers have full Buyer has all power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their his obligations hereunder hereunder. Without limiting the generality of the foregoing, this Agreement constitutes the valid and thereunder. This Agreement and the Ancillary Agreements constitute legally binding obligations obligation of the Buyers, Buyer enforceable against the Buyers him in accordance with their respective terms its terms, except as the same may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting the enforcement of creditors' rights generally, now or hereafter in effect and conditionssubject to the application of equitable principles and the availability of equitable remedies.

Authorization of Transaction. Buyers have The Buyer has full corporate power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder, neither of which requires the approval of the Buyer's shareholders. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions, subject to the effect of (i) bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the rights and remedies of creditors generally and (ii) general principles of equity.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions, except as may be limited by bankruptcy, reorganization, fraudulent conveyance and other laws affecting creditors' rights generally.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions., except that such enforcement may be subject to (i) bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting or relating to enforcement of creditors' rights generally, and (ii) general principles of equity. 4.3

Authorization of Transaction. Buyers have Buyer has full power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their obligations hereunder and thereunder. This Agreement and the Ancillary Agreements constitute legally binding obligations of the BuyersBuyer, enforceable against the Buyers Buyer in accordance with their respective terms and conditions.

Authorization of Transaction. Buyers have (A) Buyer has full corporate power and authority to execute and deliver this Agreement and the Ancillary Agreements Agreement, and to perform their its obligations hereunder hereunder. Assuming this Agreement constitutes the valid and thereunder. This Agreement and the Ancillary Agreements constitute legally binding obligations obligation of Seller, this Agreement constitutes the Buyersvalid and legally binding obligation of Buyer, enforceable against the Buyers in accordance with their respective terms and conditions, except to the extent that enforceability may be impacted by bankruptcy, insolvency, moratorium or other laws affecting creditors' rights generally, or by other equitable principles.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions, subject to applicable bankruptcy, moratorium, insolvency and other laws affecting the rights of creditors and general equity principles.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder hereunder. The execution, delivery and thereunderperformance of this Agreement and the consummation by the Buyer of the transactions contemplated hereby have been duly authorized by all requisite corporate actions on the part of the Buyer. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions.

Authorization of Transaction. Buyers have full power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their obligations hereunder and thereunder. Without limiting the generality of the foregoing, the Buyers have or will have at or before Closing duly authorized the execution, delivery and performance of this Agreement and the Ancillary Agreements by Buyers. This Agreement and the Ancillary Agreements constitute legally binding obligations of the Buyers, enforceable against the Buyers in accordance with their respective terms and conditions.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements all other agreements to be delivered by it pursuant to Section 2.6 above, and to perform their its obligations hereunder and thereunder. This Agreement and each Related Agreement to which it is a party have been, duly executed and delivered by a duly authorized officer or representative on behalf of the Ancillary Agreements Buyer and constitute the valid and legally binding obligations of the BuyersBuyer, enforceable against the Buyers Buyer in accordance with their respective terms and conditions.

Authorization of Transaction. Buyers have Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Other Agreements and to perform their its obligations hereunder hereunder. Without limiting the generality of the foregoing, the board of directors and thereundershareholders of Buyer has duly authorized the execution, delivery and performance of this Agreement by Buyer. This Agreement and the Ancillary Other Agreements constitute the valid and legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions.

Authorization of Transaction. Buyers have The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions.. (c)

Authorization of Transaction. Buyers have The Purchaser has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and each of the Ancillary Agreements Documents and to perform their its obligations hereunder and thereunder. This Agreement constitutes, and each of the Ancillary Agreements constitute Documents when executed and delivered by the Purchaser will constitute, the valid and legally binding obligations obligation of the BuyersPurchaser, enforceable against the Buyers in accordance with their respective its terms and conditions.

Authorization of Transaction. Buyers have Buyer has full corporate power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder and thereunderhereunder. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions, subject to (i) laws of general application relating to bankruptcy, insolvency and the relief of debtors and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies.

Authorization of Transaction. Buyers have Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to consummate the Ancillary Agreements Contemplated Transactions. The execution and to perform their obligations hereunder delivery of this Agreement and thereunderthe consummation of the Contemplated Transactions have been duly authorized by all necessary corporate action on the part of Buyer. This Agreement constitutes, and the Ancillary Related Agreements constitute when executed and delivered will constitute, valid and legally binding obligations of the BuyersBuyer, enforceable against the Buyers in accordance with their respective terms and conditions.

Authorization of Transaction. Buyers have The Buyer has full corporate power and authority to execute and deliver this Agreement and the Ancillary Agreements and to perform their its obligations hereunder hereunder. Without limiting the generality of the foregoing, the board of directors of the Buyer has duly authorized the execution, delivery and thereunderperformance of this Agreement by the Buyer. This Agreement constitutes the valid and the Ancillary Agreements constitute legally binding obligations obligation of the BuyersBuyer, enforceable against the Buyers in accordance with their respective its terms and conditions, except for the Enforceability Exceptions.