Common use of Authorization of Transaction Clause in Contracts

Authorization of Transaction. The Buyer has full power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application affecting the enforcement of creditors' rights and general principles of equity. 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. The Buyer Such Shareholder has full power and authority to execute and deliver this Agreement and to perform its his obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyersuch Shareholder, enforceable in accordance with its terms and conditions, conditions except to the extent that the enforcement of the rights and remedies created therein is subject to thereof may be limited by applicable bankruptcy, insolvency, reorganization, insolvency or moratorium laws, or other laws of general application affecting the enforcement of creditors' rights and general or by the principles governing the availability of equityequitable remedies. The Buyer Such Shareholder need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or governmental agency or any other Person in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Buyer has full power and authority to execute and has taken all corporate actions required to deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application affecting the enforcement of creditors' ’ rights and general principles of equity. 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. The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to as enforceability may be limited by applicable equitable principles or by bankruptcy, insolvency, reorganization, moratorium moratorium, or other similar laws of general application from time to time in effect affecting the enforcement of creditors' ’ rights and general principles of equitygenerally. 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 Governmental Authority in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Buyer has full power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to or limited by applicable bankruptcy, insolvency, reorganization, moratorium moratorium, fraudulent conveyance or other similar laws of general application and interpretations thereof now or hereafter in effect relating to, or affecting the enforcement of creditors' rights and general principles of equityremedies of, persons generally. 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. The Buyer Shareholder has full power and authority to execute and deliver this Agreement and to perform its his obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the BuyerShareholder, enforceable in accordance with its terms and conditions, conditions except to the extent that the enforcement of the rights and remedies created therein is subject to thereof may be limited by applicable bankruptcy, insolvency, reorganization, insolvency or moratorium laws, or other laws of general application affecting the enforcement of creditors' rights and general or by the principles governing the availability of equityequitable remedies. The Buyer Shareholder need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or governmental agency or any other Person in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Buyer has full the requisite power and authority to execute and deliver this Agreement and to perform its obligations hereunderunder this Agreement. This Agreement has been duly executed by Buyer and constitutes the valid and legally binding obligation of the Buyer, enforceable against it in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to applicable bankruptcy, insolvency, reorganization, moratorium or and other laws of general application similar Laws affecting the enforcement of creditors' creditor’s rights generally and general principles principals of equity. The Other than with respect to the Permits, Buyer need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or governmental agency Governmental Authority in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Buyer has full corporate power and corporate authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to as may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application relating to or affecting the enforcement of creditors' ’ rights generally and general principles (b) the effect of equityrules of law governing the availability of equitable remedies. 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. The execution, delivery, and performance of this Agreement and all other agreements contemplated hereby have been duly authorized by Buyer.

Authorization of Transaction. The Buyer Shareholder has full power and authority to execute and deliver this Agreement and to perform its or her obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the BuyerShareholder, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to thereof may be limited by applicable bankruptcy, insolvency, reorganization, insolvency or moratorium laws or other laws or principles of general application affecting equity effecting the enforcement of creditors' rights and general principles of equityrights. The Buyer Shareholder represents and warrants that it 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. The Buyer has full limited liability company power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except subject, however, to the extent that the enforcement effects of the rights and remedies created therein is subject to applicable bankruptcy, insolvency, reorganization, moratorium moratorium, or other similar laws of general application affecting the enforcement of creditors' ’ rights generally and to general principles of equityequity (regardless of whether such enforceability is considered in a proceeding in equity or at law). 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 authority in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws of general application affecting the enforcement of creditors' rights generally and to general principles of equity, regardless of whether enforcement is sought in a proceeding at law or in equity. 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. The Buyer Each of the Sellers has full power and authority to execute and deliver this Agreement and to perform its his obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the BuyerSellers, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to or limited by applicable bankruptcy, insolvency, reorganization, moratorium moratorium, fraudulent conveyance or other similar laws of general application and interpretations thereof now or hereafter in effect relating to, or affecting the enforcement of creditors' rights and general principles of equityremedies of, persons generally. The Buyer Sellers 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. The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except to the extent that the as such enforcement of the rights and remedies created therein is subject to applicable may be limited by bankruptcy, insolvency, reorganization, moratorium insolvency or other similar laws of general application affecting the enforcement of creditors' rights and general principles generally. Except as set forth in Section 3(b) of equity. The Annex I, 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 agency, including, without limitation, the SEC and the NASD, in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Buyer Seller has full power and authority to execute and deliver this Agreement and to perform its his obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the BuyerSeller, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws of general application now or hereafter in effect relating to or affecting the enforcement of creditors' rights right generally and subject to the limitations imposed by general principles of equityequitable principles. The Buyer Seller need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or government, governmental agency or other third party in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Buyer has full all requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Assuming the due authorization, execution and delivery by the other parties hereto, this Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to applicable as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws of general application similar Laws affecting the enforcement of or relating to creditors' ’ rights and general principles of equitygenerally. The Buyer need not give any notice to, make any filing with, or obtain any authorization, consent, consent or approval of any government or governmental agency Governmental Authority in order to consummate the transactions contemplated by this Agreement. The execution, delivery and performance of this Agreement and all other Transaction Documents to which Buyer is a party have been duly authorized by Buyer.

Authorization of Transaction. The Buyer has full corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, conditions except to the extent that the enforcement of the rights and remedies created therein is subject to as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or moratorium, and other laws of general application affecting the enforcement of creditors' creditors rights generally and general principles laws relating to the availability of equityspecific performance, injunctive relief or other equitable remedies. 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. The execution, delivery, and performance of this Agreement and all other agreements contemplated hereby have been duly authorized by Buyer.

Authorization of Transaction. The Buyer Purchaser has the full power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the BuyerPurchaser, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws of general application affecting the enforcement of relating to creditors' rights generally and general the application of equitable principles in any action, legal or equitable. To the best of equity. The Buyer its knowledge, the Purchaser need not give any notice to, make any filing with, or obtain any authorization, consent, consent or approval of any government or governmental agency Governmental Authority (other than the Company) in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except to as the extent that the enforcement of the rights and remedies created therein is subject to applicable enforceability hereof may be affected by bankruptcy, insolvency, reorganizationfraudulent transfer, moratorium or other reorganization and similar laws of general application affecting the enforcement rights of creditors' rights creditors generally, and by general principles of equity. 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, except for the filing, if any, contemplated by section 5(b) below.

Authorization of Transaction. The Buyer has full power and authority (including full corporate or other entity power and authority) to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to applicable as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium moratorium, fraudulent conveyance or other laws of general application similar Law affecting the enforcement of creditors' ’ rights generally and general principles of equityequitable principles. 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 Governmental Entity in order to consummate the transactions contemplated by this Agreement, other than those that are not material, 37 individually or in the aggregate. The execution, delivery and performance of this Agreement and all other agreements contemplated hereby have been duly authorized by Buyer.

Authorization of Transaction. The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder. This The person signing this Agreement constitutes on behalf of the Buyer has full corporate authority to do so. No further approval of the Buyer's Board of Directors is required in order for this Agreement and the Collateral Documents to constitute and they do constitute the valid and legally binding obligation of the Buyer, enforceable in accordance with its their terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application affecting the enforcement of creditors' rights and general principles of equity. 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. The Buyer has full all necessary power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, conditions except to the extent that the enforcement of the rights and remedies created therein is subject to applicable insofar as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium insolvency or other laws of general application affecting the enforcement of creditors' rights and rights, laws or general principles of equity. The Except as otherwise disclosed pursuant to or contemplated by this Agreement, 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. The Company and Buyer has each have full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Company and Buyer, enforceable in accordance with its terms and conditions, except to . Other than the extent requirement that the enforcement of Company report the rights and remedies created therein is subject transaction contemplated herein on Form 8-K to applicable bankruptcybe filed with the SEC within four business days following the Closing Date, insolvency, reorganization, moratorium or other laws of general application affecting neither the enforcement of creditors' rights and general principles of equity. The Company nor Buyer need not 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. The Buyer Seller has full power and ---------------------------- authority to execute and deliver this Agreement and to perform its the obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the BuyerSeller, enforceable against the Seller in accordance with its terms and conditions, except to as the extent that the enforcement of the rights and remedies created therein is subject to applicable enforceability hereof may be affected by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or other and similar laws of general application affecting the enforcement rights of creditors' rights creditors generally, and by general principles of equity. The Buyer need not Seller is required to give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or of governmental agency or any other person in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Buyer Seller has full limited liability company power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, Seller enforceable in accordance with its terms and conditions, except subject, however, to the extent that the enforcement effects of the rights and remedies created therein is subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws of general application affecting the enforcement of creditors' ’ rights generally, and to general principles of equityequity (regardless of whether such enforceability is considered in a proceeding in equity or at law). The Buyer Seller need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or governmental agency authority in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Buyer Seller has full power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the BuyerSeller, enforceable against it in accordance with its terms and conditionsterms, except to the extent that the enforcement of the rights and remedies created therein is subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application affecting the enforcement of creditors' rights and general principles of equity. The Buyer Seller 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. The Each Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the each Buyer, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of the rights and remedies created therein is subject to as such enforceability may be limited by applicable bankruptcy, insolvency, reorganizationmoratorium, moratorium or other similar laws of general application affecting the or relating to enforcement of creditors' ’ rights and generally or general principles of equity. The No Buyer need not give any notice to, make any filing with, or obtain any authorization, consent, or approval of any government or governmental agency Governmental Authority in order to consummate the transactions contemplated by this Agreement.

Authorization of Transaction. The Buyer has full power and authority (including full corporate power and authority) to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, except to the extent that the enforcement of enforceability hereof or thereof may be limited by bankruptcy, insolvency, and other similar laws affecting the rights and remedies created therein is subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application affecting the enforcement of creditors' rights creditors generally and general principles of equityequitable principles. 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. The Buyer has full power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes the valid and legally binding obligation of the Buyer, enforceable in accordance with its terms and conditions, conditions except to the extent that the enforcement of the rights and remedies created therein is subject to thereof may be limited by applicable bankruptcy, insolvency, reorganization, insolvency or moratorium laws, or other laws of general application affecting the enforcement of creditors' rights and general or by the principles governing the availability of equityequitable remedies. 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 or any other Person in order to consummate the transactions contemplated by this Agreement.