Authorization; Validity of Obligations. The representatives of Purchaser executing this Agreement have all requisite corporate power and authority to enter into and bind Purchaser to the terms of this Agreement. Purchaser has the full legal right, power and corporate authority to enter into this Agreement and the transactions contemplated hereby. The execution and delivery of this Agreement by Purchaser and the performance by Purchaser of the transactions contemplated herein have been duly and validly authorized by the Board of Directors of Purchaser, and this Agreement has been duly and validly authorized by all necessary corporate action. This Agreement is a legal, valid and binding obligation of Purchaser enforceable in accordance with its terms.
Authorization; Validity of Obligations. The representatives of USFloral and Newco executing this Agreement have all requisite corporate power and authority to enter into and bind USFloral and Newco to the terms of this Agreement. USFloral and Newco have the full legal right, power and corporate authority to enter into this Agreement and the transactions contemplated hereby. The execution and delivery of this Agreement by USFloral and Newco and the performance by each of USFloral and Newco of the transactions contemplated herein have been duly and validly authorized by the respective Boards of Directors of USFloral and Newco, and this Agreement has been duly and validly authorized by all necessary corporate action. This Agreement is a legal, valid and binding obligation of each of USFloral and Newco enforceable in accordance with its terms.
Authorization; Validity of Obligations. The representatives of Parent executing this Agreement have all requisite corporate power and authority to enter into and bind Parent to the terms of this Agreement, Parent has the full legal right, power and corporate authority to enter into this Agreement and the transactions contemplated hereby. The execution and delivery of this Agreement by Parent and the performance by each of Parent of the transactions contemplated herein have been duly and validly authorized by the Board of Directors of Parent, and this Agreement has been duly and validly authorized by all necessary corporate action. This Agreement is a legal, valid and binding obligation of Parent, enforceable in accordance with its terms.
Authorization; Validity of Obligations. The representatives of USFloral executing this Agreement have all requisite corporate power and authority to enter into and bind USFloral to the terms of this Agreement. USFloral has the full legal right, power and corporate authority to enter into this Agreement and the transactions contemplated hereby. The execution and delivery of this Agreement by USFloral and the performance by USFloral of the transactions contemplated herein have been duly and validly authorized by the Board of Directors of USFloral, and this Agreement has been duly and validly authorized by all necessary corporate action. This Agreement is a legal, valid and binding obligation of USFloral enforceable in accordance with its terms.
Authorization; Validity of Obligations. Company has all requisite corporate power and legal right and authority to enter into this Agreement and the transactions contemplated hereby. The execution and delivery of this Agreement by Company and the performance by Company of the transactions contemplated herein have been duly and validly authorized by their respective Directors, and this Agreement has been duly and validly authorized by all necessary action. This Agreement is a legal, valid and binding obligation of Company, enforceable against Company in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equity principles.
Authorization; Validity of Obligations. SouthernPlanet has the full legal right, power and authority to enter into this Agreement and the transactions contemplated hereby. This Agreement is a legal, valid and binding obligation of SouthernPlanet enforceable in accordance with its terms.
Authorization; Validity of Obligations. NxGen has the full legal right, power and authority to enter into this Agreement and the transactions contemplated hereby. This Agreement is a legal, valid and binding obligation of NxGen enforceable in accordance with its terms.
Authorization; Validity of Obligations. The representatives -------------------------------------- of NII and PTC executing this Agreement have all requisite corporate power and authority to enter into and bind NII and PTC to the terms of this Agreement. NII and PTC have the requisite corporate power and authority to enter into this Agreement and the transactions contemplated hereby and to perform their obligations pursuant to this Agreement. The execution and delivery of this Agreement by NII and PTC and the performance by NII and PTC of the transactions contemplated herein have been duly and validly authorized by the Board of Directors of NII and PTC respectively, and this Agreement has been duly and validly authorized by all necessary corporate action. This Agreement is a legal, valid and binding obligation of each of NII and PTC enforceable in accordance with its terms.
Authorization; Validity of Obligations. The representatives of Purchaser executing this Agreement have all requisite corporate power and authority to enter into and bind Purchaser to the terms of this Agreement. Purchaser has the full legal right, power and corporate authority to enter into this Agreement and to consummate the transactions contemplated hereby. This Agreement is a legal, valid and binding obligation of Purchaser enforceable in accordance with its terms.
Authorization; Validity of Obligations. The representatives of ACS executing this Agreement have all requisite corporate power and authority to enter into and bind ACS to the terms of this Agreement. ACS has the corporate power and authority to enter into this Agreement and the transactions contemplated hereby. The execution and delivery of this Agreement by ACS and the performance by ACS of the transactions contemplated herein have been duly and validly authorized by all necessary corporate action on the part of ACS. This Agreement is a legal, valid and binding obligation of ACS enforceable in accordance with its terms except as enforcement may be limited by bankruptcy, insolvency, or other similar laws affecting the enforcement of creditors generally and except that the availability of equitable remedies is subject to the discretion of the court before which any proceeding therefor may be brought
