Common use of Authorized and Effective Agreement Clause in Contracts

Authorized and Effective Agreement. (a) Buyer has all requisite corporate power and authority to enter into this Agreement and (subject to receipt of all necessary governmental approvals) to perform all of its respective obligations under this Agreement. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate action in respect thereof on the part of Buyer. This Agreement has been duly executed and delivered by Buyer and, assuming approval of this Agreement by governmental and regulatory agencies, and due authorization, execution and delivery by Seller constitutes a legal, valid and binding obligation of Buyer, which is enforceable against Buyer in accordance with its terms, subject to the effect of bankruptcy, insolvency, reorganization, moratorium and other laws of general applicability relating to or affecting creditors' rights and to general equity principles.

Appears in 1 contract

Samples: Agreement and Plan of Merger (East Texas Financial Services Inc)

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Authorized and Effective Agreement. (a) Buyer has all requisite corporate power and authority to enter into this Agreement and (subject to receipt of all necessary governmental approvals) to perform all of its respective obligations under this Agreementhereunder. The execution and delivery of this Agreement and the consummation completion of the transactions contemplated hereby have been deemed advisable by the Board of Directors of Buyer and duly authorized and validly authorized approved by all necessary corporate action in respect thereof on the part of Buyer. This Agreement has been duly and validly executed and delivered by Buyer and, assuming approval of this Agreement by governmental and regulatory agencies, and due authorization, execution and delivery by Seller and Seller Bank, constitutes a legal, valid and binding obligation of Buyer, which is enforceable against Buyer in accordance with its terms, subject subject, as to the effect of enforceability, to bankruptcy, insolvency, reorganization, moratorium insolvency and other laws of general applicability relating to or affecting creditors' ’ rights and to general equity principles.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Citizens First Bancorp Inc)

Authorized and Effective Agreement. (a) Buyer has all requisite corporate power and authority to enter into this Agreement and (subject to receipt of all necessary governmental approvals) to perform all of its respective obligations under this Agreementhereunder. The execution and delivery of this Agreement and the consummation completion of the transactions contemplated hereby have been deemed advisable by the Boards of Directors of Buyer and Buyer Bank and duly authorized and validly authorized approved by all necessary corporate action in respect thereof on the part of BuyerBuyer and Buyer Bank. This Agreement has been duly and validly executed and delivered by Buyer and, assuming approval of this Agreement by governmental and regulatory agencies, and due authorization, execution and delivery by Seller Seller, constitutes a legal, valid and binding obligation of Buyer, which is enforceable against Buyer in accordance with its terms, subject subject, as to the effect of enforceability, to bankruptcy, insolvency, reorganization, moratorium insolvency and other laws of general applicability relating to or affecting creditors' rights and to general equity principles.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Carnegie Financial Corp /Pa/)

Authorized and Effective Agreement. (a) Buyer has all requisite corporate power and authority to enter into this Agreement and (subject to receipt of all necessary governmental approvalsRequisite Regulatory Approvals) to perform all of its respective obligations under this Agreementhereunder. The execution and delivery of this Agreement and the consummation completion of the transactions contemplated hereby have been deemed advisable by the Board of Directors of Buyer and duly authorized and validly authorized approved by all necessary corporate action in respect thereof on the part of Buyer. This Agreement has been duly and validly executed and delivered by Buyer and, assuming approval of this Agreement by governmental and regulatory agencies, and due authorization, execution execution, and delivery by Seller Seller, constitutes a legal, valid valid, and binding obligation of Buyer, which is enforceable against Buyer it in accordance with its terms, subject subject, as to the effect of enforceability, to bankruptcy, insolvency, reorganization, moratorium and other laws of general applicability relating to or affecting creditors' ’ rights and to general equity principles.

Appears in 1 contract

Samples: Stock Purchase Agreement (Pavilion Bancorp Inc)

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Authorized and Effective Agreement. (a) Buyer has all requisite corporate power and authority to enter into execute and deliver this Agreement and (subject to receipt of all necessary governmental approvals) to perform all of its respective obligations under this Agreementhereunder. The execution and delivery of this Agreement and the consummation completion of the transactions contemplated hereby have been duly and validly authorized approved by all necessary the Board of Directors of Buyer and no other corporate action in respect thereof proceedings on the part of BuyerBuyer are necessary to complete the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Buyer and, assuming approval of this Agreement by governmental and regulatory agencies, and due authorization, execution and delivery by Seller and Seller Bank, constitutes a legal, valid and binding obligation of Buyer, which is enforceable against Buyer in accordance with its terms, subject subject, as to the effect of enforceability, to bankruptcy, insolvency, reorganization, moratorium insolvency and other laws of general applicability relating to or affecting creditors' rights and to general equity principles.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Wayne Savings Bancshares Inc /De/)

Authorized and Effective Agreement. (a) Buyer has all requisite corporate power and authority to enter into this Agreement and (subject to receipt of all necessary governmental approvalsRequisite Regulatory Approvals) to perform all of its respective obligations under this Agreementhereunder. The execution and delivery of this Agreement and the consummation completion of the transactions contemplated hereby have been deemed advisable by the Board of Directors of Buyer and duly authorized and validly authorized approved by all necessary corporate action in respect thereof on the part of Buyer. This Agreement has been duly and validly executed and delivered by Buyer and, assuming approval of this Agreement by governmental and regulatory agencies, and due authorization, execution execution, and delivery by Seller and Seller Bank, constitutes a legal, valid valid, and binding obligation of Buyer, which is enforceable against Buyer it in accordance with its terms, subject subject, as to the effect of enforceability, to bankruptcy, insolvency, reorganization, moratorium and other laws of general applicability relating to or affecting creditors' rights and to general equity principles.

Appears in 1 contract

Samples: Agreement and Plan of Merger (North Bancorp Inc)

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