Binding Agreement; Consents and Approvals; No Conflict, Default or Violation. (a) Each of this Agreement and the other documents contemplated hereby to which the Seller is a party has been duly executed and delivered by the Seller and constitutes a legal, valid and binding obligation of the Seller, enforceable against the Seller, in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).
Binding Agreement; Consents and Approvals; No Conflict, Default or Violation. (a) Each of this Agreement and the other documents contemplated hereby to which EnStructure is a party has been duly executed and delivered by EnStructure and constitutes a legal, valid and binding obligation of EnStructure, enforceable against EnStructure in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).
Binding Agreement; Consents and Approvals; No Conflict, Default or Violation. (a) Each of this Agreement and the other documents contemplated hereby to which the Parent is a party has been duly executed and delivered by the Parent and constitutes a legal, valid and binding obligation of the Parent, enforceable against the Parent in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).
Binding Agreement; Consents and Approvals; No Conflict, Default or Violation. This Agreement has been duly executed and delivered by the Company and constitutes a legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law). Neither the execution, delivery or performance of this Agreement or any other document by Sellers or the Company nor the consummation by Sellers or the Company of any of the Transactions will, directly or indirectly (with or without notice of lapse of time or both): (a) contravene, conflict with, or result in a violation of (i) any provision of the articles of organization or operating agreement of the Company, or (ii) any resolution adopted by the board of directors or the equity holders of the Company; (b) contravene, conflict with, or result in a violation of, or give any governmental entity or other Person the right to challenge any of the Transactions or to exercise any remedy or obtain any relief under, any law to which Sellers or the Company, or any of the assets owned or used by the Company, may be subject; (c) contravene, conflict with, or result in a violation of any of the terms or requirements of, or give any governmental entity the right to revoke, withdraw, suspend, cancel, terminate, or modify, any license, permit or approvals (collectively, the "Permits") that is held by the Company or that otherwise relates to the business of, or any of the assets owned or used by, the Company; (d) contravene, conflict with, or result in a violation or breach of any provision of, or give any Person the right to declare a default or exercise any remedy under, or to accelerate the maturity or performance of, or to cancel, terminate, or modify, any contract to which the Company or Sellers is a party, which would individually or in the aggregate have a Material Adverse Effect; or (e) result in the imposition or creation of any Encumbrance upon or with respect to any of the assets owned or used by the Company.
Binding Agreement; Consents and Approvals; No Conflict, Default or Violation. (a) Each Project Document to which it is a party has been duly executed and delivered by Owner and constitutes a legal, valid and binding obligation of Owner enforceable against Owner in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).
Binding Agreement; Consents and Approvals; No Conflict, Default or Violation. (a) This Agreement has been duly executed and delivered by the Seller and constitutes the legal, valid and binding obligation of the Seller, enforceable against the Seller in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a Proceeding in equity or at law). Each of the other Documents to which the Seller is a party shall be duly executed and delivered by the Seller at the Closing and shall constitute the legal, valid and binding obligation of the Seller, enforceable against the Seller in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a Proceeding in equity or at law).
Binding Agreement; Consents and Approvals; No Conflict, Default or Violation. Each of this Agreement and the other Documents to which Parent and Merger Sub is a party has been duly executed and delivered by Parent and Merger Sub and constitutes a legal, valid and binding obligation of Parent and Merger Sub enforceable against Parent and Merger Sub in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law). Neither the execution, delivery or performance of this Agreement or any other Document by Parent and Merger Sub, nor the consummation by Parent and Merger Sub of any of the Transactions will, directly or indirectly (with or without notice of lapse of time or both):
Binding Agreement; Consents and Approvals; No Conflict, Default or Violation. (a) Each of this Agreement and the other Documents to which the Company or any Seller is a party has been duly executed and delivered by the Company or such Seller, as the case may be, and constitutes a legal, valid and binding obligation of the Company or such Seller, as the case may be, enforceable against the Company or such Seller, as the case may be, in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).
Binding Agreement; Consents and Approvals; No Conflict, Default or Violation. (a) Each of this Agreement and the other Documents to which Dearborn, InfraSource or Merger Sub, as the case may be, is a party has been duly executed and delivered by Dearborn, InfraSource or Merger Sub, as the case may be, and constitutes a legal, valid and binding obligation of Dearborn or Merger Sub, as the case may be, enforceable against Dearborn, InfraSource or Merger Sub, as the case may be, in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).
Binding Agreement; Consents and Approvals; No Conflict, Default or Violation. (a) This Agreement has been duly executed and delivered by the Company and constitutes a legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law).
