Corporate Power and Authority; Validity. Each of the Borrower and the Guarantors has the corporate power and authority to execute, deliver and carry out the terms and provisions of the Credit Documents to which it is a party and has taken all necessary corporate action to authorize the execution, delivery and performance of the Credit Documents to which it is a party. Each of the Borrower and the Guarantors has duly executed and delivered each such Credit Document and each such Credit Document constitutes the legal, valid and binding obligation of such Person enforceable in accordance with its terms, subject as to enforcement only to bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and by general principles of equity, regardless of whether in a proceeding in equity or at law.
Corporate Power and Authority; Validity. Each Credit Party has the corporate power and authority to execute, deliver and carry out the terms and provisions of the Credit Documents to which it is a party and to consummate the transactions contemplated hereby and has taken all necessary corporate action to authorize the execution, delivery and performance of such Credit Documents and to consummate the transactions contemplated hereby. Each Credit Party has duly executed and delivered each Credit Document to which it is a party and each such Credit Document constitutes the legal, valid and binding obligation of such Credit Party enforceable against it in accordance with its terms, subject as to enforcement only to bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and equitable principles.
Corporate Power and Authority; Validity. Each Credit Party has the corporate power and authority to execute, deliver and carry out the terms and provisions of the Credit Documents to which it is a party and has taken all necessary corporate action to authorize the execution, delivery and performance of such Credit Documents. Each Credit Party has duly executed and delivered each Credit Document to which it is a party and each such Credit Document constitutes the legal, valid and binding obligation of such Credit Party enforceable against it in accordance with its terms, subject as to enforcement only to bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and equitable principles relating to or limiting creditors' rights generally.
Corporate Power and Authority; Validity. Each party has the corporate power and authority to own and hold its assets and properties. Each party has the corporate power and authority to * CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE OMISSIONS. execute, deliver and perform this Agreement. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized and approved by each party. This Agreement has been duly executed and delivered by each party. This Agreement constitutes and when so duly executed and delivered will constitute, the legal, valid and binding obligation of each party enforceable against each party in accordance with its respective terms except as enforceability may be subject to the application of general equitable principles and to bankruptcy, insolvency, moratorium or other similar laws affecting creditors' rights.
Corporate Power and Authority; Validity. The Seller has the corporate power and authority to own and hold its assets and properties. The Seller has the corporate power and authority to execute, deliver and perform this Agreement and the other Transaction Documents to which it is a party. The execution, delivery and performance of this Agreement and such other Transaction Documents and the consummation of the transactions contemplated hereby and thereby have been duly authorized and approved by the Seller. This Agreement has been, and each of the other Transaction Documents to be executed and delivered by the Seller will be, duly executed and delivered by the Seller. This Agreement constitutes, and each such other Transaction Document when so duly executed and delivered will constitute, the legal, valid and binding obligation of the Seller enforceable against the Seller in accordance with its respective terms except as enforceability may be subject to the application of general equitable principles and to bankruptcy, insolvency, moratorium or other similar laws affecting creditors' rights.
Corporate Power and Authority; Validity. The Buyer has the corporate power and authority to (i) own and hold its properties and (ii) execute, deliver and perform this Agreement and the other Transaction Documents to which it is a party. All corporate (including stockholder, if applicable) action necessary for the execution, delivery and performance by the Buyer of this Agreement and such other Transaction Documents and the consummation by the Buyer of the transactions contemplated hereby and thereby has been duly taken, and any applicable preemptive rights with respect to issuance of the Buyer's Shares have been waived. This Agreement has been, and each of the other Transaction Documents when executed and delivered by the Buyer will be, duly executed and delivered by such party,. This Agreement constitutes, and each such Transaction Documents when duly executed and delivered by the Buyer will be, the valid and binding obligation of the Buyer, enforceable against the Buyer in accordance with its respective terms, except as enforceability may be subject to the application of general equitable principles and to bankruptcy, insolvency, moratorium or other similar laws affecting creditors' rights.
Corporate Power and Authority; Validity. Seller has the limited liability company power and authority (i) to own and hold its assets and properties and to carry on the Business and (ii) to execute, deliver and perform this Agreement and the other Transaction Documents to which it is a party. The execution, delivery and performance of this Agreement and such other Transaction Documents and the consummation of the transactions contemplated hereby and thereby have been duly authorized and approved by all necessary limited liability company action on the part of Seller. This Agreement has been, and each of the other Transaction Documents to be executed and delivered by Seller and, where applicable, the Seller Affiliate Members, will be, when executed and delivered by Seller, duly executed and delivered by Seller and, where applicable, the Seller Affiliate Members. This Agreement constitutes, and each other Transaction Document when so duly executed and delivered by Seller will constitute, the legal, valid and binding obligation of the Seller and, where applicable, the Seller Affiliate Members enforceable against each of the Seller and, where applicable, the Seller Affiliate Members, in accordance with its and their respective terms.
Corporate Power and Authority; Validity. Buyer and Parent each has the corporate power and authority to (i) own and hold its properties and (ii) execute, deliver and perform this Agreement and the other Transaction Documents to which it is a party, including, without limitation, to sell and issue the Parent Shares. All corporate (including stockholder, if applicable) action necessary for the execution, delivery and performance by Buyer and Parent of this Agreement and such other Transaction Documents and the consummation by Buyer and Parent of the transactions contemplated hereby and thereby has been duly taken, and there are no preemptive rights with respect to issuance of the Parent Shares. This Agreement has been, and each of the other Transaction Documents when executed and delivered by Buyer and Parent will be, duly executed and delivered by such party, as the case may be. This Agreement constitutes, and each such Transaction Documents when duly executed and delivered by Buyer and Parent will be, the valid and binding obligation of Buyer and Parent, as applicable, enforceable against Buyer and Parent, as applicable, in accordance with its, respective terms, except as enforceability may be subject to the application of general equitable principles and to bankruptcy, insolvency, moratorium or other similar laws affecting creditors' rights.
Corporate Power and Authority; Validity. Each of the Sellers has the corporate power and authority (i) to own and hold its assets and properties and to carry on the Business and (ii) to execute, deliver and perform this Agreement and the other Transaction Documents to which it is a party. The execution, delivery and performance of this Agreement and such other Transaction Documents and the consummation of the transactions contemplated hereby and thereby have been duly
Corporate Power and Authority; Validity. Each of Acquisition and SRC has the corporate power and authority to (i) own and hold its properties and (ii) execute, deliver and perform this Agreement and the other Transaction Documents to which it is a party. All corporate (including stockholder, if applicable) action necessary for the execution, delivery and performance by Acquisition and SRC of this Agreement and such other Transaction Documents and the consummation by Acquisition and SRC of the transactions contemplated hereby and thereby has been duly taken, and any applicable preemptive rights with respect to issuance of the SRC Shares have been waived. This Agreement has been, and each of the other Transaction Documents when executed and delivered by Acquisition or SRC will be, duly executed and delivered by such party, as the case may be. This
