DELIVERY AND PERFORMANCE BY PARENT AND SUB. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by the Boards of Directors of Parent and Sub, and each of Parent and Sub has taken all other actions required by law, its certificate of incorporation and its by-laws to consummate the transactions contemplated by this Agreement. This Agreement constitutes the valid and binding obligations of Parent and Sub and is enforceable in accordance with its terms, except as enforceability may be subject to bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors' rights generally.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (International Home Foods Inc), Agreement and Plan of Merger (International Home Foods Inc), Stockholder Agreement (International Home Foods Inc)
DELIVERY AND PERFORMANCE BY PARENT AND SUB. The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by the Boards Board of Directors of Parent and Sub, and each of Parent and Sub has taken all other actions required by law, its certificate Certificate of incorporation Incorporation and its by-laws Bylaws in order to consummate the transactions contemplated by this Agreement. This Agreement constitutes the valid and binding obligations of Parent and Sub and is enforceable in accordance with its terms, except as enforceability may be subject to bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors' rights generally.
Appears in 3 contracts
Samples: Stockholders Agreement (Snyder Dana R), Stockholders Agreement (Ply Gem Industries Inc), Stockholders Agreement (Nortek Inc)
