Common use of Due Execution and Delivery Clause in Contracts

Due Execution and Delivery. This Agreement has been duly and validly executed and delivered by such Stockholder and, assuming due authorization, execution and delivery hereof by Parent, constitutes a legal, valid and binding agreement of Stockholder, enforceable against such Stockholder in accordance with its terms. If such Stockholder is married, and any of the Covered Shares constitute community property or spousal approval is otherwise necessary for this Agreement to be legal, binding and enforceable, this Agreement has been duly authorized, executed and delivered by, and constitutes the legal, valid and binding obligation of, such Stockholder’s spouse, enforceable in accordance with its terms.

Appears in 5 contracts

Samples: Tender and Support Agreement (Imclone Systems Inc), Tender and Support Agreement (Imclone Systems Inc), Tender and Support Agreement (Icahn Enterprises L.P.)

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Due Execution and Delivery. This Agreement has been duly and validly executed and delivered by such Stockholder and, assuming due authorization, execution and delivery hereof by Parent, constitutes a legal, valid and binding agreement of such Stockholder, enforceable against such Stockholder in accordance with its terms. If such Stockholder is married, and any of the Covered Shares constitute community property or spousal approval is otherwise necessary for this Agreement to be legal, binding and enforceable, this Agreement has been duly authorized, executed and delivered by, and constitutes the legal, valid and binding obligation of, such Stockholder’s spouse, enforceable against such Stockholder’s spouse in accordance with its terms.

Appears in 4 contracts

Samples: Voting Agreement (Electro Rent Corp), Voting Agreement (Net Element, Inc.), Voting Agreement (Electro Rent Corp)

Due Execution and Delivery. This Agreement has been duly and validly executed and delivered by such Stockholder and, assuming due authorization, execution and delivery hereof by Parent, constitutes a legal, valid and binding agreement of Stockholder, enforceable against such Stockholder in accordance with its terms. If such Stockholder is married, and any of the Covered Shares constitute community property or spousal approval is otherwise necessary for this Agreement to be legal, binding and enforceable, this Agreement has been duly authorized, executed and delivered by, and constitutes the legal, valid and binding obligation of, such Stockholder’s spouse, enforceable in accordance with its terms. None of the Covered Shares is subject to any voting trust or other agreement or arrangement with respect to the voting of such Covered Shares.

Appears in 3 contracts

Samples: Voting Agreement (Oracle Corp), Voting Agreement, Voting Agreement (Oracle Corp)

Due Execution and Delivery. This Agreement has been duly and validly executed and delivered by such Stockholder and, assuming due authorization, execution and delivery hereof by Parent, constitutes a legal, valid and binding agreement of Stockholder, enforceable against such Stockholder in accordance with its terms. If such Stockholder is married, and any of the Covered Shares constitute community property or spousal approval is otherwise necessary for this Agreement to be legal, binding and enforceable, this Agreement has been duly authorized, executed and delivered by, and constitutes the legal, valid and binding obligation of, such Stockholder’s 's spouse, enforceable in accordance with its terms.

Appears in 2 contracts

Samples: Tender and Support Agreement (Icahn Carl C), Tender and Support Agreement (Icahn Carl C)

Due Execution and Delivery. This Agreement has been duly and validly executed and delivered by such Stockholder Parent Holder and, assuming due authorization, execution and delivery hereof by Parentthe Stockholder, constitutes a legal, valid and binding agreement of Stockholdersuch Parent Holder, enforceable against such Stockholder Parent Holder in accordance with its terms. If such Stockholder Parent Holder is married, and any of the Covered Shares constitute community property or spousal approval is otherwise necessary for this Agreement to be legal, binding and enforceable, this Agreement has been duly authorized, executed and delivered by, and constitutes the legal, valid and binding obligation of, such StockholderParent Holder’s spouse, enforceable against such Parent Holder’s spouse in accordance with its terms.

Appears in 1 contract

Samples: Voting Agreement (Zhone Technologies Inc)

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Due Execution and Delivery. This Agreement has been duly and validly executed and delivered by such Stockholder Shareholder and, assuming due authorization, execution and delivery hereof by Parentthe other parties hereto, constitutes a legal, valid and binding agreement of Stockholdersuch Shareholder, enforceable against such Stockholder Shareholder in accordance with its terms. If such Stockholder Shareholder is married, and any of the such Shareholder’s Covered Shares constitute community property or spousal approval is otherwise necessary for this Agreement to be legal, binding and enforceable, this Agreement has been duly authorized, executed and delivered by, and constitutes the legal, valid and binding obligation of, such StockholderShareholder’s spouse, enforceable against such Shareholder’s spouse in accordance with its terms.

Appears in 1 contract

Samples: Voting and Support Agreement (Lakes Entertainment Inc)

Due Execution and Delivery. This Agreement has been duly and validly executed and delivered by such Stockholder Xxxxxxxxxxx and, assuming due authorization, execution and delivery hereof by Parent, constitutes a legal, valid and binding agreement of Stockholder, enforceable against such Stockholder in accordance with its terms. If such Stockholder Xxxxxxxxxxx is married, and any of the Covered Shares constitute community property or spousal approval is otherwise necessary for this Agreement to be legal, binding and enforceable, this Agreement has been duly authorized, executed and delivered by, and constitutes the legal, valid and binding obligation of, such Stockholder’s spouse, enforceable against Stockholder’s spouse in accordance with its terms.

Appears in 1 contract

Samples: Voting and Support Agreement (Paratek Pharmaceuticals, Inc.)

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