Common use of Execution and Binding Effect Clause in Contracts

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer and constitutes, and the other agreements and instruments to be executed and delivered by Buyer pursuant hereto, upon their execution and delivery by Buyer, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by Seller), legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and ---------------------------- validly executed and delivered by Buyer and constitutes, and the other agreements and instruments to be executed and delivered by Buyer pursuant hereto, upon their execution and delivery by Buyer, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by Seller), legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer and constitutes, and the other agreements and instruments to be executed and delivered by Buyer pursuant hereto, upon their execution and delivery by Buyer, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by Seller), legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer and constitutes, and the other agreements and instruments to be executed and delivered by Buyer pursuant hereto, upon their execution and delivery by Buyer, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by SellerSeller and Parent), legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer and constitutes, and the other agreements and instruments to be executed and delivered by Buyer pursuant hereto, upon their execution and delivery by Buyer, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by Seller), legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, moratorium, insolvency, moratoriumreorganization, fraudulent conveyance or other laws Laws affecting the enforcement of creditors’ rights generally or provisions limiting competition, and by general equitable principles, including, without limitation, those limiting the availability of specific performance, injunctive relief and other equitable remedies and those providing for equitable defenses.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer Seller and constitutes, and the other agreements and instruments to be executed and delivered by Buyer Seller pursuant hereto, upon their its execution and delivery by BuyerSeller, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by SellerBuyer), legal, valid and binding agreements of BuyerSeller, enforceable against Buyer Seller in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer each of Parent and Seller and constitutes, and the other agreements and instruments to be executed and delivered by Buyer Parent and/or Seller pursuant hereto, upon their execution and delivery by BuyerParent and/or Seller, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by Seller), Buyer) legal, valid and binding agreements of BuyerSeller, enforceable against Buyer Seller in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer Seller and constitutes, and the other agreements and instruments to be executed and delivered by Buyer Seller pursuant hereto, upon their execution and delivery by BuyerSeller, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by SellerBuyer), legal, valid and binding agreements of BuyerSeller, enforceable against Buyer Seller in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer Seller and constitutes, and the other agreements and instruments to be executed and delivered by Buyer Seller pursuant hereto, upon their execution and delivery by BuyerSeller, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by SellerBuyer), legal, valid and binding agreements of BuyerSeller, enforceable against Buyer Seller in accordance with their respective terms, terms except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer B▇▇▇▇ and constitutes, and the other agreements and instruments to be executed and delivered by Buyer pursuant hereto, upon their execution and delivery by BuyerB▇▇▇▇, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by Seller), legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly ---------------------------- and validly executed and delivered by Buyer and constitutes, and the other agreements and instruments to be executed and delivered by Buyer pursuant hereto, upon their execution and delivery by Buyer, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by Seller), legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer Purchaser and constitutes, and the other agreements and instruments to be executed and delivered by Buyer Purchaser pursuant hereto, upon their execution and delivery by BuyerPurchaser, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by SellerShareholder), legal, valid and binding agreements of BuyerPurchaser, enforceable against Buyer Purchaser in accordance with their respective terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, moratoriumreorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and general principles of equity (regardless of whether enforceability is considered in a proceeding at law or provisions limiting competition, and by equitable principlesin equity).

Execution and Binding Effect. This Agreement has and the Note have been duly and validly executed and delivered by Buyer and constitutes, and the other agreements and instruments to be executed and delivered by Buyer pursuant hereto, upon their execution and delivery by Buyer, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by Seller), legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer and constitutes, and the other agreements and instruments to be executed and delivered by Buyer pursuant hereto, upon their execution and delivery by Buyer, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by SellerSeller and Parent), legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly ---------------------------- and validly executed and delivered by Buyer Seller and constitutes, and the other agreements and instruments to be executed and delivered by Buyer Seller pursuant hereto, upon their execution and delivery by Buyer, Seller will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by SellerBuyer), legal, valid and binding agreements of BuyerSeller, enforceable against Buyer Seller in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer Seller and constitutes, and the other agreements and instruments to be executed and delivered by Buyer Seller pursuant hereto, upon their execution and delivery by BuyerSeller, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by SellerBuyer), legal, valid and binding agreements of BuyerSeller, enforceable against Buyer Seller in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competitiongenerally, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer and constitutes, and the other agreements and instruments to be executed and delivered by Buyer pursuant hereto, upon their execution and delivery by Buyer, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by Seller), legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer Seller and constitutes, and the other agreements and instruments to be executed and delivered by Buyer Seller pursuant hereto, upon their execution and delivery by BuyerSeller, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by SellerBuyer), legal, valid and binding agreements of BuyerSeller, enforceable against Buyer Seller in accordance with their respective terms, terms except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ rights generally or provisions limiting competition, and by equitable principles.

Execution and Binding Effect. This Agreement has been duly and validly executed and delivered by Buyer and constitutes, and the other agreements and instruments to be executed and delivered by Buyer pursuant hereto, upon their execution and delivery by Buyer, will constitute (assuming, in each case, the due and valid authorization, execution and delivery thereof by SellerSeller and Seller Sub), legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium, or other laws affecting the enforcement of creditors’ ' rights generally or provisions limiting competition, and by equitable principles.