Common use of Existence; Authority; Binding Effect Clause in Contracts

Existence; Authority; Binding Effect. The Purchaser is duly incorporated or organized, validly existing and in good standing under the laws of its jurisdiction of organization. The Purchaser has full legal capacity, power and authority to execute and deliver this Agreement, and any other agreements or instruments executed or to be executed by it in connection herewith and to consummate the transactions contemplated herein and therein. The execution, delivery and performance by the Purchaser of this Agreement and any other agreements or instruments executed or to be executed and delivered by the Purchaser in connection herewith, and the consummation of the transactions contemplated hereby and thereby by the Purchaser, have been duly and validly authorized and approved by the board of directors or other governing body of the Purchaser, and no other action on the part of the Purchaser is necessary in respect thereof. This Agreement is, and the other agreements and instruments executed hereunder by the Purchaser in connection herewith will be, a valid and binding obligation of the Purchaser, in each case, to the extent party thereto, enforceable in accordance with its respective terms, except as enforceability may be limited by applicable bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability.

Existence; Authority; Binding Effect. (i) The Purchaser Company is duly incorporated or organized, validly existing and in good standing under the laws of its jurisdiction of organization. . (ii) The Purchaser Company has full legal capacity, power and authority to execute and deliver this Agreement, Agreement and any other agreements or instruments executed or to be executed by it in connection herewith and to consummate the transactions contemplated herein and therein. . (iii) The execution, delivery and performance by the Purchaser Company of this Agreement and any other agreements or instruments executed or to be executed and delivered by the Purchaser Company in connection herewith, and the consummation of the transactions contemplated hereby and thereby by the PurchaserCompany, have been duly and validly authorized and approved by the board of directors or other governing body of the PurchaserCompany, and no other action actions on the part of the Purchaser is Company are necessary in respect thereof. . (iv) This Agreement is, and the other agreements and instruments executed hereunder by the Purchaser Company in connection herewith will be, a valid and binding obligation of the Purchaser, in each case, to the extent party theretoCompany, enforceable against it in accordance with its respective terms, except as enforceability enforcement thereof may be limited by applicable bankruptcy, insolvency insolvency, reorganization, fraudulent conveyance, moratorium or other similar laws relating to or affecting the enforcement of creditors’ rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or by equitable principles relating to enforceabilityat law).

Existence; Authority; Binding Effect. (i) The Purchaser Company is duly incorporated or organizedincorporated, validly existing and in good standing under the laws of its jurisdiction of organization. . (ii) The Purchaser Company has full legal capacity, power and authority to execute and deliver this Agreement, Agreement and any other agreements or instruments executed or to be executed by it in connection herewith and to consummate the transactions contemplated herein and therein. . (iii) The execution, delivery and performance by the Purchaser Company of this Agreement and any other agreements or instruments executed or to be executed and delivered by the Purchaser Company in connection herewith, and the consummation of the transactions contemplated hereby and thereby by the PurchaserCompany, have been duly and validly authorized and approved by the board of directors or other governing body of the PurchaserCompany, and no other action actions on the part of the Purchaser is Company are necessary in respect thereof. . (iv) This Agreement is, and the other agreements and instruments executed hereunder by the Purchaser Company in connection herewith will be, a valid and binding obligation of the Purchaser, in each case, to the extent party theretoCompany, enforceable against it in accordance with its respective terms, except as enforceability enforcement thereof may be limited by applicable bankruptcy, insolvency insolvency, reorganization, fraudulent conveyance, moratorium or other similar laws relating to or affecting the enforcement of creditors’ rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or by equitable principles relating to enforceabilityat law).