Common use of Necessary Authority Clause in Contracts

Necessary Authority. The Company has all requisite corporate power and authority to enter into, deliver and perform this Agreement and the other Transaction Agreements and to consummate the transactions contemplated herein and therein. The execution, delivery and performance of this Agreement and the other Transaction Agreements and the consummation of the transactions contemplated herein and therein have been duly authorized by all necessary action on the part of the Company. This Agreement and the other Transaction Agreements, when executed and delivered by the Company, shall each constitute its valid and legally binding obligation, enforceable against the Company in accordance with its terms, except as the same may be limited by (i) bankruptcy, insolvency, reorganization or other laws affecting the enforcement of creditors' rights generally and (ii) general equitable principles regardless of whether the issue of enforceability is considered in a proceeding at law or in equity.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Alion Science & Technology Corp), Stock Purchase Agreement (Alion Science & Technology Corp)

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Necessary Authority. The Company has all requisite corporate power and authority to enter into, deliver and perform this Agreement and the other Transaction Agreements Pledge Agreement and to consummate the transactions contemplated herein and therein. The execution, delivery and performance of this Agreement and the other Transaction Agreements Pledge Agreement and the consummation of the transactions contemplated herein and therein have been duly authorized by all necessary action on the part of the Company. This Assuming the due authorization, execution and delivery by the other parties thereto, this Agreement and the other Transaction Agreements, when Pledge Agreement have been duly executed and delivered by the Company, shall each Company and constitute its valid and legally binding obligationobligations, enforceable against the Company in accordance with its their respective terms, except as the same may be limited by (i) bankruptcy, insolvency, reorganization or other laws affecting the enforcement of creditors' ’ rights generally now or hereafter in effect, and (ii) general subject to the availability of equitable principles regardless of whether the issue of enforceability is considered in a proceeding at law or in equityremedies.

Appears in 1 contract

Samples: Esop Loan Agreement (Tribune Co)

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Necessary Authority. The Company has all requisite corporate power and authority to enter into, deliver and perform this Agreement and the other Transaction Agreements and to consummate the transactions contemplated herein and therein. The execution, delivery and performance of this Agreement and the other Transaction Agreements and the consummation of the transactions contemplated herein and therein have been duly authorized by all necessary action on the part of the Company. This Agreement and the other Transaction Agreements, when executed and delivered by the Company, shall each constitute its valid and legally binding obligation, enforceable against the Company in accordance with its terms, except as the same may be limited by (i) bankruptcy, insolvency, reorganization or other laws affecting the enforcement of creditors' ’ rights generally and (ii) general equitable principles regardless of whether the issue of enforceability is considered in a proceeding at law or in equity.

Appears in 1 contract

Samples: Stock Purchase Agreement (Alion Science & Technology Corp)

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