Power and Authority to Enter Into Agreements Sample Clauses

Power and Authority to Enter Into Agreements. Buyer has the right, power and authority to enter into and perform its obligations under this Agreement and the other agreements provided for herein. No consent, approval or authorization of, or registration, declaration or filing with any court, governmental authority (federal, state or local), collective bargaining unit, lending institution or other third party is required in connection with the execution and delivery by Buyer of this Agreement or its performance of or compliance with the terms, provisions and conditions hereof.
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Power and Authority to Enter Into Agreements. Seller has the right, power and authority to enter into and perform its obligations under this Agreement and the other agreements provided for herein. No consent, approval or authorization of, or registration, declaration, or filing with any court, governmental authority (federal, state, or local), collective bargaining unit, lending institution (other than Bank, which approval has been obtained) or other third party is required in connection with the execution and delivery by Seller of this Agreement or its performance of, or compliance with, the terms, provisions, and conditions hereof, except as disclosed in Schedule 4.1(d)
Power and Authority to Enter Into Agreements. Each of the Selling -------------------------------------------- Entities has the power and authority to enter into this Agreement and the other agreements provided for herein (the "Related Agreements") to which it is a party and, subject to the conditions provided in this Agreement, to consummate the transactions provided for in this Agreement and the Related Agreements.
Power and Authority to Enter Into Agreements. Seller has the corporate power and authority to enter into this Agreement and the other agreements provided for herein (the "Related Agreements") to which it is a party and, subject to the conditions provided in this Agreement, to consummate the transactions provided for in this Agreement and such Related Agreements. UK Seller has, or by the Closing Date will have, the power and authority to sell the Shares to UK Buyer. Each of the Selling Subsidiaries has, or by the Closing Date will have, the power and authority to sell its respective Purchased Assets to Buyer.
Power and Authority to Enter Into Agreements. Seller and Beneficiary have the right, power, legal capacity and authority to enter into and perform their respective obligations under this Agreement and the other agreements attached hereto or provided for herein. No consent, approval or authorization of, or registration, declaration or filing with any court, governmental authority (federal, state, or local), lending institution or other third party is required in connection with the execution and delivery by Seller and Beneficiary of this Agreement or their performance of, or compliance with, the terms, provisions and conditions thereof.
Power and Authority to Enter Into Agreements. VCD has the right, power and authority to enter into and perform its obligations under this Agreement and the other agreements provided for herein by and on behalf of VCD. No consent, approval or authorization of, or registration, declaration, or filing with any court, governmental authority (federal, state or local), collective bargaining unit, lending institution or other third party is required in connection with the execution and delivery by VCD of this Agreement or its performance of, or compliance with, the terms, provisions, and conditions hereof.
Power and Authority to Enter Into Agreements. Each of Valley Fair and Widmxxx xxx the right, power and authority to enter into and perform their respective obligations under this Agreement and the other agreements provided for herein. No consent, approval or authorization of, or registration, declaration, or filing with any court, governmental authority (federal, state or local), collective bargaining unit, lending institution or other third party is required in connection with the execution and delivery by Valley Fair or Widmxxx xx this Agreement or their respective performance of, or compliance with, the terms, provisions, and conditions hereof, except as disclosed in SCHEDULE 6.1(e)
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Power and Authority to Enter Into Agreements. Mazel has the right, power and authority to enter into and perform its obligations under this Agreement and the other agreements provided for herein by and on behalf of Mazel. No consent, approval or authorization of, or registration, declaration, or filing with any court, governmental authority (federal, state or local), collective bargaining unit, lending institution or other third party is required in connection with the execution and delivery by Mazel of this Agreement or its performance of, or compliance with, the terms, provisions, and conditions hereof.
Power and Authority to Enter Into Agreements. Seller has the right, power, legal capacity, and authority to enter into and perform its obligations under this Agreement and the Related Documents, and except as listed on the "List of Consents Required" set forth in PART 3.2C of the Disclosure Schedule, no consent, approval or authorization of, or registration, declaration, or filing with any governmental authority (federal, state, local, domestic, or foreign), collective bargaining unit, lending institution or other third party is required in connection with the execution and delivery by Seller of this Agreement and the Related Documents, or its performance of, or compliance with, the terms, provisions, and conditions hereof.

Related to Power and Authority to Enter Into Agreements

  • POWER AND AUTHORITY FOR TRANSACTIONS Company has the corporate power to execute, deliver and perform this Agreement and all agreements and other documents executed and delivered by it pursuant to this Agreement or to be executed and delivered on the Closing Date, and has taken all action required by law, its Articles or Certificate of Incorporation, its Bylaws or otherwise, to authorize the execution, delivery and performance of this Agreement and such related documents. Each Shareholder has the legal capacity to enter into and perform this Agreement and the other agreements to be executed and delivered in connection herewith. Company has obtained the approval of its stockholders necessary to the consummation of the transactions contemplated herein. This Agreement and all agreements and documents executed and delivered in connection herewith have been, or will be as of the Closing Date, duly executed and delivered by Company and Shareholders, as appropriate, and constitute or will constitute the legal, valid and binding obligations of Company and Shareholders, enforceable against Company and Shareholders in accordance with their respective terms, except as may be limited by applicable bankruptcy, insolvency or similar laws affecting creditors' rights generally or the availability of equitable remedies. The execution and delivery of this Agreement, and the agreements executed and delivered pursuant to this Agreement or to be executed and delivered on the Closing Date, do not, and, subject to the receipt of consents described on EXHIBIT 2.4, the consummation of the actions contemplated hereby will not, violate any provision of the Articles or Certificate of Incorporation or Bylaws of Company or any provisions of, or result in the acceleration of, any obligation under any mortgage, lien, lease, agreement, rent, instrument, order, arbitration award, judgment or decree to which Company or any Shareholder is a party or by which Company or any Shareholder is bound, or violate any material restrictions of any kind to which Company is subject, or result in any lien or encumbrance on any of Company's assets or the Assets.

  • Power and Authority; Binding Agreement Stockholder has full power and authority and legal capacity to enter into, execute, and deliver this Agreement and to perform fully Stockholder’s obligations hereunder (including the proxy described in Section 3(b) below). This Agreement has been duly and validly executed and delivered by Stockholder and constitutes the legal, valid, and binding obligation of Stockholder, enforceable against Stockholder in accordance with its terms except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally.

  • Corporate Power and Authority; No Conflicts The execution, delivery and performance by Borrower and each Guarantor of the Loan Documents to which it is a party have been duly authorized by all necessary corporate action and do not and will not: (a) require any consent or approval of its stockholders which has not been obtained; (b) contravene its certificate of incorporation or by-laws; (c) violate any provision of, or require any filing (other than the filing of the financing statements contemplated by the Security Documents), registration, consent or approval under any Law (including, without limitation, Regulations T, U and X of the Board of Governors), order, writ, judgment, injunction, decree, determination or award presently in effect having applicability to Borrower or any Guarantor; (d) result in a breach of or constitute a default under or require any consent under any indenture or loan or credit agreement or any other agreement, lease or instrument to which Borrower or any Guarantor is a party or by which it or its properties may be bound or affected; (e) result in, or require, the creation or imposition of any Lien (other than as created under the Security Documents), upon or with respect to any of the properties now owned or hereafter acquired by Borrower or any Guarantor; or (f) cause such corporation to be in default under any such Law, order, writ, judgment, injunction, decree, determination or award or any such indenture, agreement, lease or instrument.

  • POWER AND AUTHORITY; CONSENTS Pentegra has corporate power to execute, deliver and perform this Agreement and all agreements and other documents executed and delivered by it pursuant to this Agreement or to be executed and delivered on the Closing Date, and has taken all actions required by law, its Certificate of Incorporation, its Bylaws or otherwise, to authorize the execution, delivery and performance of this Agreement and such related documents. This Agreement and all agreements and documents executed and delivered in connection herewith have been, or will be as of the Closing Date, duly executed and delivered by Pentegra and constitute or will constitute the legal, valid and binding obligations of Pentegra, enforceable against Pentegra in accordance with their respective terms, except as may be limited by applicable bankruptcy, insolvency or similar laws affecting creditors' rights generally or the availability of equitable remedies. The execution and delivery of this Agreement, and the agreements executed and delivered pursuant to this Agreement or to be executed and delivered on the Closing Date, do not, and, the consummation of the actions contemplated hereby will not, violate any provision of the Certificate of Incorporation or Bylaws of Pentegra or any provisions of, or result in the acceleration of, any obligation under any mortgage, lien, lease, agreement, rent, instrument, order, arbitration award, judgment or decree to which Pentegra is a party or by which Pentegra is bound, or violate any material restrictions of any kind to which Pentegra is subject, or result in any lien or encumbrance on any of Pentegra's assets. Other than as have been obtained or as would not have a material adverse effect, there are no consents of any person or entity required for the transaction contemplated hereby on behalf of Pentegra.

  • Incorporation; Power and Authority Buyer is a corporation duly organized, validly existing and in good standing under the Laws of its jurisdiction of organization, with all necessary power and authority to execute, deliver and perform this Agreement.

  • Power and Authorization The Company is duly incorporated, validly existing and in good standing under the laws of its state of incorporation, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the Exchange contemplated hereby.

  • Power and Authority; Authorization Debtor has the power and authority and the legal right to execute and deliver, to perform its obligations under, and to grant the Liens and security interests on the Collateral pursuant to, this Agreement and has taken all necessary action to authorize its execution, delivery and performance of, and grant of the Liens and security interests on the Collateral pursuant to, this Agreement.

  • Existence, Power and Authority If not a natural person, the Borrower is duly organized, validly existing and in good standing under the laws of the State of its incorporation or organization and has the power and authority to own and operate its assets and to conduct its business as now or proposed to be carried on, and is duly qualified, licensed and in good standing to do business in all jurisdictions where its ownership of property or the nature of its business requires such qualification or licensing. The Borrower is duly authorized to execute and deliver the Loan Documents, all necessary action to authorize the execution and delivery of the Loan Documents has been properly taken, and the Borrower is and will continue to be duly authorized to borrow under this Agreement and to perform all of the other terms and provisions of the Loan Documents.

  • Power and Authority The Servicer has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; and the execution, delivery and performance of this Agreement have been duly authorized by the Servicer by all necessary corporate action.

  • Legal Power and Authority It has all necessary power and authority to execute, deliver and perform its obligations under this Agreement and to consummate the transactions contemplated hereby. It is an entity duly organized, validly existing and in good standing under the laws its jurisdiction of organization.

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