Common use of Powers; Execution Clause in Contracts

Powers; Execution. Purchaser has all requisite corporate power and authority to own and operate the Intellectual Property, to assume the liabilities being assumed by Purchaser hereunder, and to execute, deliver and perform its obligations under this Agreement. The execution and delivery of this Agreement by Purchaser has been duly and validly authorized by all necessary corporate action on the part of Purchaser, and this Agreement is the valid and binding obligation of Purchaser, enforceable against Purchaser in accordance with its terms, except as may be limited by any bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar law affecting the enforcement of creditors’ rights generally or by general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Powers; Execution. The Purchaser has all requisite corporate power and authority to own and operate utilize the Intellectual Property, to assume the liabilities being assumed by Purchaser hereunder, Products and Smartek Parties IP Assets and to execute, deliver and perform its obligations under this Agreement. The execution and delivery of this Agreement by the Purchaser has been duly and validly authorized by all necessary corporate action on the part of the Purchaser, and this Agreement is the valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except as may be limited by any bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar law affecting the enforcement of creditors’ rights generally or by general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).