Common use of Required Consents; Authority Clause in Contracts

Required Consents; Authority. Except as would not impair in any material respect the ability of the Selling Stockholder to consummate its obligations hereunder, all consents, approvals, authorizations, orders and qualifications necessary for the execution, delivery and performance by the Selling Stockholder of this Agreement, and for the sale and delivery of the Repurchase Shares to be sold by the Selling Stockholder hereunder, have been obtained; and the Selling Stockholder has full right, power and authority to enter into, execute and deliver this Agreement and to sell, assign, transfer and deliver the Repurchase Shares to be sold by the Selling Stockholder hereunder; this Agreement has been duly authorized, executed and delivered by or on behalf of the Selling Stockholder.

Appears in 7 contracts

Samples: Share Repurchase Agreement (Ryerson Holding Corp), Share Repurchase Agreement (WillScot Mobile Mini Holdings Corp.), Share Repurchase Agreement (VERRA MOBILITY Corp)

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Required Consents; Authority. Except as would not impair in any material respect the ability of the Selling Stockholder to consummate its obligations hereunder, all All consents, approvals, authorizations, authorizations and orders and qualifications necessary for the execution, execution and delivery and performance by the Selling Stockholder of this Agreement, and for the sale and delivery of the Repurchase Shares to be sold by the Selling Stockholder hereunder, have been obtained, except where the failure to obtain such consents, approvals, authorizations, or orders would not, individually or in the aggregate, materially affect the ability of the Selling Stockholder to consummate the transactions contemplated by this Agreement; and the Selling Stockholder has full right, power and authority to enter into, execute and deliver into this Agreement and to sell, assign, transfer and deliver the Repurchase Shares to be sold by the Selling Stockholder hereunder; this Agreement has been duly authorized, executed and delivered by or on behalf of the Selling Stockholder.

Appears in 3 contracts

Samples: Presidio, Inc., Presidio, Inc., Presidio, Inc.

Required Consents; Authority. Except as would not impair in any material respect the ability of the Selling Stockholder to consummate its obligations hereunder, all consents, approvals, authorizations, orders and qualifications necessary for the execution, delivery and performance by the Selling Stockholder of this Agreement, and for the sale and delivery of the Repurchase Shares to be sold by the Selling Stockholder hereunder, have been obtained; and the Selling Stockholder has full right, power and authority to enter into, execute and deliver into this Agreement and to sell, assign, transfer and deliver the Repurchase Shares to be sold by the Selling Stockholder hereunder; this Agreement has been duly authorized, executed and delivered by or on behalf of the Selling Stockholder.

Appears in 2 contracts

Samples: Share Repurchase Agreement (Graftech International LTD), Share Repurchase Agreement (Graftech International LTD)

Required Consents; Authority. Except as would not impair in any material respect the ability of the such Selling Stockholder to consummate its obligations hereunder, all consents, approvals, authorizations, orders and qualifications necessary for the execution, delivery and performance by the such Selling Stockholder of this Agreement, and for the sale and delivery of the Repurchase Shares to be sold by the such Selling Stockholder hereunder, have been obtained; and the such Selling Stockholder has full right, power and authority to enter into, execute and deliver this Agreement and to sell, assign, transfer and deliver the Repurchase Shares to be sold by the such Selling Stockholder hereunder; this Agreement has been duly authorized, executed and delivered by or on behalf of the such Selling Stockholder.

Appears in 2 contracts

Samples: Share Repurchase Agreement (Leslie's, Inc.), Share Repurchase Agreement (AerSale Corp)

Required Consents; Authority. Except as would not impair in any material respect the ability of the Selling Stockholder to consummate its obligations hereunder, all consents, approvals, authorizations, orders and qualifications necessary for the execution, delivery and performance by the Selling Stockholder of this Agreement, and for the sale and delivery of the Repurchase Shares to be sold by the Selling Stockholder hereunder, have been obtained; and the Selling Stockholder has full right, power and authority to enter into, execute and deliver this Agreement and to sell, assign, transfer and deliver the Repurchase Shares to be sold by the Selling Stockholder hereunder; and this Agreement has been duly authorized, executed and delivered by or on behalf of the Selling Stockholder.

Appears in 1 contract

Samples: Share Repurchase Agreement (Sterling Check Corp.)

Required Consents; Authority. Except as would not impair in any material respect the ability of the Selling Stockholder to consummate its obligations hereunder, all All consents, approvals, authorizations, authorizations and orders and qualifications necessary for the execution, execution and delivery and performance by the Selling Stockholder of this Agreement, Agreement and for the sale and delivery of the Repurchase Shares to be sold by the Selling Stockholder hereunder, have been obtained, except that the Selling Stockholder gives no representation as to approvals that may be required under the Securities Act, state securities laws and the rules of National Association of Securities Dealers, Inc.; and the Selling Stockholder has full right, power and authority to enter into, execute and deliver into this Agreement and to sell, assign, transfer and deliver the Repurchase Shares to be sold by the Selling Stockholder hereunder; this Agreement has been duly authorized, executed and delivered by or on behalf of the Selling Stockholder.

Appears in 1 contract

Samples: Magellan Health Services Inc

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Required Consents; Authority. Except as would not impair in any material respect the ability of the Selling Stockholder to consummate its obligations hereunder, all All consents, approvals, authorizations, authorizations and orders and qualifications necessary for the execution, execution and delivery and performance by the Selling Stockholder of this Agreement, Agreement and for the sale and delivery of the Repurchase Shares to be sold by the Selling Stockholder hereunder, have been obtained; and the Selling Stockholder has full right, power and authority to enter into, execute and deliver into this Agreement and to sell, assign, transfer and deliver the Repurchase Shares to be sold by the Selling Stockholder hereunder; this Agreement has been duly authorized, executed and delivered by or on behalf the Selling Stockholder, except for such consents, approvals, authorization and orders as would not impair the consummation of the Selling Stockholder’s obligations hereunder.

Appears in 1 contract

Samples: Execution Version (Amkor Technology, Inc.)

Required Consents; Authority. Except as would not impair in any material respect the ability of the Selling Stockholder to consummate its obligations hereunder, all All consents, approvals, authorizations, authorizations and orders and qualifications necessary for the execution, execution and delivery and performance by the such Selling Stockholder of this Agreement, Agreement and for the sale and delivery of the Repurchase Shares to be sold by the such Selling Stockholder hereunder, have been obtained, except that the Selling Stockholders give no representation as to approvals that may be required under the Securities Act, state securities laws and the rules of National Association of Securities Dealers, Inc.; and the such Selling Stockholder has full right, power and authority to enter into, execute and deliver into this Agreement and to sell, assign, transfer and deliver the Repurchase Shares to be sold by the such Selling Stockholder hereunder; this Agreement has been duly authorized, executed and delivered by or on behalf of the such Selling Stockholder.

Appears in 1 contract

Samples: Magellan Health Services Inc

Required Consents; Authority. Except as would not impair in any material respect the ability of the Selling Stockholder to consummate its obligations hereunder, all All consents, approvals, authorizations, authorizations and orders and qualifications necessary for the execution, execution and delivery and performance by the such Selling Stockholder of this Agreement, Agreement and for the sale and delivery of the Repurchase Shares to be sold by the such Selling Stockholder hereunder, have been obtained; and the such Selling Stockholder has full right, power and authority to enter into, execute and deliver into this Agreement and to sell, assign, transfer and deliver the Repurchase Shares to be sold by such Selling Stockholder hereunder, except for such consents, approvals, authorizations and orders as would not reasonably be expected to impair in any respect the performance of the Selling Stockholder Stockholders’ obligations hereunder; this Agreement has been duly authorized, executed and delivered by or on behalf of the such Selling Stockholder.

Appears in 1 contract

Samples: Underwriting Agreement (Fender Musical Instruments Corp)

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