Common use of Transaction Agreements Clause in Contracts

Transaction Agreements. This Agreement, the Merger Agreement, the Warrants, the Registration Rights Agreement (as defined below), the Lock-Up Agreements (as defined below) the Escrow Agreement, and the Series A Certificate of Designation (collectively, the "Primary Documents"), and the transactions contemplated hereby and thereby, have been duly and validly authorized by the Company; this Agreement has been duly executed and delivered by the Company and this Agreement is, and the other Primary Documents, when executed and delivered by the Company, will each be, a valid and binding agreement of the Company, enforceable in accordance with their respective terms, except to the extent that enforcement of each of the Primary Documents may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws now or hereafter in effect relating to creditors' rights generally and to general principles of equity.

Transaction Agreements. This Agreement, the Merger AgreementSeries A Certificate of Designation, the Warrants, the Registration Rights Agreement (as defined below), the Lock-Up Agreements (as defined below) the Escrow Agreement), and the Series A Certificate of Designation Stockholders’ Agreement (as defined below) (collectively, the "“Primary Documents"”), and the transactions contemplated hereby and thereby, have been duly and validly authorized by the Company; this Agreement has been duly executed and delivered by the Company and this Agreement is, and the other Primary Documents, when executed and delivered by the Company, will each be, a valid and binding agreement of the Company, enforceable in accordance with their respective terms, except to the extent that enforcement of each of the Primary Documents may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws now or hereafter in effect relating to creditors' ’ rights generally and to general principles of equity.

Transaction Agreements. This Agreement, the Merger AgreementSeries A Certificate of Designation, the Warrants, the Registration Rights Agreement (as defined below), the Lock-Up Agreements (as defined below) the Escrow Agreement), and the Series A Certificate of Designation Stockholders' Agreement (as defined below) (collectively, the "Primary Documents"), and the transactions contemplated hereby and thereby, have been duly and validly authorized by the Company; this Agreement has been duly executed and delivered by the Company and this Agreement is, and the other Primary Documents, when executed and delivered by the Company, will each be, a valid and binding agreement of the Company, enforceable in accordance with their respective terms, except to the extent that enforcement of each of the Primary Documents may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws now or hereafter in effect relating to creditors' rights generally and to general principles of equity.

Transaction Agreements. This Agreement, the Merger Registration Rights Agreement, the Warrantsform of which is attached hereto as Exhibit D (the “Registration Rights Agreement”) and the Escrow Agreement (together with this Agreement, the Warrants and the Registration Rights Agreement (as defined below)Agreement, the Lock-Up Agreements (as defined below) the Escrow Agreement, and the Series A Certificate of Designation (collectively, the "“Primary Documents"Agreements”), and the transactions contemplated hereby and thereby, have been duly and validly authorized by the Company; , this Agreement has been duly executed and delivered by the Company and this Agreement is, and the other Primary DocumentsAgreements, when executed and delivered by the Company, will each be, a be valid and binding agreement agreements of the Company, enforceable in accordance with their respective terms, except to the extent that enforcement of each of the Primary Documents Agreements may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws now or hereafter in effect relating to creditors' ’ rights generally and to general principles of equity.

Transaction Agreements. This Agreement, the Merger AgreementAmended Articles, the Warrants, the Registration Rights Shareholders’ Agreement (as defined below), the LockNon-Up Agreements Compete Agreement (as defined below), the Escrow Agreement (as defined below) the Escrow Agreement, and the Series A Certificate of Designation Lock-up Agreements (collectivelyas defined below)(collectively, the "“Primary Company Documents"”), and the transactions contemplated hereby and thereby, have been duly and validly authorized by the Company; this Agreement has . The Primary Agreements have been duly executed and delivered by the Company and this Agreement is, and the other Primary Documentsand, when executed and delivered by the Company, each of the Primary Company Documents will each be, be a valid and binding agreement of the Company, enforceable in accordance with their respective terms, except to the extent that enforcement of each of the Primary Documents may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws now or hereafter in effect relating to creditors' ’ rights generally and to general principles of equity.

Transaction Agreements. This Agreement, the Merger Registration Rights Agreement, the Warrantsform of which is attached hereto as Exhibit E (the “Registration Rights Agreement” and together with this Agreement, the Registration Rights Agreement (as defined below)Notes the Warrants and the Floating Charge Agreement, the Lock-Up Agreements (as defined below) the Escrow Agreement, and the Series A Certificate of Designation (collectively, the "“Primary Documents"”), and the transactions contemplated hereby and thereby, have been duly and validly authorized by the Company; , this Agreement has been duly executed and delivered by the Company and this Agreement is, and the other Primary Documents, when executed and delivered by the Company, will each be, a be valid and binding agreement agreements of the Company, enforceable in accordance with their respective terms, except to the extent that enforcement of each of the Primary Documents may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws now or hereafter in effect relating to creditors' ’ rights generally and to general principles of equity.

Transaction Agreements. This Agreement, the Merger AgreementSeries A Certificate of Designation, the Warrants, the Registration Rights Agreement (as defined below), the Lock-Up Agreements (as defined below) the Escrow Agreement), and the Series A Certificate of Designation Stockholders' Agreement (as defined below) (collectively, the "Primary Documents"), and the ------------------ transactions contemplated hereby and thereby, have been duly and validly authorized by the Company; this Agreement has been duly executed and delivered by the Company and this Agreement is, and the other Primary Documents, when executed and delivered by the Company, will each be, a valid and binding agreement of the Company, enforceable in accordance with their respective terms, except to the extent that enforcement of each of the Primary Documents may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws now or hereafter in effect relating to creditors' rights generally and to general principles of equity.