Authority to Buy. The Purchaser has all requisite power and authority to execute, deliver, and perform this Agreement. All necessary proceedings of the Purchaser have been duly taken to authorize the execution, delivery, and performance of this Agreement by the Purchaser. This Agreement has been duly authorized, executed, and delivered by the Purchaser, is the legal, valid, and binding obligation of the Purchaser, and is enforceable against the Purchaser in accordance with its terms.
Authority to Buy. This Agreement has been approved by Buyer's Board of Directors and that Buyer has full power and authority to both execute and perform this contract.
Authority to Buy. The Purchaser has all requisite power and authority to execute, deliver, and perform this Agreement and each of the other Operative Documents to which it is or is to be a party. All necessary proceedings of the Purchaser have been duly taken to authorize the execution, delivery, and performance of this Agreement and each of the other Operative Documents to which the Purchaser is or is to be a party by the Purchaser. This Agreement and each of the Operative Documents to which the Purchaser is a party has been duly authorized, executed, and delivered by the Purchaser, is the legal, valid, and binding obligation of the Purchaser, and is enforceable against the Purchaser in accordance with its terms.
Authority to Buy. Buyer have full right, power and authority to buy the Company and deliver the Stock to the Seller in accordance with the terms of this Agreement, and otherwise to consummate and close the transaction provided for in this Agreement in the manner and upon the terms herein specified.
Authority to Buy. 18 Section 3.3
Authority to Buy. Such Purchaser, if an entity, has all requisite power and authority to execute, deliver, and perform this Agreement; all necessary proceedings of such Purchaser have been duly taken to authorize the execution, delivery, and performance of this Agreement by such Purchaser; and this Agreement has been duly executed and delivered by such Purchaser, is the legal, valid, and binding obligation of such Purchaser, and is enforceable as to such Purchaser in accordance with its terms. Such Purchaser, if an individual, has reached the age of majority in the jurisdiction in which he resides; is a bona fide resident of the jurisdiction contained in the address set forth on Schedule 1.2; is legally competent to execute this Agreement; and does not intend to change residence to another jurisdiction.
Authority to Buy. 4 3.03 Capitalization........................................................4 3.04
Authority to Buy. The Purchaser has all requisite power and authority to execute, deliver, and perform this Agreement. All necessary corporate proceedings of the Purchaser have been duly taken by the Purchaser to authorize the execution, delivery, and performance of this Agreement. This Agreement has been duly authorized, executed, and delivered by the Purchaser, is the legal, valid, and binding obligation of the Purchaser, and is enforceable as to the Purchaser in accordance with its terms, subject to applicable bankruptcy, insolvency, and other laws affecting creditors' rights generally. Except as set forth in Article VII, no consent, authorization, approval, order, license, certificate, or permit of or from, or declaration or filing with, any federal, state, local, or other governmental authority or any court or other tribunal is required by Purchaser or any Purchaser Subsidiary for the execution, delivery, or performance by Purchaser of this Agreement. No consent of any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which Purchaser or any Purchaser Subsidiary is a party, or to which it or any of its respective business, properties, or assets are subject, is required for the execution, delivery, or performance of this Agreement to; and the execution, delivery, and performance of this Agreement will not violate, result in breach of, conflict with, or (with or without the giving of notice or the passage of time or both) entitle any party to terminate or call a default under, entitle any party to rights and privileges that such party was not receiving or entitled to receive immediately before this Agreement was executed under, or create any obligation on the part of Purchaser or any Purchaser Subsidiary that it was not paying or obligated to pay immediately before this Agreement was executed under, any term of any such contract, agreement, instrument, lease, license, arrangement, or understanding, or (if the conditions in Article VII are satisfied) violate or result in a breach of any term of the certificate of incorporation (or other charter document) or by-laws of Purchaser or any Purchaser Subsidiary, or violate, result in a breach of, or conflict with any law, rule, regulation, order, judgment, or decree binding on Purchaser or any Purchaser Subsidiary or to which it or any of its respective businesses, properties, or assets are subject.
Authority to Buy. Each of the Purchaser and HEcom has all requisite power and authority to execute, deliver, and perform each of the Transaction Agreements to which it is or shall be party. All necessary corporate proceedings of the Purchaser and HEcom have been duly taken by the Purchaser and HEcom to authorize the execution, delivery, and performance of the Transaction Agreements to which the Purchaser and HEcom, respectively, are or shall be party. This Agreement has been duly authorized, executed, and delivered by the Purchaser and HEcom, is the legal, valid, and binding obligation of the Purchaser and XX.xxx, and is enforceable as to them in accordance with its terms, subject to applicable bankruptcy, insolvency, and other laws affecting creditors' rights generally. Each of the Transaction Agreements other than this Agreement has been duly authorized by such of the Purchaser and HEcom as are to be party thereto, and, at the Closing, will be duly executed and delivered by such of the Purchaser and HEcom as are party to be thereto, and shall be the legal, valid, and binding obligation of the Purchaser, HEcom, or the Purchaser and HEcom, as applicable, and shall be enforceable as to them in accordance with its respective terms. Except as set forth in Sections 6.09 and 6.10, no consent, authorization, approval, order, license, certificate, or permit of or from, or declaration or filing with, any federal, state, local, or other governmental authority or any court or other tribunal is required by Purchaser or any Purchaser Subsidiary for the execution, delivery, or performance by Purchaser or HEcom of any Transaction Agreement to which it is or shall be party. No consent of any party to any contract, agreement, instrument, lease, license, arrangement, or understanding to which Purchaser or any Purchaser Subsidiary is a party, or to which it or any of its respective business, properties, or assets are subject, is required for the execution, delivery, or performance of any Transaction Agreement to which Purchaser or HEcom is or shall be a party (except such consents referred to in Schedule 3.03); and the execution, delivery, and performance of the Transaction Agreements will not (if the consents referred to in Schedule 3.03 are obtained prior to the Closing) violate, result in breach of, conflict with, or (with or without the giving of notice or the passage of time or both) entitle any party to terminate or call a default under, entitle any party to rights and privileges that ...
