Legal Capacity; No Restrictions. The Buyer has full corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. All action required to authorize Buyer to enter into this Agreement and to carry out the transactions contemplated hereby has been properly taken; and this Agreement constitutes the legal, valid and binding obligation of the Buyer, enforceable in accordance with its terms. The execution, delivery and performance of this Agreement by Buyer in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any Encumbrance pursuant to, or require the consent of any third party or governmental authority pursuant to (a) any provision of the Buyer's respective certificate of incorporation or by-laws, as currently amended and in effect or (b) any franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, regulation, order, judgment or decree to which Buyer is a party or by which it (or any of its assets, properties, operations or business) may be bound, subject to or affected.
Legal Capacity; No Restrictions. Mexco has the legal capacity, power and authority to execute, deliver and perform this Agreement and the Ancillary Documents, and to consummate the transactions contemplated hereby. All corporate acts required to be taken by Mexco to enter into this Agreement and to carry out the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of Mexco. This Agreement constitutes the legal, valid and binding obligations of Mexco enforceable in accordance with its terms subject to (i) bankruptcy, insolvency or other similar laws now or hereafter in effect relating to creditors' rights generally, and (ii) equitable principles of law.
Legal Capacity; No Restrictions. Except as set forth on Schedule 2.1, the Company and Xxxxxxxxxx each have full legal capacity, power and authority to execute and deliver this Agreement and all other agreements, certificates and documents executed or delivered, or to be executed or delivered by the Company and Xxxxxxxxxx in connection herewith, and to perform the obligations hereunder. All acts required to be taken by the Company and Xxxxxxxxxx to enter into this Agreement and to carry out the transactions contemplated hereby have been properly taken; and this Agreement constitutes a legal, valid and binding obligation of the Company and Xxxxxxxxxx enforceable in accordance with its terms subject to (a) bankruptcy, insolvency or other similar laws now or hereafter in effect relating to creditors' rights generally and (b) equitable principles of law. The execution, delivery and performance of this Agreement by the Company and Xxxxxxxxxx in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any encumbrance pursuant to, or require the consent of any third party or governmental authority under the laws of the United States of America and any of its states, or under the laws of the Republic of Mexico and any of its states pursuant to any material franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any statute, law, ordinance, rule of regulation, or any order, writ, injunction, judgment, plan or decree of any court, arbitrator, department, commission, board, bureau, agency, authority, instrumentality or other body, whether federal, state or municipal in the United States of America, or foreign including, but not limited to, the Republic of Mexico and its states to which the Sellers are a party or by which the Sellers (or any of their assets, properties, operations or businesses) may be bound, subject to or affected.
Legal Capacity; No Restrictions. Except as set forth on Schedule 3.1 of this Agreement, DCICV has full legal capacity, power and authority to execute and deliver this Agreement and all other agreements, certificates and documents executed or delivered, or to be executed or delivered, by DCICV in connection herewith and to perform the obligations hereunder. All acts required to be taken by DCICV to enter into this Agreement and to carry out the transactions contemplated hereby have been properly taken; and this Agreement constitutes a legal, valid and binding obligation of the Company, enforceable in accordance with its terms subject to (a) bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally and (b) equitable principles of law. The execution, delivery and performance of this Agreement by DCICV in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any encumbrance pursuant to, or require the consent of any third party or governmental authority, whether domestic under the laws of the United States of America and any of its states, or foreign, under the laws of the Turks and Caicos Islands, pursuant to (a) any provision of the formation documents, as now in effect, or by-laws, as now in effect, of DCICV, or (b) any material franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, ordinance, regulation, order, judgment or decree to which DCICV is a party or by which either of them (or any of their assets, properties, operations or businesses) may be bound, subject to or affected.
Legal Capacity; No Restrictions. The Purchaser has full corporate power and authority to execute and deliver this Agreement and all other agreements, certificates and documents executed or delivered, or to be executed or delivered, by the Company in connection herewith (the "Purchaser Documents") and to perform the obligations hereunder, and to perform each of the obligations hereunder. All action required to authorize the Purchaser to enter into this Agreement and to carry out the transactions contemplated hereby has been properly taken; and this Agreement constitutes the legal, valid and binding obligation of each member of the Purchaser, enforceable in accordance with its terms. The execution, delivery and performance of this Agreement and the Purchaser Documents by the Purchaser in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any encumbrance pursuant to, or require the consent of any third party or governmental authority pursuant to (a) any provision of the Purchaser's certificate of incorporation or by-laws, as currently amended and in effect, (b) any material franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, regulation, order, judgment or decree to which either member of the Purchaser is a party or by which it (or any of its assets, properties, operations or business) may be bound, subject to or affected.
Legal Capacity; No Restrictions. The Company has the full legal capacity, corporate power and authority to execute and deliver this Agreement and to perform the obligations hereunder. All acts required to be taken by the Company and the Shareholders to enter into this Agreement and to carry out the transactions contemplated hereby have been properly taken; and this Agreement constitutes a legal, valid and binding obligation of the Company and the Shareholders, enforceable in accordance with its terms subject to (a) bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally and (b) equitable principles of law. The execution, delivery and performance of this Agreement by the Company and the Shareholders in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any Encumbrance (as hereinafter defined) pursuant to, or require the consent of any third party or governmental authority pursuant to (a) any provision of the Articles of Incorporation, as now in effect, or By-laws, as now in effect, of the Company, or (b) any material franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, regulation, order, judgment or decree to which the Company or the Shareholders are a party or by which either of them (or any of their assets, properties, operations or businesses) may be bound, subject to or affected.
Legal Capacity; No Restrictions. Each of the Buyer and the Merger Subsidiary has full corporate power and authority to execute and deliver this Agreement and to perform each of the obligations hereunder. All action required to authorize each of the Buyer and the Merger Subsidiary to enter into this Agreement and to carry out the transactions contemplated hereby has been properly taken; and this Agreement constitutes the legal, valid and binding obligation of the Buyer and the Merger Subsidiary, enforceable in accordance with its terms. The execution, delivery and performance of this Agreement by the Buyer and the Merger Subsidiary in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any Encumbrance pursuant to, or require the consent of any third party or governmental authority pursuant to (a) any provision of the Buyer's Articles of Incorporation or By-laws, as currently amended and in effect, (B) any provision of the Merger Subsidiary's Articles of Incorporation or By-laws, as currently amended and in effect or (c) any franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, regulation, order, judgment or decree to which either the Buyer or the Merger Subsidiary is a party or by which it (or any of its assets, properties, operations or business) may be bound, subject to or affected.
Legal Capacity; No Restrictions. The Shareholder has full legal capacity, power and authority to execute and deliver this Agreement and to perform his obligations hereunder. All acts required to be taken by the Shareholder to enter into this Agreement and to carry out the transactions contemplated hereby have been properly taken; and this Agreement constitutes a legal, valid and binding obligation of the Shareholder, enforceable in accordance with its terms. The execution, delivery and performance of this Agreement by the Shareholder in accordance with its terms will not, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any Encumbrance pursuant to, or require the consent of any third party or governmental authority pursuant to (a) any provision of the certificate of incorporation, as now in effect, or by-laws, as now in effect, of the Company, or (b) any material franchise, mortgage, indenture or deed of trust or any material lease, license or other agreement or any law, regulation, order, judgment or decree to which the Shareholder or the Company is a party or by which either of them (or any of their assets, properties, operations or businesses) may be bound, subject to or affected.
Legal Capacity; No Restrictions. (a) Xxxxxxxxxx has the full legal capacity, power and authority to execute, deliver and perform this Agreement, the Deposit Agreement and any and all other agreements, certificates and documents executed or delivered, or to be reasonably executed or delivered by Xxxxxxxxxx in connection herewith (collectively, the "Ancillary Documents"), and to consummate the transactions contemplated hereby or therewith. This Agreement constitutes a legal, valid and binding obligation of Xxxxxxxxxx enforceable in accordance with the terms established herein, subject to (i) bankruptcy, insolvency or other similar laws now or hereafter in effect relating to creditors' rights generally, and (ii) equitable principles of law; and
Legal Capacity; No Restrictions. Las Americas Broadband has the full legal capacity, power and authority to execute, deliver and perform this Agreement and the Ancillary Documents, and to consummate the transactions contemplated hereby and thereby. All acts required to be taken by Las Americas Broadband to enter into this Agreement and to carry out the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of Las Americas Broadband, and this Agreement constitutes a legal, valid and binding obligation of Las Americas Broadband enforceable in accordance with its terms subject to (1) bankruptcy, insolvency or other similar laws now or hereafter in effect relating to creditors' rights generally, and (ii) equitable principles of law.
