Common use of Validity and Enforceability Clause in Contracts

Validity and Enforceability. This Agreement has been duly authorized, executed and delivered by Seller and constitutes and the other agreements and instruments to be executed and delivered hereunder by Seller, when executed and delivered by Seller, will constitute, legal, valid and binding obligations of Seller enforceable against Seller in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting the enforcement of creditors' rights generally or by general equitable principles.

Appears in 3 contracts

Sources: Contribution Agreement (Health & Retirement Properties Trust), Purchase Agreement (Carlyle Real Estate LTD Partnership X), Purchase Agreement (Carlyle Real Estate LTD Partnership Ix)

Validity and Enforceability. This Agreement has been duly authorized, executed Assuming the valid execution and delivered delivery by Seller and constitutes and the other agreements parties hereto and thereto, this Agreement is, and each of the other agreements, instruments and documents to be executed and delivered hereunder by Seller, such Seller as contemplated hereby will be when executed and delivered by such Seller, will constitute, legal, the valid and binding obligations of Seller such Seller, enforceable against such Seller in accordance with their respective terms, except as enforceability may be limited by subject, however, to applicable bankruptcy, insolvency, reorganization, moratorium or insolvency and other laws relating to or affecting the enforcement rights and remedies of creditors' rights generally or by creditors and to general equitable principles.

Appears in 2 contracts

Sources: Stock Purchase Agreement, Stock Purchase Agreement (Esterline Technologies Corp)

Validity and Enforceability. This Agreement has been duly authorized, executed and delivered by Seller Buyer and constitutes and the other agreements and instruments to be executed and delivered hereunder by SellerBuyer, when executed and delivered by SellerBuyer, will constitute, legal, valid and binding obligations of Seller Buyer enforceable against Seller Buyer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting the enforcement of creditors' rights generally or by general equitable principles.

Appears in 2 contracts

Sources: Contribution Agreement (Health & Retirement Properties Trust), Purchase Agreement (Carlyle Real Estate LTD Partnership Ix)

Validity and Enforceability. This Agreement has been duly authorizedis, executed and delivered by Seller and constitutes and each of the other agreements agreements, instruments and instruments to documents of Seller contemplated hereby will be executed and delivered hereunder by Seller, when executed and delivered by Seller, will constitute, legal, the valid and binding obligations obligation of Seller enforceable against Seller it in accordance with their respective its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or and other laws relating to or of general application affecting the enforcement of creditors' rights generally generally, and by laws related to the availability of specific performance, injunctive relief or by general other equitable principlesremedies.

Appears in 2 contracts

Sources: Securities Purchase Agreement, Securities Purchase Agreement (Landauer Inc)

Validity and Enforceability. This Agreement has and all related documents have been duly authorized, executed and delivered by Seller and constitutes Company and the other agreements and instruments to be executed and delivered hereunder by Seller, when executed and delivered by Seller, will constitute, constitute legal, valid and binding obligations of Seller and Company enforceable against Seller in accordance with their respective terms, except as enforceability the same may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other the laws relating to or affecting the enforcement of creditors' rights generally or by generally, and the application of general equitable principlesprinciples of equity.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Denali Inc), Stock Purchase Agreement (Denali Inc)

Validity and Enforceability. This Agreement has been duly authorized, executed and delivered by Seller and constitutes and the other agreements and instruments to be executed and delivered hereunder by Seller, when executed and delivered by Seller, will constitute, legal, is valid and binding obligations of Seller enforceable against Seller in accordance with their respective its terms, except as enforceability enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium insolvency or other laws relating to or affecting the enforcement rights of creditors' rights generally creditors generally. The execution, delivery and performance of this Agreement by Seller does not violate any law or by general equitable principlesrule or regulation or give rise to a cause of action in favor of any person which will result in any liability to any of the Parties.

Appears in 2 contracts

Sources: Manufacturing Sales Agreement, Manufacturing Sales Agreement (Natural Alternatives International Inc)

Validity and Enforceability. This Agreement has been duly authorizedis, executed and delivered by Seller and constitutes and each of the other agreements agreements, instruments and instruments to documents contemplated hereby will be executed and delivered hereunder by Seller, when executed and delivered by Seller, will constitute, legal, the valid and binding obligations obligation of Seller Seller, enforceable against Seller in accordance with their respective its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or and other laws relating to or of general application affecting the enforcement of creditors' rights generally or generally, by general equitable principlesprinciples and by laws related to the availability of specific performance, injunctive relief or other equitable remedies.

Appears in 2 contracts

Sources: Securities Purchase Agreement, Securities Purchase Agreement (Gsi Group Inc)

Validity and Enforceability. This Agreement has been duly authorizedis, executed and delivered by Seller and constitutes and each of the other agreements agreements, instruments and instruments to documents of such Seller contemplated hereby will be executed and delivered hereunder by Seller, when executed and delivered by such Seller, will constitute, legal, the valid and binding obligations of Seller such Seller, enforceable against such Seller in accordance with their respective terms, except as enforceability may be limited by subject, however, to applicable bankruptcy, insolvency, reorganization, moratorium or insolvency and other laws relating to or Laws affecting the enforcement rights and remedies of creditors' rights generally or by creditors and to general equitable principles.

Appears in 1 contract

Sources: Merger Agreement (GateHouse Media, Inc.)

Validity and Enforceability. This Agreement has been duly authorized, executed and delivered by Seller and constitutes constitutes, and the other agreements and instruments to be executed and delivered hereunder by Seller, when executed and delivered by Seller, will have been duly authorized, executed and delivered and will constitute, legal, valid and binding obligations of Seller enforceable against Seller in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting the enforcement of creditors' rights generally or by general equitable principles.

Appears in 1 contract

Sources: Purchase Agreement (Mid America Apartment Communities Inc)

Validity and Enforceability. This Agreement has been duly authorized, executed and delivered by Seller and when delivered constitutes and the other agreements and instruments to be executed and delivered hereunder by Seller, when executed and delivered by Seller, will constitute, a legal, valid and binding obligations obligation of Seller Seller, enforceable by Purchaser against Seller in accordance with their respective termsits terms and conditions, except as enforceability the enforcement hereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting the enforcement of limiting creditors' rights generally or by general equitable principlesprinciples of equity, regardless of whether such enforceability is considered in a proceeding at law or in equity.

Appears in 1 contract

Sources: Stock Purchase Agreement (Idaho General Mines Inc)

Validity and Enforceability. This Agreement has been duly authorizedis, executed and delivered by Seller and constitutes and each of the other agreements agreements, instruments and instruments to documents of the Seller contemplated hereby will be executed and delivered hereunder by Seller, when executed and delivered by the Seller, will constitute, legal, the valid and binding obligations of the Seller enforceable against the Seller in accordance with their respective its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or and other laws relating to or of general application affecting the enforcement of creditors' rights generally generally, and by laws related to the availability of specific performance, injunctive relief or by general other equitable principlesremedies.

Appears in 1 contract

Sources: Securities Purchase Agreement (TreeHouse Foods, Inc.)

Validity and Enforceability. This Agreement has and all related documents have been duly authorized, executed and delivered by Seller and constitutes Company and the other agreements and instruments to be executed and delivered hereunder by Seller, when executed and delivered by Seller, will constitute, constitute legal, valid and binding obligations of Seller enforceable against Seller in accordance with their respective terms, except as enforceability the same may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other the laws relating to or affecting the enforcement of creditors' rights generally or by generally, and the application of general equitable principlesprinciples of equity.

Appears in 1 contract

Sources: Stock Purchase Agreement (Denali Inc)