Common use of Authority, Execution and Enforceability Clause in Contracts

Authority, Execution and Enforceability. The execution, delivery and performance of this Agreement and the Purchaser Ancillary Documents and the consummation of the transactions contemplated by this Agreement and the Purchaser Ancillary Documents have been duly authorized by all necessary corporate action on the part of the Purchaser and the Parent. This Agreement and each other certificate, agreement, document or instrument to be executed and delivered by the Purchaser or the Parent in connection with the transactions contemplated by this Agreement (the "PURCHASER ANCILLARY DOCUMENTS") have been duly executed and delivered by the Purchaser and/or the Parent (as the case may be), and constitutes the valid and legally binding agreements of the Purchaser and/or Parent (as the case may be), enforceable against the Purchaser and/or the Parent (as the case may be) in accordance with their respective terms, except to the extent enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer or other similar laws of general applicability relating to or affecting the enforcement of creditors' rights and by the effect of general principles of equity (regardless of whether enforceability is considered in a proceeding in equity or at law).

Authority, Execution and Enforceability. The Purchaser's and Parent's execution, delivery and performance of this Agreement and the Purchaser Ancillary Documents and the their consummation of the transactions contemplated by this Agreement and the Purchaser Ancillary Documents have been duly authorized by all necessary corporate action on the part of the Purchaser and the Parent. This Agreement and each other certificate, agreement, document or instrument to be executed and delivered by the Purchaser or the Parent in connection with at the transactions contemplated by this Agreement Closing (the "PURCHASER ANCILLARY DOCUMENTS") have been been, or will be, duly executed and delivered by the Purchaser and/or the Parent (as the case may be), and constitutes constitutes, or will constitute, the valid and legally binding agreements of the Purchaser and/or Parent (as the case may be), enforceable against the Purchaser and/or the Parent (as the case may be) in accordance with their respective terms, except to the extent enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer or other similar laws of general applicability relating to or affecting the enforcement of creditors' rights and by the effect of general principles of equity (regardless of whether enforceability is considered in a proceeding in equity or at law).