Common use of Authorization and Enforceability of Agreement Clause in Contracts

Authorization and Enforceability of Agreement. Focus Media has the full legal right and all requisite power and authority to execute and deliver this Agreement and each Contract, document or certificate contemplated by this Agreement or to be executed and delivered in connection with the consummation of the transactions contemplated by this Agreement (the “Focus Media Documents”) and to consummate the transactions contemplated hereby and thereby. The execution and delivery by Focus Media of this Agreement and the Focus Media Documents, and the consummation of the transactions contemplated hereby and thereby, have been duly authorized by all requisite action on the part of Focus Media, and no additional corporate or shareholder authorization or consent is or will be required in connection with the execution, delivery and performance by Focus Media of this Agreement or the Focus Media Documents or the consummation of the transactions contemplated hereby and thereby. This Agreement has been, and each of the Focus Media Documents will be at or prior to the Closing, duly executed and delivered by Focus Media, and (assuming the due authorization, execution and delivery by the other parties hereto and thereto) this Agreement constitutes, and the Focus Media Documents when so executed and delivered will constitute, valid and binding obligations of Focus Media, enforceable against Focus Media in accordance with their respective terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and similar Laws affecting creditors’ rights and remedies generally, and to general principles of equity.