Common use of Authorization of Agreement and Enforceability Clause in Contracts

Authorization of Agreement and Enforceability. The Shareholders and Seller have the full capacity, power and authority to enter into this Agreement and the Ancillary Agreements and to consummate the transactions contemplated hereby and thereby and to comply with the terms, conditions and provisions hereof and hereof. This Agreement and the Ancillary Agreements have been duly authorized, executed and delivered by the Shareholders and Seller and are legal, valid and binding obligations of the Shareholders and Seller, enforceable against each of them in accordance with their terms. No notices to, declaration, filing or registration with, approvals or consents of, or assignments by, any Persons (including Governmental Authorities) are necessary to be made or obtained by the Shareholders or Seller in connection with the execution, delivery or performance by the Shareholders or Seller of this Agreement or the Ancillary Agreements provided the Permits are not transferred from the Seller. This Agreement constitutes, and the Ancillary Agreements when executed will constitute, legal, valid and binding obligations of Seller and the Shareholders, enforceable against them in accordance with their terms.

Authorization of Agreement and Enforceability. The Shareholders Members and Seller have the full capacity, power and authority to enter into this Agreement and the Ancillary Agreements and to consummate the transactions contemplated hereby and thereby and to comply with the terms, conditions and provisions hereof and hereof. This Agreement and the Ancillary Agreements have been duly authorized, executed and delivered by the Shareholders Members and Seller and are legal, valid and binding obligations of the Shareholders Members and Seller, enforceable against each of them in accordance with their terms. No notices to, declaration, filing or registration with, approvals or consents of, or assignments by, any Persons (including Governmental Authorities) are necessary to be made or obtained by the Shareholders Members or Seller in connection with the execution, delivery or performance by the Shareholders Members or Seller of this Agreement or the Ancillary Agreements provided the Permits are not transferred from the SellerAgreements. This Agreement constitutes, and the Ancillary Agreements when executed will constitute, legal, valid and binding obligations of Seller and the ShareholdersMembers, enforceable against them in accordance with their terms.