Common use of Binding Nature of Agreements Clause in Contracts

Binding Nature of Agreements. (a) Buyer has full power and authority to execute and deliver this Agreement and each other Transaction Document to which it is a party and to consummate the Contemplated Transactions. The execution and delivery of this Agreement and each other Transaction Document to which it is a party and the consummation of the Contemplated Transactions to which Buyer is a party have been duly and validly authorized and approved by Buyer's board of directors and no other corporate proceedings on the part of Buyer are necessary to authorize the execution and delivery by Buyer of this Agreement or any other Transaction Document to which Buyer is a party or the consummation of the Contemplated Transactions to which Buyer is a party. (b) This Agreement and the other Transaction Documents to which Buyer is a party have been duly and validly executed and delivered by Buyer and (assuming the valid execution and delivery thereof by the other parties hereto) constitute the legal, valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms, except as such obligations and their enforceability may be limited by applicable bankruptcy and other similar Laws affecting the enforcement of creditors' rights generally and except that the availability of equitable remedies is subject to the discretion of the court before which any proceeding therefor may be brought (whether at law or in equity).

Binding Nature of Agreements. (a) Buyer Each of Seller and Transtech has full power power, capacity and authority to execute and deliver this Agreement and each other Transaction Document to which it is a party and to consummate the transactions contemplated hereby and thereby (the "Contemplated Transactions"). The execution and delivery of this Agreement and each other Transaction Document to which it Seller or Transtech is a party and the consummation of the Contemplated Transactions to which Buyer Seller or Transtech is a party have been duly and validly authorized by Seller and approved by Buyer's board the Board of directors and Directors of Transtech and, except for obtaining the consent of holders of the stock of Transtech, no other corporate proceedings on the part of Buyer Seller or Transtech (or any other person) are necessary to authorize the execution and delivery by Buyer Seller or Transtech of this Agreement or any other Transaction Document to which Buyer Seller or Transtech is a party or the consummation of the Contemplated Transactions to which Buyer Seller or Transtech is a party. (b) This Agreement and the other Transaction Documents to which Buyer Seller or Transtech is a party have been duly and validly executed and delivered by Buyer Seller and Transtech, and (assuming the valid execution and delivery thereof by the other parties heretothereto) constitute the legal, valid and binding agreements of Buyer, Seller and Transtech enforceable against Buyer them in accordance with their respective terms, terms except as such obligations and their enforceability may be limited by applicable bankruptcy and other similar Laws affecting the enforcement of creditors' rights generally and except that the availability of equitable remedies is subject to the discretion of the court before which any proceeding therefor may be brought (whether at law or in equity).