Binding Power Clause Samples
The Binding Power clause establishes the legal authority of the agreement, making its terms and obligations enforceable on all parties involved. In practice, this clause ensures that once the contract is signed, each party is legally required to follow its provisions, and may also specify that successors or assigns are similarly bound. Its core function is to guarantee that the agreement is not merely a statement of intent, but a legally binding commitment, thereby providing certainty and enforceability for all parties.
Binding Power. This Agreement shall inure to the benefit of and shall be binding upon the Foundation, the Supplier and any successor and assign thereto; subject, however, to the limitations contained herein.
Binding Power. The Company Indemnitors shall be bound by all actions taken by the Stockholders’ Agent in its capacity thereof pursuant to the authority granted in Sections 10.1(a) and (b). The Stockholders’ Agent shall at all times act in its capacity as Stockholders’ Agent in a manner that the Stockholders’ Agent believes to be in the best interest of the Company Indemnitors. Neither the Stockholders’ Agent nor any of its directors, officers, agents or employees, if any, shall be liable to any Person for any error of judgment, or any action taken, suffered or omitted to be taken under this Agreement, except in the case of its gross negligence, bad faith or willful misconduct. The Stockholders’ Agent may consult with legal counsel, independent public accountants and other experts selected by it. The Stockholders’ Agent shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement. Each Eligible Stockholder shall indemnify, defend and hold harmless and reimburse the Stockholders’ Agent from and against any and all liabilities, losses, Damages, claims, costs or expenses (including the fees and expenses of counsel and experts and their staffs and all expense of document location, duplication and shipment) (collectively, “Agent Losses”) suffered or incurred by the Stockholders’ Agent arising out of or in connection with the Stockholders’ Agent’s execution and performance of this Agreement or any action taken or omitted to be taken by the Stockholders’ Agent under this Agreement, in each case as such Agent Loss is suffered or incurred; provided, that in the event that any such Agent Loss is finally adjudicated to have been primarily caused by the gross negligence, bad faith or willful misconduct of the Stockholders’ Agent, the Stockholders’ Agent will reimburse the Company Indemnitors the amount of such indemnified Agent Losses attributable to such gross negligence, bad faith or willful misconduct. If not paid directly to the Stockholders’ Agent by the Company Indemnitors, any such Agent Losses may be recovered by the Stockholders’ Agent from the shares in the Escrow Amount at such time as remaining amounts would otherwise be distributable to the Company Indemnitors; provided, that while this section allows the Stockholders’ Agent to be paid from the Escrow Amount, this does not relieve the Company Indemnitors from their obligation to promptly pay such Agent Losses as they are suffered or ...
Binding Power. The covenants, obligations, undertakings, rights and obligations of this Agreement shall be binding upon and shall inure to the benefit of the respective parties and their respective heirs, successors, legal representatives and permitted assigns.
Binding Power. Each person executing this Lease warrants and represents that he or she is duly authorized to execute this Lease on behalf of Lessor or Lessee.
Binding Power. All powers of the Company shall be exercised by or under the authority of the Board of Directors. Decisions of the Board of Directors within its scope of authority shall be binding upon the Company and each Member.