Common use of Enforceability and Authority Clause in Contracts

Enforceability and Authority. This Agreement and the other documents and instruments executed by each of the Sellers and/or Parent and/or each of the Named Individuals in connection herewith (collectively, the "Operative Documents," including, without limitation, this Agreement) to which it is a party have been duly executed and delivered by each of the Sellers and constitute a legal, valid and binding obligation of each of the Sellers, enforceable against each of the Sellers in accordance with their respective terms. Each of the Sellers has full power, capacity and authority (both legal and corporate) to execute and deliver this Agreement and the Operative Documents, and to perform its obligations hereunder and thereunder, and all required approvals of the Board of Directors of each of the Sellers and the shareholders of each Seller have been duly and properly obtained. No other corporate action on the part of any Seller is necessary to authorize the transactions contemplated hereby.