Incorporation and Authorization Sample Clauses

Incorporation and Authorization. The Company is duly formed and validly existing in good standing as a corporation under the laws of the State of its incorporation. The execution and delivery by the Company of this Agreement have been duly authorized by all necessary action, and this Agreement is the valid, binding and legally enforceable obligation of the Company.

Incorporation and Authorization. The Agent is duly formed and validly existing in good standing as a corporation under the laws of the State of its incorporation. The execution and delivery by the Agent of this Agreement have been duly authorized by all necessary action, and this Agreement is the valid, binding and legally enforceable obligation of the Agent.

Incorporation and Authorization. It is a corporation duly incorporated and validly existing under the laws of its jurisdiction of incorporation; it has all necessary power, authority, capacity and right, and has received all requisite approvals to enter into this Agreement and this Agreement has been duly executed and delivered by Furukawa and constitutes a legal, valid and binding agreement enforceable by the Uniphase Parties against Furukawa in accordance with its terms subject, however, to limitations with respect to enforcement imposed by law in connection with bankruptcy or similar proceedings, the equitable power of the court to stay proceedings before them and the execution of judgments and to the extent that equitable remedies such as specific performance and injunction are in the discretion of the court from which they are sought.

Incorporation and Authorization. 23 4.2 Enforceability of the Agreement . . . . . . . . . . . . . . . . . . . . . . 23 3 -2-

Incorporation and Authorization. The Consultant is duly formed and validly existing in good standing as a corporation under the laws of the State of its incorporation. The execution and delivery by the Consultant of this Agreement have been duly authorized by all necessary action, and this Agreement is the valid, binding and legally enforceable obligation of the Consultant.

Incorporation and Authorization. The Purchaser is a corporation duly incorporated, organized, validly existing and in good standing under the laws of Georgia and has full capacity, power and authority, corporate and otherwise, to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby, and has been duly authorized to execute and become a party to this Agreement and to consummate the transactions provided herein or pursuant hereto.

Incorporation and Authorization. 4.1.1 The Vendor is a corporation duly incorporated, organized, validly existing and in good standing under the laws of Delaware and has full capacity, power and authority, corporate and otherwise, to execute, deliver and perform this Agreement and consummate the transactions contemplated hereby, and has been duly authorized to execute and become a party to this Agreement and to consummate the transactions provided herein or pursuant hereto. 26 4.1.2 Domtar is a corporation duly incorporated, organized, validly existing and in good standing under the laws of Canada and has full capacity, power and authority, corporate and otherwise, to execute, deliver and perform this Agreement and consummate the transactions contemplated hereby, and has been duly authorized to execute and become a party to this Agreement and to consummate the transactions provided herein or pursuant hereto.

Incorporation and Authorization. Each of PTI and PTSI is a corporation duly incorporated under the laws of the jurisdiction of its organization and is duly organized, validly subsisting and in good standing under such laws, and each has all necessary corporate power, authority and capacity to enter into this Agreement and all other agreements and instruments to be executed by them as contemplated by this Agreement and carry out their obligations under this Agreement and such other agreements and instruments. The Vendor has all necessary capacity and authority to execute this Agreement and to perform its obligations hereunder. The execution and delivery of this Agreement and such other agreements and instruments and the completion of the transactions contemplated by this Agreement and such other agreements and instruments have been duly authorized by all necessary corporate action on the part of PTI and PTSI.

Incorporation and Authorization. Each of PTI, PTSI and 458468 B.C. Ltd. is a corporation duly incorporated under the laws of the jurisdiction of its organization and is duly organized, validly subsisting and in good standing under such laws, and each has all necessary corporate power, authority and capacity to enter into this Agreement and all other agreements and instruments to be executed by them as contemplated by this Agreement and carry out their obligations under this Agreement and such other agreements and instruments. Each of the Vendors and Corporations has all necessary capacity and authority to execute this Agreement and to perform their respective obligations hereunder. The execution and delivery of this Agreement and such other agreements and instruments and the completion of the transactions contemplated by this Agreement and such other agreements and instruments have been duly authorized by all necessary corporate action on the part of PTI, PTSI and 458468 B.C. Ltd.