The Shareholders. The Shareholders' execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby by the Shareholders (i) are within the powers and authority, corporate or otherwise, of the Shareholders and are duly authorized by all necessary corporate and Shareholder action on the part of a corporate Shareholder and (ii) do not (A) require any action by or in respect of, or filing with, any Governmental or Regulatory Authority, or (B) contravene, violate or constitute, whether with or without the passage of time or the giving of notice or both, a breach or default under, any Requirement of Law applicable to the Shareholders, any of his or its properties or any Contract to which the Shareholders or any of his or its properties is bound or subject.
Appears in 3 contracts
Sources: Asset Purchase Agreement (Imagemax Inc), Asset Purchase Agreement (Imagemax Inc), Asset Purchase Agreement (Imagemax Inc)