By All Parties. Each of the parties to this Agreement hereby -------------- represents and warrants to each of the other parties to this Agreement, each of which is deemed to be a separate representation and warranty, as follows:
By All Parties. Each Party represents and warrants the following:
By All Parties. In order to induce each of the other parties hereto to enter into this Amendment, each party hereto represents and warrants to each of the other parties hereto that the following statements are true, correct and complete:
By All Parties. Each Party represents, warrants and covenants to the other that:
By All Parties. This Amendment No. 1 shall have been executed and delivered by each of the parties hereto.
By All Parties. Each Party represents and warrants to each of the -------------- others, as of the date hereof, that it has not breached or violated, and is not in breach or violation of, the Original Agreement.
By All Parties. Each of the Shareholders, the Company and Buyer shall use commercially reasonable efforts to cause the fulfillment, at the earliest practicable date, of all of the conditions to each other party’s obligations to consummate the transactions contemplated by this Agreement.
By All Parties. Each party represents and warrants to the other (i) that it has the power and authority to enter into this Agreement and to carry out its terms and conditions and (ii) that the carrying out of the terms and conditions of this Agreement is not restricted by or in violation either of any applicable law to which it is subject or of any agreement, commitment, order, ruling or proceeding to which it is a party or to which it or any of its assets are subject.
By All Parties. Each Party represents and warrants the following: (a) it is duly organized, validly existing, and in good standing under the laws of the state and/or nation of its organization; (b) it has all requisite corporate power and authority to enter into this Agreement and perform its obligations hereunder, and it has taken all necessary corporate action on its part required to authorize the execution and delivery of the Agreement and the performance of its obligations hereunder; (c) the Agreement has been duly executed and delivered on behalf of it, and constitutes a legal, valid, and binding obligation of such Party and is enforceable against it in accordance with its terms; 20
By All Parties. This Second Amendment shall have been executed and delivered by each of the parties hereto.
