Common use of Client Representations and Warranties Clause in Contracts

Client Representations and Warranties. The Client represents and warrants to the Consultant that the statements contained in this Section 6(a) are correct and complete: (i) The Client is a corporation duly organized, validly existing, and in good standing under the laws of the state of Delaware, with all requisite corporate power and authority to enter into this Agreement, perform its obligations as provided for herein, and consummate the transactions contemplated hereunder. The execution and delivery of this Agreement by the Client, the performance by it of obligations herein and the consummation of the transactions contemplated hereunder, have been duly approved and authorized by the Client's board of directors and shall not (i) result in a violation of any of the constituent documents of the Client; (ii) result in a violation or breach of, or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under, any of the terms, conditions or provisions of any note, bond, mortgage, indenture, lease, license, contract, agreement or other instrument or obligation to which Client is a party or by which it or any of its properties or assets may be bound; (iii) violate any order, writ, injunction, decree, statute, rule or regulation applicable to Client or any of its properties or assets; or (iv) give any governmental authority the right to challenge any of transactions contemplated hereunder. (ii) This Agreement constitutes a valid and binding obligation of the Client, enforceable against the Client in accordance with its terms, subject to general equitable principles and bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium, or other similar laws relating to or affecting generally the enforcement of creditors’ rights.

Client Representations and Warranties. The Client represents and warrants to the Consultant that the statements contained in this Section 6(a5(a) are correct and complete: (i) The Client is a corporation duly organized, validly existing, and in good standing under the laws of the state of DelawareNevada, with all requisite corporate power and authority to enter into this Agreement, perform its obligations as provided for herein, and consummate the transactions contemplated hereunder. The execution and delivery of this Agreement by the Client, the performance by it of obligations herein and the consummation of the transactions contemplated hereunder, have been duly approved and authorized by the Client's board of directors and shall not (i) result in a violation of any of the constituent documents of the Client; (ii) result in a violation or breach of, or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under, any of the terms, conditions or provisions of any note, bond, mortgage, indenture, lease, license, contract, agreement or other instrument or obligation to which Client is a party or by which it or any of its properties or assets may be bound; (iii) violate any order, writ, injunction, decree, statute, rule or regulation applicable to Client or any of its properties or assets; or (iv) give any governmental authority the right to challenge any of transactions contemplated hereunder. (ii) This Agreement constitutes a valid and binding obligation of the Client, enforceable against the Client in accordance with its terms, subject to general equitable principles and bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium, or other similar laws relating to or affecting generally the enforcement of creditors’ rights.

Client Representations and Warranties. The Client hereby represents and warrants to the Consultant that the statements contained in this Section 6(a) are correct and completeAccenture as follows: (ia) The Client is a corporation duly organized, validly existing, existing and in good standing under the laws of the state State of Delaware, with . Client has all requisite corporate power and authority to enter into execute and deliver this Agreement, Agreement and to perform its obligations as provided for herein, and consummate the transactions contemplated hereunder. . (b) The execution and delivery of this Agreement by the Client, the performance by it of obligations herein and the consummation of the transactions contemplated hereunderhereby, have been duly approved and authorized by all requisite corporate action on the part of Client's board . This Agreement constitutes the legal, valid and binding agreement of directors Client, enforceable against Client in accordance with its terms (except insofar as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally, or by principles governing the availability of equitable remedies). (c) The execution and shall delivery of this Agreement and the consummation of the transactions contemplated hereby will not (i) conflict with or result in a any violation of any provision of the constituent documents charter or bylaws of the Client, each as amended to date; (ii) conflict with, result in a any violation or breach of, constitute a default under, give rise to any right of termination or constitute acceleration (with or without due notice or the lapse of time or both) a default (pursuant to, or give rise to any right of termination, cancellation result in being declared void or acceleration) undervoidable, any of the terms, conditions term or provisions provision of any note, bond, mortgage, indenture, lease, license, contract, agreement contract or other instrument or obligation to which Client is a party or by which it or any of its properties or assets are or may be bound; or (iii) violate any current order, writ, injunction, decree, statute, rule or regulation applicable to Client or any of its properties or assets; or (iv) give any governmental authority the right to challenge any of transactions contemplated hereunderClient. (iid) This Agreement constitutes a valid Client warrants that it has all necessary licenses and binding obligation of the Clientgovernment authorizations (including, enforceable against the Client in accordance with its termsbut not limited to, subject to general equitable principles and bankruptcyany necessary third-party administrator, insolvency, reorganization, fraudulent conveyance, moratoriumadjuster, or other similar laws relating producer licenses) to or affecting generally perform its obligations hereunder and allow Accenture to perform for its benefit and as its contractor, the enforcement of creditors’ rightsServices provided hereunder and in the applicable Services Agreement(s).

Client Representations and Warranties. The Client represents and warrants to the Consultant that the statements contained in this Section 6(a5(a) are correct and complete: (i) The Client is a corporation duly organized, validly existing, and in good standing under the laws of the state of Delaware, with all requisite corporate power and authority to enter into this Agreement, perform its obligations as provided for herein, and consummate the transactions contemplated hereunder. The execution and delivery of this Agreement by the Client, the performance by it of obligations herein and the consummation of the transactions contemplated hereunder, have been duly approved and authorized by the Client's board of directors and shall not (i) result in a violation of any of the constituent documents of the Client; (ii) result in a violation or breach of, or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under, any of the terms, conditions or provisions of any note, bond, mortgage, indenture, lease, license, contract, agreement or other instrument or obligation to which Client is a party or by which it or any of its properties or assets may be bound; (iii) violate any order, writ, injunction, decree, statute, rule or regulation applicable to Client or any of its properties or assets; or (iv) give any governmental authority the right to challenge any of transactions contemplated hereunder. (ii) This Agreement constitutes a valid and binding obligation of the Client, enforceable against the Client in accordance with its terms, subject to general equitable principles and bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium, or other similar laws relating to or affecting generally the enforcement of creditors’ ' rights.

Client Representations and Warranties. The Client represents and warrants to the Consultant that the statements contained in this Section 6(a) are correct and complete: (i) The Client is a corporation duly organized, validly existing, and in good standing under the laws of the state of Delaware, with all requisite corporate power and authority to enter into this Agreement, perform its obligations as provided for herein, and consummate the transactions contemplated hereunder. The execution and delivery of this Agreement by the Client, the performance by it of obligations herein and the consummation of the transactions contemplated hereunder, have been duly approved and authorized by the Client's board of directors and shall not (i) result in a violation of any of the constituent documents of the Client; (ii) result in a violation or breach of, or constitute (with or without due notice or lapse of time or both) a default (or give rise to any right of termination, cancellation or acceleration) under, any of the terms, conditions or provisions of any note, bond, mortgage, indenture, lease, license, contract, agreement or other instrument or obligation to which Client is a party or by which it or any of its properties or assets may be bound; (iii) violate any order, writ, injunction, decree, statute, rule or regulation applicable to Client or any of its properties or assets; or (iv) give any governmental authority the right to challenge any of the transactions contemplated hereunder. (ii) This Agreement constitutes a valid and binding obligation of the Client, enforceable against the Client in accordance with its terms, subject to general equitable principles and bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium, or other similar laws relating to or affecting generally the enforcement of creditors’ rights.