Covenants, Representations and Warranties of the Shareholders and the Company. In addition to the representations, warranties and covenants made under the Subscription Agreement, each of the Shareholders hereby covenants, represents and warrants to the other Parties that: (A) It has full power and authority to enter into this Agreement and any agreement or instrument referred to or contemplated by this Agreement and to carry out and perform all of its obligations and duties hereunder. (B) It has duly obtained all corporate and regulatory authorizations necessary for the execution and performance of this Agreement and any agreement or instrument referred to or contemplated by this Agreement and such execution and performance and the consummation of the transaction contemplated therein (i) will not conflict with or result in a breach of any covenants or agreements contained in any indenture, agreement or other instrument whatsoever to which it is a party or by which it is bound and (ii) does not contravene any applicable laws. (C) This Agreement has been duly executed by it and is valid, binding and enforceable against it in accordance with the terms of this Agreement.
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Samples: Shareholder Agreement (Portugal Telecom SGPS Sa), Shareholder Agreement (Telefonica S A), Shareholder Agreement (Telefonica Mobile Inc)
Covenants, Representations and Warranties of the Shareholders and the Company. In addition to the representations, warranties and covenants made under the Subscription Agreement, each of the Shareholders hereby covenants, represents and warrants to the other Parties that:
(A) It has full power and authority to enter into this Agreement and any agreement or instrument referred to or contemplated by this Agreement and to carry out and perform all of its obligations and duties hereunder.. 50 / 67
(B) It has duly obtained all corporate and regulatory authorizations necessary for the execution and performance of this Agreement and any agreement or instrument referred to or contemplated by this Agreement and such execution and performance and the consummation of the transaction contemplated therein (i) will not conflict with or result in a breach of any covenants or agreements contained in any indenture, agreement or other instrument whatsoever to which it is a party or by which it is bound and (ii) does not contravene any applicable laws.
(C) This Agreement has been duly executed by it and is valid, binding and enforceable against it in accordance with the terms of this Agreement.
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