Common use of Executive’s Representations, Warranties and Covenants Clause in Contracts

Executive’s Representations, Warranties and Covenants. (a) Executive hereby represents and warrants to the Company that: (1) Executive has all requisite power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby, and this Agreement has been duly executed by Executive; (2) the execution, delivery and performance of this Agreement by Executive does not and will not, with or without notice or the passage of time, conflict with, breach, violate or cause a default under any agreement, contract or instrument to which Executive is a party or any judgment, order or decree to which Executive is subject; (3) Executive is not a party to or bound by any employment agreement, consulting agreement, non-compete agreement, non-solicitation agreement, confidentiality agreement or similar agreement with any other Person; (4) upon the execution and delivery of this Agreement by the Company and Executive, this Agreement will be a legal, valid and binding obligation of Executive, enforceable in accordance with its terms; (5) Executive is a continuing employee of the Company or one of its Affiliates; and (6) Executive understands that the Company will rely upon the accuracy and truth of the representations and warranties of Executive set forth herein, and Executive consents to such reliance.

Executive’s Representations, Warranties and Covenants. (a) The Executive hereby represents and warrants to the Company that: (1) the Executive has all requisite power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby, and this Agreement has been duly executed by the Executive; (2) the execution, delivery and performance of this Agreement by the Executive does not and will not, with or without notice or the passage of time, conflict with, breach, violate or cause a default under any agreement, contract or instrument to which the Executive is a party or any judgment, order or decree to which the Executive is subject; (3) the Executive is not a party to or bound by any employment agreement, consulting agreement, non-compete agreement, non-solicitation agreement, confidentiality agreement or similar agreement with any other Person; (4) upon the execution and delivery of this Agreement by the Company and the Executive, this Agreement will be a legal, valid and binding obligation of the Executive, enforceable in accordance with its terms; (5) the Executive is a continuing employee of the Company or one of its Affiliates; and; (6) the Executive understands that the Company will rely upon the accuracy and truth of the representations and warranties of the Executive set forth herein, herein and the Executive consents to such reliance.