Common use of Representations and Warranties by Each Party Clause in Contracts

Representations and Warranties by Each Party. Each Party represents and warrants to the other that, as of the first date written above: • it has full corporate power and authority to execute, deliver, and perform this Agreement; • this Agreement constitutes a valid and binding agreement enforceable against it in accordance with its terms; and • the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby do not and will not (i) conflict with or result in a breach of any provision of its organizational documents, or (ii) result in a breach of any agreement to which it is a party.

Representations and Warranties by Each Party. Each Party represents and party represents, warrants to the other party that: (i) it is a corporation, as duly organized, validly existing and in good standing under the laws of the first date written above: • its jurisdiction of incorporation; (ii) it has full corporate all requisite power and authority and approvals to execute, deliver, deliver and perform its obligations under this Agreement; • this Agreement constitutes a valid and binding agreement enforceable against it in accordance with its terms; and • (iii) the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby do not and will not (i) conflict with or result in a breach of any provision performance of its organizational documents, or obligations hereunder have been duly authorized by it and any necessary third parties; (iiiv) result it will comply with all applicable laws in a breach of any agreement to which it is a partyconnection with this Agreement.

Representations and Warranties by Each Party. Each Party hereby represents and warrants to each other the other thatfollowing: 8.1.1 It has the legal power, as of the first date written above: • it has full corporate power right and authority to execute, deliver, and perform this Agreement; • this Agreement constitutes a valid and binding agreement enforceable against consummate the transactions contemplated hereby. All actions required to be taken by it in accordance with its terms; and • the execution and delivery of this Agreement and the consummation of to consummate the transactions contemplated hereby do not have been taken. 8.1.2 This Agreement and will not (i) conflict all other documents that have been executed and delivered by such Party pursuant to this Agreement constitute valid and binding obligations of such Party, enforceable against such Party in accordance with or result in a breach of any provision of its organizational documents, or (ii) result in a breach of any agreement to which it is a partytheir respective terms.

Representations and Warranties by Each Party. Each Party represents and party represents, warrants to the other party that, as of the first date written above: • (i) it has full corporate all requisite power and authority and approvals to execute, deliver, deliver and perform its obligations under this Agreement; • this Agreement constitutes a valid and binding agreement enforceable against it in accordance with its terms; and • (ii) the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby do not and will not (i) conflict with or result in a breach of any provision performance of its organizational documents, or (ii) result in a breach of obligations hereunder have been duly authorized by it and any agreement to which it is a partynecessary third parties.