Representations and Warranties by Nordson Sample Clauses

Representations and Warranties by Nordson. Nordson represents and warrants to Bxxxxxxxx as follows: (i) it is a corporation organized and duly existing under the laws of the State of Ohio; (ii) it has sufficient power under its articles of incorporation, code of regulations and other governing documents, each as amended to date, to execute and deliver this Agreement and to perform all of its obligations under this Agreement; (iii) the execution and delivery of this Agreement, and purchase of the Purchased Shares, has been approved by its Board of Directors; (iv) no approval by its shareholders is necessary to authorize the execution, delivery, or performance of this Agreement; (v) this Agreement is a valid and binding obligation of Nordson enforceable in accordance with its terms, except to the extent that enforcement may be subject to bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance, or other similar laws relating to creditors’ rights generally and that the remedies of specific performance and injunctive or other equitable relief are subject to equitable defenses and to the discretion of the court before which proceedings may be brought; (vi) neither the execution and delivery by Nordson of this Agreement nor compliance by Nordson with the terms and provisions hereof will conflict with or result in a breach in any of the terms, conditions or provisions of any judgment, order, injunction or ruling of any court or other governmental entity, or any law, statute or regulation, to which Nordson is subject, or any agreement, contract or commitment to which Nordson is a party or is subject; and (vii) no notices, reports or other filings are required to be made by Nordson with, nor are any consents, permits or approvals required to be obtained by Nordson from, any third person in connection with Nordson’s execution and delivery of this Agreement or the consummation by Nordson of the transactions contemplated hereby.
Sample 1
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Representations and Warranties by Nordson. Nordson hereby represents and warrants to Xxxxxxx and the Acquisition Subsidiaries as follows:
Sample 1

Related to Representations and Warranties by Nordson

  • Representations and Warranties by You You represent and warrant that:

  • Representations and Warranties by Company Company hereby represents and warrants to Holder that the statements in the following paragraphs of this Section 4(b) are true and correct as of the date hereof.

  • REPRESENTATIONS AND WARRANTIES BY BUYER Buyer represents and warrants to Seller as follows:

  • Representations and Warranties by Seller Seller represents and warrants to Buyer as follows:

  • Representations and Warranties; Etc Each Obligor hereby affirms: (a) that as of the date of execution and delivery of this First Amendment, all of the representations and warranties contained in each Loan Document to which such Obligor is a party are true and correct in all material respects as though made on and as of the First Amendment Effective Date (unless made as of a specific earlier date, in which case, was true as of such date); and (b) that after giving effect to this First Amendment and to the transactions contemplated hereby, no Defaults exist under the Loan Documents or will exist under the Loan Documents.

  • Representations and Warranties by Purchaser The Purchaser represents and warrants to the Seller that:

  • Representations and Warranties by Employee Employee represents and warrants to the Company that the execution and delivery by Employee of this Agreement do not, and the performance by Employee of Employee’s obligations hereunder will not, with or without the giving of notice or the passage of time, or both: (a) violate any judgment, writ, injunction, or order of any court, arbitrator, or governmental agency applicable to Employee or (b) conflict with, result in the breach of any provisions of or the termination of, or constitute a default under, any agreement to which Employee is a party or by which Employee is or may be bound.

  • Representations and Warranties True The representations and warranties of the Seller hereunder shall be true and correct on the Closing Date with the same effect as if then made, and the Seller shall have performed all obligations to be performed by it hereunder on or prior to the Closing Date.

  • Representations and Warranties by Each Party Each Party represents and warrants to the other as of the Effective Date that:

  • Representations and Warranties of XXXX XXXX hereby represents and warrants to the Seller and the Servicer as of the Initial Closing Date and each Subsequent Closing Date:

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