Common use of Representations and Warranties by the Parties Clause in Contracts

Representations and Warranties by the Parties. Each Party represents and warrants to the other Parties as of the Effective Date: (i) that it is an entity duly organized, validly existing and in good standing under the laws of the state of its organization, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as it is contemplated to be conducted by this Agreement; (ii) that it has the authority to (i) enter into this Agreement, (ii) extend the releases and rights granted to the other Parties under this Agreement, and (iii) undertake and fully perform its obligations under this Agreement; (iii) that this Agreement has been duly executed and delivered by it and is a binding obligation of it, enforceable in accordance with its terms, subject, as to enforcement of remedies, to applicable bankruptcy, insolvency, moratorium, reorganization and similar laws affecting creditors’ rights generally, and to general equitable principles; (iv) its execution, delivery, granting of releases and rights, and performance of its obligations under this Agreement does not and will not, with or without the passage of time or the giving of notice or both, conflict with or result in any breach of any of the terms, conditions or provisions of, or constitute a default (or give rise to any right of termination, cancellation or acceleration) under any agreement or other document or instrument to which it is a party; and (v) all necessary consents, approvals and authorizations of all regulatory and governmental authorities and other third parties (including, in the case of Syneron, any Syneron Subsidiaries and, in the case of Palomar, any Palomar Subsidiaries) required to be obtained by it in connection with the execution and delivery of this Agreement and the performance of its obligations hereunder have been obtained.

Representations and Warranties by the Parties. Each Party represents and warrants to the other Parties as of the Effective Date: (i) that it is an entity duly organized, validly existing and in good standing under the laws of the state of its organization, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as it is contemplated to be conducted by this Agreement; (ii) that it has the authority to (i) enter into this Agreement, (ii) extend the releases and rights granted to the other Parties under this Agreement, and (iii) undertake and fully perform its obligations under this Agreement; (iii) that this Agreement has been duly executed and delivered by it and is a binding obligation of it, enforceable in accordance with its terms, subject, as to enforcement of remedies, to applicable bankruptcy, insolvency, moratorium, reorganization and similar laws affecting creditors’ rights generally, and to general equitable principles; (iv) its execution, delivery, granting of releases and rights, rights and performance of its obligations under this Agreement does not and will not, with or without the passage of time or the giving of notice or both, conflict with or result in any breach of any of the terms, conditions or provisions of, or constitute a default (or give rise to any right of termination, Settlement Agreement cancellation or acceleration) under any agreement or other document or instrument to which it is a party; and (v) all necessary consents, approvals and authorizations of all regulatory and governmental authorities and other third parties (including, in the case of SyneronAxxx, any Syneron Subsidiaries Axxx Affiliates and, in the case of Palomar, any Palomar SubsidiariesAffiliates) required to be obtained by it in connection with the execution and delivery of this Agreement and the performance of its obligations hereunder have been obtained.

Representations and Warranties by the Parties. Each Party represents and warrants to the other Parties Party as of the Effective Date: (i) that it is an entity duly organized, validly existing and in good standing under the laws of the state or other jurisdiction of its organization, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as it is contemplated to be conducted by this TDS Agreement; (ii) that it has the authority to (i) enter into this TDS Agreement, (ii) extend the releases and rights granted to the other Parties Party under this TDS Agreement, and (iii) undertake and fully perform its obligations and covenants under this TDS Agreement; (iii) that this TDS Agreement has been duly executed and delivered by it and is a binding obligation of it, enforceable in accordance with its terms, subject, as to enforcement of remedies, to applicable bankruptcy, insolvency, moratorium, reorganization and similar laws affecting creditors’ rights generally, and to general equitable principles; (iv) its execution, delivery, granting of releases and rights, rights and performance of its obligations under this TDS Agreement does not and will not, with or without the passage of time or the giving of notice or both, conflict with or result in any breach of any of the terms, conditions or provisions of, or constitute a default (or give rise to any right of termination, cancellation or acceleration) under any agreement or other document or instrument to which it is a party; and (v) all necessary consents, approvals and authorizations of all regulatory and governmental authorities and other third parties (including, in the case of SyneronXxxx, any Syneron Subsidiaries Xxxx Affiliates and, in the case of Palomar, any Palomar SubsidiariesAffiliates) required to be obtained by it in connection with the execution and delivery of this TDS Agreement and the performance of its obligations hereunder have been obtained.

Representations and Warranties by the Parties. Each Party represents and warrants to the other Parties Party as of the Effective Date: (i) that it is an entity duly organized, validly existing and in good standing under the laws of the state or other jurisdiction of its organization, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as it is contemplated to be conducted by this TDS Agreement; (ii) that it has the authority to (i) enter into this TDS Agreement, (ii) extend the releases and rights granted to the other Parties Party under this TDS Agreement, and (iii) undertake and fully perform its obligations and covenants under this TDS Agreement; (iii) that this TDS Agreement has been duly executed and delivered by it and is a binding obligation of it, enforceable in accordance with its terms, subject, as to enforcement of remedies, to applicable bankruptcy, insolvency, moratorium, reorganization and similar laws affecting creditors’ rights generally, and to general equitable principles; (iv) its execution, delivery, granting of releases and rights, rights and performance of its obligations under this TDS Agreement does not and will not, with or without the passage of time or the giving of notice or both, conflict with or result in any breach of any of the terms, conditions or provisions of, or constitute a default (or give rise to any right of termination, cancellation or acceleration) under any agreement or other document or instrument to which it is a party; and (v) all necessary consents, approvals and authorizations of all regulatory and governmental authorities and other third parties (including, in the case of SyneronAxxx, any Syneron Subsidiaries Axxx Affiliates and, in the case of Palomar, any Palomar SubsidiariesAffiliates) required to be obtained by it in connection with the execution and delivery of this TDS Agreement and the performance of its obligations hereunder have been obtained.

Representations and Warranties by the Parties. Each Party represents and warrants to the other Parties as of the Effective Date: : (i) that it is an entity duly organized, validly existing and in good standing under the laws of the state of its organization, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as it is contemplated to be conducted by this Agreement; ; (ii) that it has the authority to (i) enter into this Agreement, (ii) extend the releases releases, rights, licenses and rights sublicenses granted to the other Parties under this Agreement, and (iii) undertake and fully perform its obligations under this Agreement; ; (iii) that this Agreement has been duly executed and delivered by it and is a binding obligation of it, enforceable in accordance with its terms, subject, as to enforcement of remedies, to applicable bankruptcy, insolvency, moratorium, reorganization and similar laws affecting creditors’ rights generally, and to general equitable principles; ; (iv) its execution, delivery, granting of releases rights, licenses and rightssublicenses, and performance of its obligations under this Agreement does not and will not, with or without the passage of time or the giving of notice or both, conflict with or result in any breach of any of the terms, conditions or provisions of, or constitute a default (or give rise to any right of termination, cancellation or acceleration) under any agreement or other document or instrument to which it is a party; and and (v) all necessary consents, approvals and authorizations of all regulatory and governmental authorities and other third parties (including, in the case of SyneronCutera, any Syneron Subsidiaries Cutera Covenanting Affiliates and, in the case of Palomar, any Palomar SubsidiariesAffiliates and, in the case of General, any General Affiliates) required to be obtained by it in connection with the execution and delivery of this Agreement and the performance of its obligations hereunder have been obtained.. (b)

Representations and Warranties by the Parties. Each Party represents and warrants to the other Parties as of the Effective Date: (i) that it is an entity duly organized, validly existing and in good standing under the laws of the state of its organization, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as it is contemplated to be conducted by this Agreement; (ii) that it has the authority to (i) enter into this Agreement, (ii) extend the releases releases, rights, licenses and rights sublicenses granted to the other Parties under this Agreement, and (iii) undertake and fully perform its obligations under this Agreement; (iii) that this Agreement has been duly executed and delivered by it and is a binding obligation of it, enforceable in accordance with its terms, subject, as to enforcement of remedies, to applicable bankruptcy, insolvency, moratorium, reorganization and similar laws affecting creditors’ rights generally, and to general equitable principles; (iv) its execution, delivery, granting of releases rights, licenses and rightssublicenses, and performance of its obligations under this Agreement does not and will not, with or without the passage of time or the giving of notice or both, conflict with or result in any breach of any of the terms, conditions or provisions of, or constitute a default (or give rise to any right of termination, cancellation or acceleration) under any agreement or other document or instrument to which it is a party; and; (v) all necessary consents, approvals and authorizations of all regulatory and governmental authorities and other third parties (including, in the case including any of Syneron, any Syneron Subsidiaries and, in the case of Palomar, any Palomar Subsidiariesits Affiliates) required to be obtained by it in connection with the execution and delivery of this Agreement and the performance of its obligations hereunder have been obtained.

Representations and Warranties by the Parties. Each Party represents and warrants to the other Parties as of the Effective Date: (i) that it is an entity duly organized, validly existing and in good standing under the laws of the state of its organization, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as it is contemplated to be conducted by this Agreement; (ii) that it has the authority to (i) enter into this Agreement, (ii) extend the releases releases, rights, licenses and rights sublicenses granted to the other Parties under this Agreement, and (iii) undertake and fully perform its obligations under this Agreement; (iii) that this Agreement has been duly executed and delivered by it and is a binding obligation of it, enforceable in accordance with its terms, subject, as to enforcement of remedies, to applicable bankruptcy, insolvency, moratorium, reorganization and similar laws affecting creditors’ rights generally, and to general equitable principles; (iv) its execution, delivery, granting of releases rights, licenses and rightssublicenses, and performance of its obligations under this Agreement does not and will not, with or without the passage of time or the giving of notice or both, conflict with or result in any breach of any of the terms, conditions or provisions of, or constitute a default (or give rise to any right of termination, cancellation or acceleration) under any agreement or other document or instrument to which it is a party; and (v) all necessary consents, approvals and authorizations of all regulatory and governmental authorities and other third parties (including, in the case of SyneronCutera, any Syneron Subsidiaries Cutera Covenanting Affiliates and, in the case of Palomar, any Palomar SubsidiariesAffiliates and, in the case of General, any General Affiliates) required to be obtained by it in connection with the execution and delivery of this Agreement and the performance of its obligations hereunder have been obtained.

Representations and Warranties by the Parties. Each Party represents and warrants to the other Parties as of the Effective Date: (i) that it is an entity duly organized, validly existing and in good standing under the laws of the state of its organization, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as it is contemplated to be conducted by this Agreement; (ii) that it has the authority to (i) enter into this Agreement, (ii) extend the releases and rights granted to the other Parties under this Agreement, and (iii) undertake and fully perform its obligations under this Agreement; (iii) that this Agreement has been duly executed and delivered by it and is a binding obligation of it, enforceable in accordance with its terms, subject, as to enforcement of remedies, to applicable bankruptcy, insolvency, moratorium, reorganization and similar laws affecting creditors’ rights generally, and to general equitable principles; (iv) its execution, delivery, granting of releases and rights, rights and performance of its obligations under this Agreement does not and will not, with or without the passage of time or the giving of notice or both, conflict with or result in any breach of any of the terms, conditions or provisions of, or constitute a default (or give rise to any right of termination, cancellation or acceleration) under any agreement or other document or instrument to which it is a party; and (v) all necessary consents, approvals and authorizations of all regulatory and governmental authorities and other third parties (including, in the case of SyneronXxxx, any Syneron Subsidiaries Xxxx Affiliates and, in the case of Palomar, any Palomar SubsidiariesAffiliates) required to be obtained by it in connection with the execution and delivery of this Agreement and the performance of its obligations hereunder have been obtained.