Common use of Representations and Warranties of Broker Clause in Contracts

Representations and Warranties of Broker. Broker warrants and represents as follows: 5.1 Broker is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Broker has all requisite corporate power and authority to enter into and perform this Agreement and consummate the transactions contemplated hereby. Broker is duly qualified to transact business as a foreign corporation and is in good standing in each jurisdiction in which the conduct of its business, or its ownership or leasing of property, requires such qualification. 5.2 The execution and delivery of this Agreement by Broker, the performance by it of its obligations hereunder, and the transactions contemplated hereby, have been duly and validly authorized by all requisite corporate action on the part of Broker. This Agreement will be a valid and binding obligation of Broker, enforceable against Broker in accordance with its terms, except as such enforceability may be limited by equitable principles and pursuant to bankruptcy, insolvency and similar laws. 5.3 There is no judgment, order, injunction or decree of any court, governmental authority or regulatory agency to which Broker is subject that would materially and adversely affect or restrict its ability to consummate the transactions contemplated by this Agreement.