Representations and Warranties of Consultant. Consultant represents and warrants to and agrees with the Company that: (a) This Agreement has been duly authorized, executed and delivered by Consultant. This Agreement constitutes the valid, legal and binding obligation of Consultant, enforceable in accordance with its terms, except as rights to indemnity hereunder may be limited by applicable federal or state securities laws, and except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditor's rights generally; and (b) The consummation of the transactions contemplated hereby will not result in any breach of the terms or conditions of, or constitute a default under, any agreement or other instrument to which Consultant is a party, or violate any order, applicable to Consultant, of any court or federal or state regulatory body or administrative agency having jurisdiction over Consultant or over any of its property, and will not conflict with or violate the terms of Consultant's current employment or any other arrangements to which Consultant is a party.
Appears in 3 contracts
Samples: Consulting Agreement (Bluestar Health, Inc.), Consulting Agreement (Trinity3 Corp), Consulting Agreement (Bluestar Health, Inc.)
Representations and Warranties of Consultant. Consultant represents and warrants to and agrees with the Company ACC that:
(a) : a. This Agreement has been duly authorized, executed and delivered by Consultant. This Agreement constitutes the valid, legal and binding obligation of Consultant, enforceable in accordance with its terms, except as rights to indemnity hereunder may be limited by applicable federal or state securities laws, and except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditor's rights generally; and
(b) and b. The consummation of the transactions contemplated hereby will not result in any breach of the terms or conditions of, or constitute a default under, any agreement or other instrument to which Consultant is a party, or violate any order, applicable to Consultant, of any court or federal or state regulatory body or administrative agency having jurisdiction over Consultant or over any of its property, and will not conflict with or violate the terms of ConsultantConsultants's current employment or any other arrangements to which Consultant is a partyemployment.
Appears in 2 contracts
Samples: Reorganization and Stock Purchase Agreement (American Custom Components Inc), Reorganization and Stock Purchase Agreement (American Custom Components Inc)
Representations and Warranties of Consultant. Consultant represents and warrants to and agrees with the Company that:
(a) a. This Agreement has been duly authorized, executed and delivered by Consultant. This Agreement constitutes the valid, legal and binding obligation of Consultant, enforceable in accordance with its terms, except as rights to indemnity hereunder may be limited by applicable federal or state securities laws, and except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditor's rights generally; and
(b) b. The consummation of the transactions contemplated hereby will not result in any breach of the terms or conditions of, or constitute a default under, any agreement or other instrument to which Consultant is a party, or violate any order, applicable to Consultant, of any court or federal or state regulatory body or administrative agency having jurisdiction over Consultant or over any of its property, and will not conflict with or violate the terms of ConsultantConsultants's current employment or any other arrangements to which Consultant is a partyemployment.
Appears in 2 contracts
Samples: Consulting Agreement (Startronix International Inc), Consulting Agreement (Startronix International Inc)
Representations and Warranties of Consultant. Consultant represents and warrants to and agrees with the Company that:
(a) a. This Agreement has been duly authorized, executed and delivered by Consultant. This Agreement constitutes the valid, legal and binding obligation of Consultant, enforceable in accordance with its terms, except as rights to indemnity hereunder may be limited by applicable federal or state securities laws, and except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditor's rights generally; and
(b) b. The consummation of the transactions contemplated hereby will not result in any breach of the terms or conditions of, or constitute a default under, any agreement or other instrument to which Consultant is a party, or violate any order, applicable to Consultant, of any court or federal or state regulatory body or administrative agency having jurisdiction over Consultant or over any of its property, and will not conflict with or violate the terms of Consultant's Consultants' current employment or any other arrangements to which Consultant is a partyemployment.
Appears in 2 contracts
Samples: Consulting Agreement (SearchCore, Inc.), Consulting Agreement (General Cannabis, Inc.)
Representations and Warranties of Consultant. Consultant represents and warrants to and agrees with the Company that:
(a) This Agreement has been duly authorized, executed and delivered by Consultant. This Agreement constitutes the valid, legal and binding obligation of Consultant, enforceable in accordance with its terms, except as rights to indemnity hereunder may be limited by applicable federal or state securities laws, and except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditor's rights generally; and
(b) The consummation of the transactions contemplated hereby will not result in any breach of the terms or conditions of, or constitute a default under, any agreement or other instrument to which Consultant is a party, or violate any order, applicable to Consultant, of any court or federal or state regulatory body or administrative agency having jurisdiction over Consultant or over any of its property, and will not conflict with or violate the terms of Consultant's ’s current employment or any other arrangements to which Consultant is a party.
Appears in 2 contracts
Samples: Consulting Agreement (Gold Leaf Homes, Inc.), Consulting Agreement (Bluestar Health, Inc.)
Representations and Warranties of Consultant. Consultant represents and warrants to and agrees with the Company JNE that:
(a) a. This Agreement has been duly authorized, executed and delivered by Consultant. This Agreement constitutes the valid, legal and binding obligation of Consultant, enforceable in accordance with its terms, except as rights to indemnity hereunder may be limited by applicable federal or state securities laws, and except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditor's rights generally; and.
(b) b. The consummation of the transactions contemplated hereby will not result in any breach of the terms or conditions of, or constitute a default under, any agreement or other instrument to which Consultant is a party, or violate any order, applicable to Consultant, of any court or federal or state regulatory body or administrative agency having jurisdiction over Consultant or over any of its property, and will not conflict with or violate the terms of ConsultantConsultants's current employment employment.
c. The parties hereto acknowledge and agree that JNE shall have the right to refuse any course of action proposed by Consultant and to refuse any customer or sale identified by Consultant or any other arrangements to which Consultant is a partysource.
Appears in 1 contract
Representations and Warranties of Consultant. Consultant represents and warrants to and agrees with the Company Auction that:
(a) a. This Agreement has been duly authorized, executed and delivered by Consultant. This Agreement constitutes the valid, legal and binding obligation of Consultant, enforceable in accordance with its terms, except as rights to indemnity hereunder may be limited by applicable federal or state securities laws, and except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditor's rights generally; and.
(b) b. The consummation of the transactions contemplated hereby will not result in any breach of the terms or conditions of, or constitute a default under, any agreement or other instrument to which Consultant is a party, or violate any order, applicable to Consultant, of any court or federal or state regulatory body or administrative agency having jurisdiction over Consultant or over any of its property, and will not conflict with or violate the terms of ConsultantConsultants's current employment employment.
c. The parties hereto acknowledge and agree that Auction shall have the right to refuse any course of action proposed by Consultant and to refuse any customer or sale identified by Consultant or any other arrangements to which Consultant is a partysource.
Appears in 1 contract
Samples: Consulting Agreement (Go Online Networks Corp /De/)
Representations and Warranties of Consultant. Consultant represents and warrants to and agrees with the Company that:
(a) a. This Agreement has been duly authorized, executed and delivered by Consultant. This Agreement constitutes the valid, legal and binding obligation of Consultant, enforceable in accordance with its terms, except as rights to indemnity hereunder may be limited by applicable federal or state securities laws, and except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditor's rights generally; and
(b) b. The consummation of the transactions contemplated hereby will not result in any breach of the terms or conditions of, or constitute a default under, any agreement or other instrument to which Consultant is a party, or violate any order, applicable to Consultant, of any court or federal or state regulatory body or administrative agency having jurisdiction over Consultant or over any of its property, and will not conflict with or violate the terms of Consultant's Consultants' current employment or any other arrangements to which Consultant is a partyemployment.
Appears in 1 contract
Representations and Warranties of Consultant. Consultant represents and warrants to and agrees with the Company that:
(a) This Agreement has been duly authorized, executed and delivered by Consultant. This Agreement constitutes the valid, legal and binding obligation of Consultant, enforceable in accordance with its terms, except as rights to indemnity hereunder may be limited by applicable federal or state securities laws, and except as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditor's rights generally; and
(b) The consummation of the transactions contemplated hereby will not result in any breach of the terms or conditions of, or constitute a default under, any agreement or other instrument to which Consultant is a party, or violate any order, applicable to Consultant, of any court or federal or state regulatory body or administrative agency having jurisdiction over Consultant or over any of its property, and will not conflict with or violate the terms of Consultant's ’s current employment or any other arrangements to which Consultant is a partyemployment.
Appears in 1 contract
Samples: Consulting Agreement (Trinity3 Corp)