Representations and Warranties of ESI. ESI hereby represents and ------------------------------------- warrants to PlanetRx:
Representations and Warranties of ESI. ESI hereby represents and warrants to Dynamotion that, except as specifically set forth in Schedule 3.3 (the "ESI Disclosure Schedule") in a numbered paragraph that corresponds to the section for which disclosure is made:
Representations and Warranties of ESI. (a) Organization of ESI......................... (b)
Representations and Warranties of ESI. ESI hereby represents, warrants and covenants to the NYLIFE Companies, with respect to the transactions contemplated herein that:
(a) Organization and Authority of ESI. ESI is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has the corporate power and authority to enter into and perform this Agreement and the Related Agreements to which it is a party and the transactions herein and therein contemplated.
Representations and Warranties of ESI. ESI represents, warrants, and covenants that:
2.2.1 Licenses; Compliance with Law ESI has all necessary licenses required to perform its obligations hereunder, is in good standing to perform its obligations hereunder, and will perform such obligations in compliance with all applicable state and federal laws and regulations affecting such obligations.
Representations and Warranties of ESI. ESI represents and warrants to NLIC that ESI is and shall remain registered during the term of this Agreement as a broker- dealer under the 1934 Act, is a member with the FINRA, and is duly registered under applicable state securities laws, and that ESI is and shall remain during the term of this Agreement in compliance with Section 9 of the 1940 Act.
Representations and Warranties of ESI. ESI hereby represents and warrants to AISI that, except as specifically set forth in SCHEDULE 3.2 (the "ESI Disclosure Schedule") in a numbered paragraph that corresponds to the section for which disclosure is made:
Representations and Warranties of ESI. ESI hereby represents and warrants to New Wave that:
Representations and Warranties of ESI. Except as set forth in the ESI Disclosure Schedule (which incorporates all the reports of ESI filed with the United States Securities and Exchange Commission) ESI represents and warrants to MBT SHAREHOLDERS and MBT as follows, with the knowledge and understanding that MBT SHAREHOLDERS and MBT are relying materially upon such representations and warranties.
Representations and Warranties of ESI. 6 3.1 Corporate Organization and Good Standing...............................................6 3.2