Common use of Representations and Warranties of Matria Clause in Contracts

Representations and Warranties of Matria. Matria hereby represents and warrants to each Investor as follows: (a) Matria has full legal right, power and authority to enter into and perform this Agreement. The execution and delivery of this Agreement by Matria and the consummation by Matria of the transactions contemplated hereby have been duly authorized by all necessary corporate or other action on behalf of Matria. This Agreement is a valid and binding obligation of Matria enforceable against Matria in accordance with its terms, except that such enforcement may be subject to (i) bankruptcy, insolvency, moratorium and other similar laws affecting creditors' rights generally and (ii) general principles of equity (regardless of whether asserted at law or in equity). (b) Neither the execution and delivery of this Agreement by Matria nor the consummation by Matria of the transactions contemplated hereby conflicts with or constitutes a violation of or default under the charter or by-laws of Matria, any statute, law, regulation, order or decree applicable to Matria, or any contract, commitment, agreement, arrangement or restriction of any kind to which Matria is a party or by which Matria is bound.

Appears in 2 contracts

Samples: Standstill Agreement (Matria Healthcare Inc), Purchase and Sale Agreement (Matria Healthcare Inc)

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Representations and Warranties of Matria. Matria hereby represents and warrants to each Investor LifeMetrix and the Investors as follows: (a) Matria has full legal right, power and authority to enter into and perform this Agreement. The execution and delivery of this Agreement by Matria and the consummation by Matria of the transactions contemplated hereby have been duly authorized by all necessary corporate or other action on behalf of Matria. This Agreement is a valid and binding obligation of Matria enforceable against Matria in accordance with its terms, except that such enforcement may be subject to (i) bankruptcy, insolvency, moratorium and other similar laws affecting creditors' rights generally and (ii) general principles of equity (regardless of whether asserted at law or in equity). (b) Neither the execution and delivery of this Agreement by Matria nor the consummation by Matria of the transactions contemplated hereby conflicts with or constitutes a violation of or default under (i) the charter or by-laws of Matria, (ii) any statute, law, regulation, order or decree applicable to Matria, or (iii) any contract, commitment, agreement, arrangement or restriction of any kind to which Matria is a party or by which Matria is bound.

Appears in 1 contract

Samples: Standstill Agreement (Matria Healthcare Inc)

Representations and Warranties of Matria. Matria hereby represents and warrants to each Investor Shareholder as follows: (a) Matria has full legal right, power and authority to enter into and perform this Agreement. The execution and delivery of this Agreement by Matria and the consummation by Matria of the transactions contemplated hereby have been duly authorized by all necessary corporate or other action on behalf of Matria. This Agreement is a valid and binding obligation of Matria enforceable against Matria in accordance with its terms, except that such enforcement may be subject to (i) bankruptcy, insolvency, moratorium and other similar laws affecting creditors' rights generally and (ii) general principles of equity (regardless of whether asserted at law or in equity). (b) Neither the execution and delivery of this Agreement by Matria nor the consummation by Matria of the transactions contemplated hereby conflicts with or constitutes a violation of or default under (i) the charter certificate of incorporation or by-laws bylaws of Matria, (ii) any statute, law, regulation, order or decree applicable to Matria, or (iii) any contract, commitment, agreement, arrangement or restriction of any kind to which Matria is a party or by which Matria is bound.

Appears in 1 contract

Samples: Lockup Agreement (Matria Healthcare Inc)

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Representations and Warranties of Matria. Matria hereby represents ---------------------------------------- and warrants to each Investor as follows: (a) Matria has full legal right, power and authority to enter into and perform this Agreement. The execution and delivery of this Agreement by Matria and the consummation by Matria of the transactions contemplated hereby have been duly authorized by all necessary corporate or other action on behalf of Matria. This Agreement is a valid and binding obligation of Matria enforceable against Matria in accordance with its terms, except that such enforcement may be subject to (i) bankruptcy, insolvency, moratorium and other similar laws affecting creditors' rights generally and (ii) general principles of equity (regardless of whether asserted at law or in equity). (b) Neither the execution and delivery of this Agreement by Matria nor the consummation by Matria of the transactions contemplated hereby conflicts with or constitutes a violation of or default under the charter or by-laws of Matria, any statute, law, regulation, order or decree applicable to Matria, or any contract, commitment, agreement, arrangement or restriction of any kind to which Matria is a party or by which Matria is bound.

Appears in 1 contract

Samples: Standstill Agreement (Gainor Medical Management LLC)

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