Representations and Warranties of Sellers and PAG. Sellers and PAG hereby, jointly and severally, represent, warrant and covenant to and with Buyer as follows (it being agreed and understood that for purposes of the following representations and warranties (a) it is assumed that the transactions contemplated in Section 7.14 below and in Section 7.14 of the Disclosure Schedule have been authorized by Newmark pursuant to the Newmark Board of Director resolutions set forth in Section 5 of the Disclosure Schedule and (b) such transactions will be treated as if consummated as of the date of this Agreement):
