Common use of Representations and Warranties of the Escrow Agent Clause in Contracts

Representations and Warranties of the Escrow Agent. The Escrow Agent represents and warrants to X’Xxxxx and the Company that: (i) The Escrow Agent is a national banking association, duly organized, validly existing and in good standing under the laws of the United States of America. (ii) The Escrow Agent has full power, authority and legal right to execute, deliver and perform this Escrow Agreement, and has taken all necessary action to authorize the execution, delivery and performance by it of this Escrow Agreement. (iii) This Escrow Agreement has been duly executed and delivered by the Escrow Agent, and, assuming the due execution and delivery by the other Parties hereto, constitutes the valid, legal and binding agreement of the Escrow Agent. (iv) The execution, delivery and performance by the Escrow Agent of this Escrow Agreement will not violate any provision or any law or regulation governing the Escrow Agent.

Representations and Warranties of the Escrow Agent. The Escrow Agent represents and warrants to X’Xxxxx TWG and the Company that: (i) The Escrow Agent is a national banking association, duly organized, validly existing and in good standing under the laws of the United States of America. (ii) The Escrow Agent has full power, authority and legal right to execute, deliver and perform this Escrow Agreement, and has taken all necessary action to authorize the execution, delivery and performance by it of this Escrow Agreement. (iii) This Escrow Agreement has been duly executed and delivered by the Escrow Agent, and, assuming the due execution and delivery by the other Parties hereto, constitutes the valid, legal and binding agreement of the Escrow Agent. (iv) The execution, delivery and performance by the Escrow Agent of this Escrow Agreement will not violate any provision or any law or regulation governing the Escrow Agent.