Representations and Warranties of the Executives. Each Executive hereby represents and warrants to the Member and the Company as follows:
Representations and Warranties of the Executives. Each of the Executives (as to himself only) hereby represents and warrants to the other parties hereto, as of the date of the execution of this Agreement by such Executive, as follows: (i) such Executive has all requisite power and authority to enter into this Agreement and to consummate the transactions contemplated hereby; (ii) this Agreement has been duly executed and delivered by such Executive and constitutes a valid and binding obligation of such Executive enforceable against such Executive in accordance with its terms, except as the enforceability hereof may be limited by bankruptcy, insolvency or other similar laws affecting creditors' rights generally or general principles of equity and except to the extent that the indemnity provisions set forth in Article IV may not be valid under applicable securities laws or by reason of public policy; (iii) no consent, approval, order or authorization of, or registration, declaration or filing with, any court, administrative agency or commission or other governmental authority or instrumentality, domestic or foreign, is required by, or with respect to, such Executive in connection with the execution and delivery of this Agreement by such Executive or the consummation by Executive of the transactions contemplated hereby; and (iv) the execution and delivery of this Agreement by such Executive and the consummation by such Executive of the transactions contemplated hereby does not conflict with, or result in a breach of, any law or regulation of any governmental authority applicable to such Executive or any material agreement to which such Executive is a party.
Representations and Warranties of the Executives. Each of the Executives hereby represents and warrants, severally and not jointly, to Seller as follows:
Representations and Warranties of the Executives. Pursuant to ------------------------------------------------ Section 5.2 of the Original Agreement, the Executives made certain representations and warranties, each of which representations and warranties will survive and be unaffected by the execution and delivery of this Agreement and the Contribution Agreement and the consummation of the contributions and issuances contemplated by the Contribution Agreement.
Representations and Warranties of the Executives. Each Executive hereby represents and warrants to TechSys that such Executive has transferred all of such Executive's interests in all shares of the Companies, and has caused each of the entities set forth on Exhibit C attached hereto to transfer all of each such entity's interests in all shares of the Companies, free and clear of all liens and other encumbrances, to FCCI as a capital contribution prior to the Effective Time.
Representations and Warranties of the Executives. In connection with the transactions contemplated hereunder, each Executive represents and warrants to the Company that:
