Common use of REPRESENTATIONS AND WARRANTIES OF THE LLC Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF THE LLC. The LLC represents and warrants to each Class B Shareholder that (a) the LLC is duly authorized to execute, deliver and perform this Agreement; (b) this Agreement has been duly authorized, executed and delivered by the LLC and is a valid and binding agreement of the LLC, enforceable against the LLC in accordance with its terms; and (c) the execution, delivery and performance by the LLC of this Agreement does not violate or conflict with or result in a breach by the LLC of or constitute (or with notice or lapse of time or both constitute) a default by the LLC under its Certificate of Formation or the Operating Agreement, any existing applicable law, rule, regulation, judgment, order, or decree of any Governmental Entity exercising any statutory or regulatory authority of any of the foregoing, domestic or foreign, having jurisdiction over the LLC or any of its Subsidiaries or any of their respective properties or assets, or any agreement or instrument to which the LLC or any of its Subsidiaries is a party or by which the LLC or any of its Subsidiaries or any of their respective properties or assets may be bound.