Representations and Warranties of the Xxxxx Parties. The Xxxxx Parties jointly and severally represent and warrant to and agree with the Agent as follows:
Representations and Warranties of the Xxxxx Parties. (a) Each Xxxxx Party, severally and not jointly, hereby represents and warrants to Essex that (i) such Xxxxx Party has all requisite power and authority to enter into this Agreement and to consummate the transactions contemplated hereby and (ii) this Agreement has been duly executed and delivered by such Xxxxx Party and constitutes a valid and binding obligation of such Xxxxx Party, enforceable against it in accordance with its terms.
Representations and Warranties of the Xxxxx Parties. 2.1. The Xxxxx Parties represent and warrant to the Company the following:
Representations and Warranties of the Xxxxx Parties. Except as disclosed in the Xxxxx Disclosure Schedule, each of the Xxxxx Parties, jointly and severally, represents and warrants to each of the NGLS Parties, the IEP Parties, the General Partner and the Partnership as of the date hereof and as of the Closing Date that (for purposes of this Article III, beginning with Section 3.5 and continuing through Section 3.20 (but excluding Section 3.13, Section 3.14, Section 3.15, Section 3.17 and Section 3.18), all references to “HOH” or the “Xxxxx Parties” shall, with respect to HOH, include HOH solely with respect to the Xxxxx Contributed Business and only for the period prior to the consummation of the Xxxxx Pre-Closing Restructuring):
Representations and Warranties of the Xxxxx Parties. The Bank and the Holding Company represent and warrant to and agree with the Agent as follows:
Representations and Warranties of the Xxxxx Parties. Each Xxxxx Party jointly and severally represents and warrants to the Company that (i) this Agreement has been duly and validly authorized, executed and delivered by such Xxxxx Party, and constitutes a valid and binding obligation and agreement of such Xxxxx Party, enforceable against such Xxxxx Party in accordance with its terms, except as enforcement thereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or similar laws generally affecting the rights and remedies of creditors and subject to general equity principles, (ii) such Xxxxx Party has the power and authority to execute this Agreement and any other documents or agreements entered into in connection with this Agreement on behalf of itself and the applicable Xxxxx Party associated with that signatory’s name, and to bind such Xxxxx Party to the terms hereof and thereof and (iii) the execution, delivery and performance of this Agreement by such Xxxxx Party does not and will not violate or conflict with (A) any law, rule, regulation, order, judgment or decree applicable to it, or (B) result in any breach or violation of or constitute a default (or an event which with notice or lapse of time or both could become a default) under or pursuant to, or result in the loss of a material benefit under, or give any right of termination, amendment, acceleration or cancellation of, any organizational document, agreement, contract, commitment, understanding or arrangement to which such member is a party or by which it is bound.
