Representations, Warranties and Agreements of the Founders. As a material inducement to the Company to enter into this Agreement, the Founders hereby each , severally and not jointly, represent and warrant to the Company and agrees with the Company as follows::
Representations, Warranties and Agreements of the Founders. Each Founder, as to himself only, represents, warrants and agrees with EZ that he is the sole owner of the Preferred Shares subject to this Option Agreement, that at the time of transfer to EZ (or any other Purchaser), such Preferred Shares (as applicable) will be free and clear of all liens and encumbrances, and that performance by such Founder of his obligations under this Option Agreement will not conflict with or violate (i) any indenture, loan agreement, lease, mortgage or other agreement binding on the Founder, (ii) any order of a court or administrative agency binding on the Founder or (iii) any applicable law or governmental regulation. Each Founder agrees to waive any rights he may have, by virtue of any agreement among the Founders, or otherwise, to acquire any of the Preferred Shares or Converted Shares held by the other Founder.
Representations, Warranties and Agreements of the Founders. Each Founder, as to himself only, represents, warrants and agrees with Xxxxxx that he is the sole owner of the Shares or Preferred Shares subject to this Option Agreement, that at the time of transfer to Xxxxxx (or any other Purchaser), such Shares or Preferred Shares (as applicable) will be free and clear of all liens and encumbrances, and that performance by such Founder of his obligations under this Option Agreement will not conflict with or violate (i) any indenture, loan agreement, lease, mortgage or other agreement binding on the Founder, (ii) any order of a court or administrative agency binding on the Founder or (iii) any applicable law or governmental regulation. The Founders jointly and severally represent and warrant to Xxxxxx that, as of the date hereof, they currently own the following shares of Common Stock and Series A Preferred Stock (without taking into effect exercise of the Options granted hereby): (i) Xxxxxx -- 202,391 shares of Series A Preferred Stock; (ii) X. Xxxxxxx -- 303,587 shares of Series A Preferred Stock; (iii) X. Xxxxxxx -- 202,391 shares of Series A Preferred Stock and (iv) Xxxxxxxx -- 1,011,960 shares of Common Stock, and that each one share of Series A Preferred Stock is currently convertible into ten shares of Common Stock. Each of the Founders agrees to waive any rights he may have, by virtue of any agreement among the Founders, or otherwise, to acquire any of the Shares, Preferred Shares or Converted Shares held by the other Founders.
