Common use of Representations, Warranties and Covenants of Parent Clause in Contracts

Representations, Warranties and Covenants of Parent. Parent hereby represents and warrants to the Stockholders that (i) Parent has full corporate right, power and authority to execute and deliver this Agreement and to perform its obligations hereunder, (ii) such execution, delivery and performance have been duly authorized by all requisite corporate action by Parent, and no other corporate proceedings or actions are necessary therefor, (iii) this Agreement has been duly and validly executed and delivered by Parent and represents a valid and legally binding obligation of Parent, enforceable against Parent in accordance with its terms, and (iv) the execution, delivery and performance of this Agreement by Parent will not constitute a violation of, conflict with, require any consent (not yet obtained) under or result in a default (whether with notice or lapse of time or both) under (A) any of its Constituent Documents or any contract, understanding or arrangement to which Parent is a party or by which it is bound, (B) any judgment, injunction, decree or order applicable to Parent, or (C) any applicable law statute, rule or regulation.

Appears in 2 contracts

Samples: Company Voting Agreement (Instinet Group Inc), Company Voting Agreement (Instinet Group Inc)

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Representations, Warranties and Covenants of Parent. Parent hereby represents and warrants to the Stockholders Stockholder that (i) Parent has full corporate right, power and authority to execute and deliver this Agreement and to perform its obligations hereunder, (ii) such execution, delivery and performance have been duly authorized by all requisite corporate action by Parent, and no other corporate proceedings or actions are necessary therefor, (iii) this Agreement has been duly and validly executed and delivered by Parent and represents a valid and legally binding obligation of Parent, enforceable against Parent in accordance with its terms, and (iv) the execution, delivery and performance of this Agreement by Parent will not constitute a violation of, conflict with, require any consent (not yet obtained) under or result in a default (whether with notice or lapse of time or both) under (A) any of its Constituent Documents or any contract, understanding or arrangement to which Parent is a party or by which it is bound, (B) any judgment, injunction, decree or order applicable to Parent, or (C) any applicable law statute, rule or regulation.

Appears in 2 contracts

Samples: Datek Voting Agreement (Instinet Group Inc), Datek Voting Agreement (Instinet Group Inc)

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