Common use of Xxxxxx Representations and Warranties Clause in Contracts

Xxxxxx Representations and Warranties. Each Party represents and warrants to the other Parties that: 0.0.0. xx is duly organized and validly existing under the laws of the jurisdiction of its establishment; 0.0.0. xx has the full power and authority to enter into this Agreement and to perform its obligations under this Agreement; 0.0.0. xx has obtained all material consents and approvals and taken all necessary actions for it to validly enter into and give effect to this Agreement and to engage in the activities contemplated by, and to perform its obligations under, this Agreement; 7.1.4. this Agreement will, when executed, constitute lawful, valid and binding obligations on such Party, enforceable in accordance with its terms; and 7.1.5. neither the execution and delivery of this Agreement, nor the performance by such Party of its obligations hereunder will (i) violate any Legal Requirement, (ii) require any authorization, consent, approval, exemption or other action by or notice to any government entity, or (iii) violate or conflict with, or constitute a default (or an event which, with notice or lapse of time, or both, would constitute a default) under the governing documents of such Party or any contract, commitment, understanding, arrangement, agreement or restriction of any kind or character to which such Party is a party or by which such Party or any of its assets or properties may be bound or affected.

Appears in 7 contracts

Samples: Custody Agreement (RSE Portfolio, LLC), Custody Agreement (RSE Collection, LLC), Custody Agreement (RSE Portfolio, LLC)

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Xxxxxx Representations and Warranties. Each Party represents and warrants to the other Parties Party that: 0.0.0. xx is duly organized and validly existing under the laws of the jurisdiction of its establishment; 0.0.0. xx has the full power and authority to enter into this Agreement and to perform its obligations under this Agreement; 0.0.0. xx has obtained all material consents and approvals and taken all necessary actions for it to validly enter into and give effect to this Agreement and to engage in the activities contemplated by, and to perform its obligations under, this Agreement; 7.1.4. this Agreement will, when executed, constitute lawful, valid and binding obligations on such Party, enforceable in accordance with its terms; and 7.1.5. neither the execution and delivery of this Agreement, nor the performance by such Party of its obligations hereunder will (i) violate any Legal Requirement, (ii) require any authorization, consent, approval, exemption or other action by or notice to any government entity, or (iii) violate or conflict with, or constitute a default (or an event which, with notice or lapse of time, or both, would constitute a default) under the governing documents of such Party or any contract, commitment, understanding, arrangement, agreement or restriction of any kind or character to which such Party is a party or by which such Party or any of its assets or properties may be bound or affected.

Appears in 2 contracts

Samples: Custody Agreement (RSE Collection, LLC), Custody Agreement (RSE Archive, LLC)

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