Representations and Warranties of the Company Clause Example with 6 Variations from Business Contracts

Representations and Warranties of the Company. The Company hereby represents and warrants to the Indemnitee as follows: (a) Authority. The Company has all necessary power and authority to enter into, and be bound by the terms of, this Agreement, and the execution, delivery and performance of the undertakings contemplated by this Agreement have been duly authorized by the Company. (b) Enforceability. This Agreement, when executed and delivered by the Company in accordance with the provisions hereof, shall be a legal, valid and binding obligat...ion of the 12 Company, enforceable against the Company in accordance with its terms, except as such enforceability may be limited by equitable principles and applicable bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the enforcement of creditors' rights generally. (c) No Conflicts. This Agreement, when executed and delivered by the Company in accordance with the provisions hereof, does not, and the Company's performance of its obligations under the Agreement will not, violate the Company's certificate of incorporation, bylaws, other agreements to which the Company is a party to or applicable law. (d) Insurance. The Company shall use its best efforts to cause the Indemnitee, at the Company's expense, to be covered by such insurance policies or policies providing liability insurance for directors or officers of the Company or of any Subsidiary, if any, in accordance with its or their terms to the same extent as provided to any then-current director or officer of the Company or any Subsidiary under such policy or policies. View More

Representations and Warranties of the Company. The Company hereby represents and warrants to the Indemnitee as follows: (a) Authority. The Company has all necessary power and authority to enter into, and be bound by the terms of, this Agreement, and the execution, delivery and performance of the undertakings contemplated by this Agreement have been duly authorized by the Company. (b) Enforceability. This Agreement, when executed and delivered by the Company in accordance with the provisions hereof, shall be a legal, valid and binding obligat...ion of the Company, enforceable against the Company in accordance with its terms, except as such enforceability may be limited by equitable principles and applicable bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the enforcement of creditors' rights generally. (c) No Conflicts. This Agreement, when executed and delivered by the Company in accordance with the provisions hereof, does not, and the Company's performance of its obligations under the Agreement will not, violate the Company's certificate of incorporation, bylaws, other agreements to which the Company is a party to or applicable law. (d) Insurance. The Company shall use commercially reasonable efforts to cause the Indemnitee, at the Company's expense, to be covered by such insurance policies or policies providing liability insurance for directors or officers of the Company or of any Subsidiary, if any, in accordance with its or their terms to the same extent as provided to any then-current director or officer of the Company or any Subsidiary under such policy or policies. View More

Representations and Warranties of the Company. The Company hereby represents and warrants to Indemnitee as follows: (a) Authority. The Company has all necessary power and authority to enter into, and be bound by the terms of, this Agreement, and the execution, delivery and performance of the undertakings contemplated by this Agreement have been duly authorized by the Company. (b) Enforceability. This Agreement, when executed and delivered by the Company in accordance with the provisions hereof, shall be a legal, valid and binding obligation ...of the Company, enforceable against the Company in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the enforcement of creditors' rights generally. (c) Bar Order. The Company shall not seek from a court, or agree to, a "bar order" which would have the effect of prohibiting or limiting the Indemnitee's rights to receive advancement of expenses under this Agreement. View More

Representations and Warranties of the Company. The Company hereby represents and warrants to Indemnitee the Clay Family Holders as follows: (a) Authority. The Company has all necessary power and authority to enter into, and be bound by the terms of, this Letter Agreement, and the execution, delivery and performance of the undertakings contemplated by this Letter Agreement have been duly authorized by the Company. (b) Enforceability. This Letter Agreement, when executed and delivered by the Company in accordance with the provisions hereof, sh...all be a legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the enforcement of creditors' rights generally. View More

Representations and Warranties of the Company. The Company hereby represents and warrants to Indemnitee as follows: (a) Authority. The Company has all necessary power and authority to enter into, into and be bound by the terms of, this Agreement, Deed, and the execution, delivery and performance of the undertakings contemplated by this Agreement Deed have been duly authorized by the Company. (b) Enforceability. This Agreement, Deed, when executed and delivered by the Company and Indemnitee in accordance with the provisions hereof, shall be a... legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the enforcement of creditors' rights generally. generally or equitable principles. View More

Representations and Warranties of the Company. The Company hereby represents and warrants to Indemnitee as follows: that (a) Authority. The the Company has all necessary power and authority to enter into, and be bound by the terms of, this Agreement, and the execution, execution and delivery and performance of the undertakings contemplated by this Agreement have been duly authorized by the Company. Company and (b) Enforceability. This this Agreement, when executed and delivered by the Company in accordance with the provisions hereof, shall b...e a legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the enforcement of creditors' rights generally. View More