Representation and Warranty Clause Example with 10 Variations from Business Contracts

This page contains Representation and Warranty clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Representation and Warranty. Each Party represents and warrants to the other Parties that: (i) such Party has all requisite power and authority to enter into this Agreement and to take the actions contemplated hereby; (ii) the execution and delivery of this Agreement and the actions contemplated hereby have been duly authorized by all necessary corporate or other action on the part of such Party; and (iii) this Agreement has been duly executed and delivered by such Party and, assuming the due authorization, execution and de...livery by the other Parties, constitutes a legal, valid and binding obligation of such, enforceable against such Party in accordance with its terms, subject to the Enforceability Exceptions. View More
Found in MAGNACHIP SEMICONDUCTOR Corp contract

Variations of a "Representation and Warranty" Clause from Business Contracts

Representation and Warranty. Each Party represents and warrants to the other Parties that: (i) (a) such Party has all requisite corporate power and authority to enter into this Agreement and to take the actions contemplated hereby; (ii) (b) the execution and delivery of this Agreement and the actions contemplated hereby have been duly authorized by all necessary corporate or other action on the part of such Party; and (iii) (c) this Agreement has been duly and validly executed and delivered by such Party and, assuming the d...ue authorization, execution and delivery of this Agreement by the other Parties, Parties hereto, constitutes a legal, valid and binding obligation of such, such Party enforceable against such Party in accordance with its terms, except as that enforceability may be (i) limited by any applicable bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or similar Laws affecting the enforcement of creditors' rights generally and (ii) subject to general principles of equity (regardless of whether that enforceability is considered in a proceeding in equity or at law). 3 7. Further Assurances. Each Party shall, and shall cause its Subsidiaries and Affiliates to, cooperate with each other in the Enforceability Exceptions. taking of all actions necessary, proper or advisable under this Agreement and applicable Laws to effectuate the Termination. Without limiting the generality of the foregoing, the Parties shall, and shall cause their respective Subsidiaries and Affiliates to, cooperate with each other in connection with the withdrawal of any applications to or termination of proceedings before any Governmental Entity, before the Panel and the High Court or in connection with any Regulatory Clearance, in each case to the extent applicable, in connection with the transactions contemplated by the Transaction Documents. View More
Found in Aon plc contract
Representation and Warranty. 8.1 Mutual. Each Party party hereby represents and warrants to the other Parties party that: (i) such Party it has all requisite corporate power and authority to enter into this Agreement and to take carry out the actions transactions contemplated hereby; hereby and thereby; (ii) the execution execution, delivery and delivery performance of this Agreement and the actions consummation of the transactions contemplated hereby and thereby have been duly authorized by all necessary requisite corporat...e or other action actions on the part of such Party; and party; (iii) this Agreement has been or will be duly executed and delivered by such Party and, assuming party and (assuming the due authorization, execution and delivery hereof by the other Parties, constitutes party) is a legal, valid and binding obligation of such, such party, enforceable against such Party it in accordance with its terms, subject to the Enforceability Exceptions. terms; and (iv) its entry into this Agreement does not and will not violate or constitute a breach of any of its contractual obligations with third parties. View More
Found in Aclaris Therapeutics, Inc. contract
Representation and Warranty. Each Party represents and warrants to the other Parties that: (i) such Party has all requisite corporate or limited liability company power and authority authority, as applicable, to enter into this Agreement and to take the actions contemplated hereby; (ii) the execution and delivery of this Agreement and the actions contemplated hereby have been duly authorized by all necessary corporate or other action limited liability company action, as applicable, on the part of such Party; and (iii) this ...Agreement has been duly and validly executed and delivered by such Party and, assuming the due authorization, execution and delivery of this Agreement by the other Parties, Parties hereto, constitutes a legal, valid and binding obligation of such, such Party enforceable against such Party in accordance with its terms, subject terms. 2 5. Further Assurances. Each Party shall, and shall cause its Subsidiaries and Affiliates to, cooperate with each other in the taking of all actions necessary, proper or advisable under this Agreement and applicable Laws to effectuate the Enforceability Exceptions. Termination. View More
Found in Penn Virginia Corporation contract
Representation and Warranty. Each Party represents and warrants to the other Parties that: (i) (a) such Party has all requisite corporate power and authority to enter into this Agreement and to take the actions contemplated hereby; (ii) (b) the execution and delivery of this Agreement and the actions contemplated hereby have been duly authorized by all necessary corporate or other action on the part of such Party; and (iii) (c) this Agreement has been duly and validly executed and delivered by such Party and, assuming the d...ue authorization, execution and delivery of this Agreement by the other Parties, Parties hereto, constitutes a legal, valid and binding obligation of such, such Party enforceable against such Party in accordance with its terms, except as that enforceability may be (i) limited by any applicable bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or similar Laws affecting the enforcement of creditors' rights generally and (ii) subject to the Enforceability Exceptions. general principles of equity (regardless of whether that enforceability is considered in a proceeding in equity or at law). View More
Found in Willis Towers Watson contract
Representation and Warranty. Each Party represents and warrants to the other Parties that: (i) (a) such Party has all requisite corporate power and authority to enter into this Agreement and to take the actions contemplated hereby; (ii) (b) the execution and delivery of this Agreement and the actions contemplated hereby have been duly authorized by all necessary corporate or other action on the part of such Party; and (iii) (c) this Agreement has been duly and validly executed and delivered by such Party and, assuming the d...ue authorization, execution and delivery of this Agreement by the other Parties, constitutes a legal, valid and binding obligation of such, such Party enforceable against such Party in accordance with its terms, except as that enforceability may be (i) limited by any applicable bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or similar Laws affecting the enforcement of creditors' rights generally and (ii) subject to the Enforceability Exceptions. general principles of equity (regardless of whether that enforceability is considered in a proceeding in equity or at law). View More
Found in Lam Research contract
Representation and Warranty. Each Party represents and warrants to the other Parties that: (i) such Party has all requisite corporate power and authority to enter into this Agreement and to take the actions contemplated hereby; (ii) the execution and delivery of this Agreement and the actions contemplated hereby have been duly authorized by all necessary corporate or other action on the part of such Party; and (iii) this Agreement has been duly and validly executed and delivered by such Party and, assuming the due authoriza...tion, execution and delivery of this Agreement by the other Parties, Parties hereto, constitutes a legal, valid and binding obligation of such, such Party enforceable against such Party in accordance with its terms, except as that enforceability may be (i) limited by any applicable bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or similar Laws affecting the enforcement of creditors' rights generally and (ii) subject to the Enforceability Exceptions. general principles of equity (regardless of whether that enforceability is considered in a proceeding in equity or at law). View More
Found in Halliburton Co. contract
Representation and Warranty. Each Party party represents and warrants to the other Parties that: (i) such Party party has all requisite corporate power and authority to enter into this Agreement and to take the actions contemplated hereby; (ii) the execution and delivery of this Agreement and the actions contemplated hereby have been duly authorized by all necessary corporate or other action -2 on the part of such Party; party, including any necessary approval of each of such party's relevant boards; and (iii) this Agreemen...t has been duly and validly executed and delivered by such Party and, assuming the due authorization, execution party and delivery by the other Parties, constitutes a legal, valid and binding obligation of such, such party enforceable against such Party party in accordance with its terms, subject to the Enforceability Exceptions. terms. View More
Found in Omnicom Group contract
Representation and Warranty. Each Party represents and warrants to the other Parties that: (i) such Party has all requisite corporate power and authority to enter into this Agreement and to take the actions contemplated hereby; (ii) the execution and delivery of this Agreement and the actions contemplated hereby have been duly and validly authorized by all necessary corporate or other action on the part of such Party; and (iii) this Agreement has been duly and validly executed and delivered by such Party and, assuming the d...ue authorization, execution and delivery of this Agreement by the other Parties, Parties hereto, constitutes a legal, valid and binding obligation of such, such Party enforceable against such Party in accordance with its terms, except as that enforceability may be (A) limited by any applicable bankruptcy, insolvency and other Laws of general applicability relating to or affecting creditors' rights and (B) subject to the Enforceability Exceptions. general principles of equity (regardless of whether that enforceability is considered in a proceeding in equity or at law). View More
Found in SPARTON CORP contract
Representation and Warranty. Each Party represents and warrants to the other Parties that: (i) such Party has all requisite corporate power and authority to enter into this Agreement and to take the actions contemplated hereby; (ii) the execution and delivery of this Agreement and the actions contemplated hereby have been duly authorized by all necessary corporate or other action on the part of such Party; Party, including any necessary approval of each of such Party's relevant boards of directors; and (iii) this Agreement ...has been duly and validly executed and delivered by such Party and, assuming the due authorization, execution and delivery by the other Parties, constitutes a legal, valid and binding obligation of such, such Party enforceable against such Party in accordance with its terms, subject to the Enforceability Exceptions. terms. View More
Found in 2 Contracts from 2 Companies
Representation and Warranty. Each Party represents and warrants to the other Parties that: (i) such Party has all requisite corporate or limited liability company power and authority authority, as applicable, to enter into this Agreement and to take the actions contemplated hereby; (ii) the execution and delivery of this Agreement and the actions contemplated hereby have been duly authorized by all necessary corporate or other action limited liability company action, as applicable, on the part of such Party; and (iii) this ...Agreement has been duly and validly executed and delivered by such Party and, assuming the due authorization, execution and delivery of this Agreement by the other Parties, Parties hereto, constitutes a legal, valid and binding obligation of such, such Party enforceable against such Party in accordance with its terms, subject to the Enforceability Exceptions. terms. View More
Found in Victory Capital Holdings, Inc. contract