Additional Representations and Warranties of the Selling Stockholder. In addition to the representations, warranties and covenants set forth in Section 1(A), the Selling Stockholder hereby represents, warrants and covenants to each Underwriter as follows: (a) Incorporation and Good Standing of the Selling Stockholder. The Selling Stockholder has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware and has the requisite corporate power and authority to enter into and perform its obligations under this Agreement. (b) The Underwriting Agreement. This Agreement has been duly authorized, executed and delivered by, and is a valid and binding agreement of, the Selling Stockholder, enforceable in accordance with its terms, except as rights to indemnification hereunder may be limited by applicable law and except as the enforcement hereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles.
Additional Representations and Warranties of the Selling Stockholder. The Selling Stockholder hereby makes the following additional representations and warranties to the Company and to the Underwriters as of the date hereof and the Closing Date: