Common use of By Representative Clause in Contracts

By Representative. Representative represents, warrants and covenants as follows: (i) Representative is a corporation duly organized and validly existing under the laws of the State of Delaware and has the full right, power and authority to enter into this Agreement and to perform all of its obligations hereunder; (ii) this Agreement has been duly and validly executed and delivered by Representative and constitutes the valid and legally binding obligation of Representative enforceable in accordance with its terms; (iii) the execution and delivery of this Agreement by Representative will not result in a breach of or constitute a default under any agreement, instrument or obligation to which Representative is a party, nor will the execution and delivery of this Agreement violate any order or decree of any court, administrative agency or governmental body or require the approval of any governmental body, agency or authority; and (iv) Representative is not bankrupt or insolvent, nor is it a party to any pending or threatened bankruptcy or insolvency or similar proceeding.