Representations and Warranties of Nortel. Nortel represents and warrants to the Company and Arris Interactive as of the date hereof and as of the date of each Closing that:
Representations and Warranties of Nortel. Nortel represents and warrants to the Stockholder Parties that Nortel has full corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution, delivery and performance of this Agreement by Nortel will not constitute a violation of, conflict with or result in a default under, (i) any contract, understanding or arrangement to which Nortel is a party or by which it is bound or require the consent of any other Person or any party pursuant thereto, (ii) any judgment, decree or order applicable to Nortel, or (iii) any law, rule or regulation of any governmental body, in each case except for violations, conflicts or defaults that would not have a material adverse effect on the ability of Nortel to perform its obligations under this Agreement; and this Agreement constitutes a legal, valid and binding agreement on the part of Nortel, enforceable against Nortel in accordance with its terms, except as such enforceability may be limited by principles applicable to creditors' rights generally or governing the availability of equitable relief. The execution and delivery by Nortel of this Agreement and the consummation by Nortel of the transactions contemplated hereby have been duly and validly authorized by the Board of Directors of Nortel and no other corporate proceedings on the part of Nortel are necessary to authorize this Agreement or to consummate the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Nortel.
Representations and Warranties of Nortel. Nortel represents and warrants to the Company and Arris that:
Representations and Warranties of Nortel. Each of Nortel Networks, Nortel Industria and Nortel Servicos represents and warrants that:
Representations and Warranties of Nortel. Nortel represents and warrants to Antec that:
Representations and Warranties of Nortel. Nortel hereby represents and warrants that:
