Common use of REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. 3.1 Authority Relative to This Agreement. Purchaser and Parent have all necessary power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement by Purchaser and the consummation by Purchaser of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate action on the part of Purchaser and Parent. This Agreement has been duly and validly executed and delivered by Purchaser and Parent as Guarantor, assuming the due authorization, execution and delivery by Shareholder, constitutes a legal, valid and binding obligation of Purchaser and Parent, enforceable against Purchaser and Parent in accordance with its terms.

REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. 3.1 Authority Relative to This Agreement. Purchaser and Parent have all necessary power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement by Purchaser and the consummation by Purchaser of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate action on the part of Purchaser and Parent. This Agreement has been duly and validly executed and delivered by Purchaser and Parent as Guarantor, assuming the due authorization, execution and delivery by Shareholder, constitutes a legal, valid and binding obligation of Purchaser and ParentPurchaser, enforceable against Purchaser and Parent in accordance with its terms.

REPRESENTATIONS AND WARRANTIES OF PURCHASER AND PARENT. 3.1 Authority Relative to This Agreement. Purchaser and Parent have has all necessary power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement by Purchaser and the consummation by Purchaser of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate action on the part of Purchaser and Parent. This Agreement has been duly and validly executed and delivered by Purchaser and Parent as Guarantor, assuming the due authorization, execution and delivery by Shareholder, constitutes a legal, valid and binding obligation of Purchaser and Parent, enforceable against Purchaser and Parent in accordance with its terms.