Common use of Representations and Warranties of QMT Clause in Contracts

Representations and Warranties of QMT. QMT represents and warrants to DERMA as follows: (a) QMT is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada. QMT has all requisite corporate power to own and operate its properties and assets and to carry on its business as presently being conducted and as proposed to be conducted. QMT has, and will have on all relevant dates, all requisite legal and corporate power to execute and deliver this Agreement, and to carry out and perform its obligations under the terms of this Agreement; (b) QMT covenants that neither it nor its Affiliates shall, during the Term, develop or commercialize any products in the Field that compete, directly or indirectly, with the Products; and (c) The execution and delivery of this Agreement and the performance of the transactions contemplated hereby have been duly authorized by all appropriate QMT corporate action. The performance by QMT of any of the terms and conditions of this Agreement on its part to be performed does not and will not constitute a breach or violation of any other agreement or understanding, written or oral, to which it is a party. ***** This material has been omitted pursuant to a request for confidential treatment and filed separately with the Securities and Exchange Commission.

Representations and Warranties of QMT. QMT represents and warrants to DERMA as follows: (a) QMT is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada. QMT has all requisite corporate power to own and operate its properties and assets and to carry on its business as presently being conducted and as proposed to be conducted. QMT has, and will have on all relevant dates, all requisite legal and corporate power to execute and deliver this Agreement, and to carry out and perform its obligations under the terms of this Agreement; (b) QMT covenants that neither it nor its Affiliates shall, during the Term, develop or commercialize any products in the Field that compete, directly or indirectly, with the Products; and (c) The execution and delivery of this Agreement and the performance of the transactions contemplated hereby have been duly authorized by all appropriate QMT corporate action. The performance by QMT of any of the terms and conditions of this Agreement on its part to be performed does not and will not constitute a breach or violation of any other agreement or understanding, written or oral, to which it is a party. ***** This material has been omitted pursuant to a request for confidential treatment and filed separately with the Securities and Exchange Commission.