Common use of Additional Representations and Warranties of Licensor Clause in Contracts

Additional Representations and Warranties of Licensor. Licensor represents, warrants, and covenants (as applicable) to Licensee that, as of the Effective Date: (a) Licensor has the right under the Licensed IP to grant the licenses to Licensee as purported to be granted under Section 2.1 of this Agreement; (b) Licensor has not granted, and will not grant during the Term, any license or other right under the Licensed IP that is inconsistent with the license granted to Licensee under Section 2.1; (c) Exhibit A includes all Patents Controlled by Licensor as of the Effective Date that claim the Products; (d) Licensor has not received any written notice from any Third Party asserting or alleging that the Development of any Product prior to the Effective Date infringed or misappropriated the intellectual property rights of such Third Party; and (e) there is no pending or, to Licensor’s knowledge, threatened (in writing), adverse actions, claims, suits or proceedings against Licensor or any of its Affiliate involving the Licensed IP or the Products.

Appears in 3 contracts

Samples: License Agreement (RayzeBio, Inc.), License Agreement (RayzeBio, Inc.), License Agreement (RayzeBio, Inc.)

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Additional Representations and Warranties of Licensor. Licensor represents, warrants, and covenants (as applicable) to Licensee that, as of the Effective Date: (a) Licensor has the right under the Licensed IP Technology to grant the licenses to Licensee as purported to be granted under Section 2.1 of pursuant to this Agreement;, (b) Licensor has not granted, and will not grant during the Term, any license licensee or other right under the Licensed IP Technology that is inconsistent with the license granted to Licensee under Section 2.1hereunder; (c) Exhibit A includes all Patents Patent Rights Controlled by Licensor as of the Effective Date that claim the ProductsLicensed Virus; (d) Licensor has not received any written notice from any Third Party asserting or alleging that the Development development of any Product Licensed Technology or Licensed Virus(es) prior to the Effective Date infringed or misappropriated the intellectual property rights of such Third Party; and (e) there is no pending or, to Licensor’s Licensors’ knowledge, threatened (in writing), adverse actionsaction, claimssuit, suits proceeding, or proceedings claim against Licensor or any of its Affiliate involving the Licensed IP Technology or the ProductsLicensed Virus.

Appears in 1 contract

Samples: License Agreement (Genelux Corp)

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Additional Representations and Warranties of Licensor. Licensor represents, warrants, and covenants (as applicable) to Licensee that, as of the Effective Date: (a) Licensor has the right under the Licensed IP Technology to grant the licenses to Licensee as purported to be granted under Section 2.1 of pursuant to this Agreement;, (b) Licensor has not granted, and will not grant during the Term, any license licensee or other right under the Licensed IP Technology that is inconsistent with the license granted to Licensee under Section 2.1hereunder; (c) Exhibit A includes all Patents Patent Rights Controlled by Licensor as of the Effective Date that claim the ProductsLicensed Virus(es); (d) Licensor has not received any written notice from any Third Party asserting or alleging that the Development development of any Product Licensed Technology or Licensed Virus(es) prior to the Effective Date infringed or misappropriated the intellectual property rights of such Third Party; and (e) there is no pending or, to Licensor’s Licensors’ knowledge, threatened (in writing), adverse actionsaction, claimssuit, suits proceeding, or proceedings claim against Licensor or any of its Affiliate involving the Licensed IP Technology or the ProductsLicensed Virus(es).

Appears in 1 contract

Samples: License Agreement (Genelux Corp)

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