Authority and Non-Infringement. Executive warrants that any and all items, technology, and Intellectual Properties of any nature developed or provided by Executive under this Agreement and in any way for or related to the Company will be original to Executive and will not, as provided to the Company or when used and exploited by the Company and its contractors and customers and its and their successors and assigns, infringe in any respect on the rights or property of Executive or any third party. Executive will not, without the prior written approval of the Company, use any equipment, supplies, facilities, or proprietary information of any other party. Executive warrants that Executive is fully authorized to enter into employment with the Company and to perform under this Agreement, without conflicting with any of Executive’s other commitments, agreements, understandings or duties, whether to prior employers or otherwise. Executive will indemnify the Company for all losses, claims, and expenses (including reasonable attorneys’ fees) arising from any breach of by him/her of this Agreement.
Authority and Non-Infringement. Licensor represents and warrants that Licensor has all rights and authority required to enter into this License Agreement, and to provide the Software and perform the services contemplated by this License Agreement, free from all liens, claims, encumbrances, security interests and other restrictions. Subject to the applicable terms and conditions of this License Agreement, Licensee will be entitled to use and enjoy the benefit of all Software without adverse interruption or disturbance by Licensor or any entity asserting a claim under or through Licensor. Licensor further represents and warrants that the Software and the use thereof by Licensee in accordance with the terms and conditions of this License Agreement, will not infringe (whether directly, contributorily, by inducement or otherwise), misappropriate or violate the Intellectual Property Rights of any third party, or violate the laws, regulations or orders of any governmental or judicial authority.
Authority and Non-Infringement. Licensor represents and warrants that Licensor has all rights and authority required to enter into this License Agreement, and to provide the Software and perform the services contemplated by this License Agreement, free from all liens, claims, encumbrances, security interests and other restrictions. Subject to the applicable terms and conditions of this License Agreement, Licensee will be entitled to use and enjoy the benefit of all Software without adverse interruption or disturbance by Licensor or any entity asserting a claim under or through Licensor. Licensor further represents and warrants that the Software and the use thereof by Licensee in accordance with the terms and conditions of this License Agreement, will not infringe (whether directly, contributorily, by inducement or otherwise), misappropriate or violate the Intellectual Property Rights of any third party, or violate the laws, regulations, or orders of any governmental or judicial authority. Licensee represents and warrants that Licensee has all rights and authority required to enter into this License Agreement and Licensee has provided accurate information about itself for accessing the Software.
Authority and Non-Infringement. Xxxxx warrants that to the best of his knowledge any and all items, technology and Intellectual Properties of any nature developed or provided by him under this Agreement and in any way for or related to Cutter & Buck will be original to Xxxxx and will not, as provided to Cutter & Buck or when used and exploited by Cutter & Buck and its contractors and customers and its and their successors and assigns, infringe in any respect on the rights or property of any third party. Xxxxx will not, without prior authorization by the Board, use any equipment, supplies, facilities or proprietary information of any other party. Xxxxx warrants that he is fully authorized to enter into employment with Cutter & Buck and to perform under this Agreement, without conflicting with any other commitments, understandings, agreements or duties, whether to prior employers or otherwise. Xxxxx agrees to indemnify Cutter & Buck for all losses, claims and expenses (including reasonable attorneys’ fees) arising from claims brought against Cutter & Buck as a result of any breach by Xxxxx of this section.
Authority and Non-Infringement. Licensor warrants that Licensor has all rights and authority required to enter into this Agreement, and to provide the Software and perform the S&S Services contemplated by this Agreement, free from all liens, claims, encumbrances, security interests and other restrictions. Subject to the applicable terms and conditions of this Agreement, Licensee will be entitled to use and enjoy the benefit of all Software and S&S Services without adverse interruption or disturbance by Licensor or any entity asserting a claim under or through Licensor. Licensor further represents and warrants that the S&S Services, Software and all other materials of whatsoever nature furnished under this Agreement, and the use thereof or exercise of any License rights granted hereunder to Licensee in accordance with the terms and conditions of this Agreement, will not infringe (whether directly, contributorily, by inducement or otherwise), misappropriate or violate the Intellectual Property Rights of any third party, or violate the laws, regulations or orders of any governmental or judicial authority.
Authority and Non-Infringement. Supplier represents, warrants and covenants that: (i) Supplier has all rights and authority required to enter into this Agreement, and to provide the Services and Deliverables contemplated by this Agreement, free from all liens, claims, encumbrances, security interests and other restrictions; (ii) subject to the applicable provisions of this Agreement, Company and Affiliates will be entitled to use and enjoy the benefit of all Services, Deliverables and any information or materials provided to Company in connection with this Agreement, without adverse interruption or disturbance by Supplier, or by any person or entity asserting a claim under or through Supplier; and (iii) the Services, Deliverables and any information or materials provided to Company in connection with this Agreement, and the use thereof (and the exercise of any license rights with respect thereto) by Company or the Affiliates in accordance with the provisions of this Agreement, will not infringe (whether directly, contributorily, by inducement or otherwise), misappropriate or violate any rights of any third party, or violate any Applicable Law.
Authority and Non-Infringement. Contractor has all rights and authority required to enter into this Agreement and perform the Services and Installations free from all liens, claims, encumbrances, security interests, charges, and other restrictions. Subject to the terms of this Agreement, Squan and its Affiliates will be entitled to use and enjoy the benefit of all Services and Installations provided by Contractor without adverse interruption or disturbance by Contractor or by any person or entity asserting a claim under or through Contractor. Contractor further represents and warrants that the Services performed and all materials of whatsoever nature furnished under this Agreement, and the use thereof by Squan or its customers, will not infringe (whether directly, contributorily, by inducement or otherwise), misappropriate, or violate the intellectual property right or trade secret of any third party, or violate the laws, regulations or orders of any governmental or judicial authority.
Authority and Non-Infringement. A. Each Party represents and warrants that it has full power and authority to enter into this Agreement and perform its obligations hereunder, and subject to obtaining all applicable Consents, grant the rights granted by this Agreement to the other Party.
Authority and Non-Infringement. Miles warrants that to the best of his knowledge any and all items, technology and Intellectual Properties of any nature developed or provided by him under this Agreement and in any way for or related to Urban Television will be original to Miles and will not, as provided to Urban Television or when used and exploited by Urban Television and its contractors and customers and its and their successors and assigns, infringe in any respect on the rights or property of any third party. Miles will not, without prior authorization by the Board, use any equipment, supplies, facilities or proprietary information of any other party. Miles warrants that he is fully authorized to enter into employment with Urban Television and to perform under this Agreement, without conflicting with any other commitments, understandings, agreements or duties, whether to prior employers or otherwise. Miles agrees to indemnify Urban Television for all losses, claims and expenses (including reasonable attorneys' fees) arising from claims brought against Urban Television as a result of any breach by Miles of this section.
Authority and Non-Infringement. You warrant that to the best of your knowledge any and all items, technology, and Intellectual Properties of any nature developed or provided by you under this agreement and in any way for or related to Cutter & Buck will be original to you and will not, as provided to Cutter & Buck or when used and exploited by Cutter & Buck and its contractors and customers and its and their successors and assigns, infringe in any respect on your rights or property or of any third party. You will not, without the prior written approval of Cutter & Buck, use any equipment, supplies, facilities, or proprietary information of any other party. You warrant that you are fully authorized to enter into employment with Cutter & Buck and to perform under this agreement, without conflicting with any of your other commitments, agreements, understandings or duties, whether to prior employers or otherwise. You will indemnify Cutter & Buck for all losses, claims, and expenses (including reasonable attorneys’ fees) arising from any claims brought against Cutter & Buck as a result of any breach of by you of this section.
