Common use of By All Parties Clause in Contracts

By All Parties. Each Party represents and warrants the following: (a) it is duly organized, validly existing, and in good standing under the laws of the state and/or nation of its organization; (b) it has all requisite corporate power and authority to enter into this Agreement and perform its obligations hereunder, and it has taken all necessary corporate action on its part required to authorize the execution and delivery of the Agreement and the performance of its obligations hereunder; (c) the Agreement has been duly executed and delivered on behalf of it, and constitutes a legal, valid, and binding obligation of such Party and is enforceable against it in accordance with its terms; (d) the execution, delivery, and performance of this Agreement by it does not, and the consummation of the transactions contemplated hereby will not, violate or conflict with any provisions of its organizational documents, bylaws, any law or regulation applicable to it, or any agreement, instrument, order, judgment, or decree to which it is a party or by which it is bound that would materially affect its ability to consummate the transaction contemplated hereby or impair the rights being granted to the other Parties; and (e) all necessary consents, approvals, and authorizations of all governmental authorities and other Persons required to be obtained by such Party in connection with the entry into this Agreement have been obtained.

Appears in 2 contracts

Samples: License Agreement (Anthera Pharmaceuticals Inc), License Agreement (Anthera Pharmaceuticals Inc)

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By All Parties. Each Party represents and warrants the following: (a) it is duly organized, validly existing, and in good standing under the laws of the state and/or nation of its organization; (b) it has all requisite corporate power and authority to enter into this Agreement and perform its obligations hereunder, and it has taken all necessary corporate action on its part required to authorize the execution and delivery of the Agreement and the performance of its obligations hereunder; (c) the Agreement has been duly executed and delivered on behalf of it, and constitutes a legal, valid, and binding obligation of such Party and is enforceable against it in accordance with its terms; (d) the execution, delivery, and performance of this Agreement by it does not, and the consummation of the transactions contemplated hereby will not, violate or conflict with any provisions of its organizational documents, documents or bylaws, or to its knowledge any law or regulation applicable to it, or any agreement, instrument, order, judgment, or decree to which it is a party or by which it is bound that would materially affect its ability to consummate the transaction contemplated hereby or impair the rights being granted to the other Parties; and (e) all necessary consents, approvals, and authorizations of all governmental authorities and other Persons required to be obtained by such Party in connection with the entry into this Agreement have been obtained.

Appears in 2 contracts

Samples: License Agreement (Anthera Pharmaceuticals Inc), License Agreement (Anthera Pharmaceuticals Inc)

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By All Parties. Each Party represents and warrants the following: (a) it is duly organized, validly existing, and in good standing under the laws of the state and/or nation of its organization; (b) it has all requisite corporate power and authority to enter into this Agreement and perform its obligations hereunder, and it has taken all necessary corporate action on its part required to authorize the execution and delivery of the Agreement and the performance of its obligations hereunder; (c) the Agreement has been duly executed and delivered on behalf of it, and constitutes a legal, valid, and binding obligation of such Party and is enforceable against it in accordance with its terms; (d) the execution, delivery, and performance of this Agreement by it does not, and the consummation of the transactions contemplated hereby will not, violate or conflict with any provisions of its organizational documents, bylaws, any law or regulation applicable to it, or any agreement, instrument, order, judgment, or decree to which it is a party or by which it is bound that would materially affect its ability to consummate the transaction contemplated hereby or impair the rights being granted to the other PartiesParty; and (e) all necessary consents, approvals, and authorizations of all governmental authorities Governmental Authorities and other Persons third parties required to be obtained by such Party in connection with the entry into this Agreement have been obtained.

Appears in 1 contract

Samples: Laboratory Agreement (OncoCyte Corp)

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