Execution and Authority. (A) Submission or preparation of this Lease by Landlord shall not constitute an offer by Landlord or option for the Premises, and this Lease shall constitute an offer, acceptance or contract only as expressly specified by the terms of this Subparagraph 18.1(A). In the event that Tenant executes this Lease first, such action shall constitute an offer to Landlord, which may be accepted by Landlord by executing this Lease, and once this Lease is so executed by Landlord, such offer may not be revoked by Tenant and this Lease shall become a binding contract. In the event that Landlord executes this Lease first, such action shall constitute an offer to Tenant, which may be accepted by Tenant only by delivering to Landlord a fully executed copy of this Lease, together with a fully executed copy of all guaranty agreements, if any, of the obligations of Tenant under this Lease, all of which documents must be received by Landlord within seven (7) days after the Effective Date by Landlord; provided that in the event that any party other than Landlord makes any material or minor alteration of any nature whatsoever to any of said documents, then such action shall merely constitute a counteroffer, which Landlord may, at Landlord’s election, accept or reject. Notwithstanding that the Rent Commencement Date may occur and the Lease Term may commence after the Effective Date, upon delivery and acceptance of this Lease in accordance with the terms of this Lease, this Lease shall be fully effective, and in full force and effect and valid and binding against the parties in accordance with, but on and subject to, the terms and conditions of this Lease.
(B) As a material inducement to both parties to enter into this Lease, Tenant (and, individually each party executing this Lease on behalf of Tenant) and Landlord (and, individually each party executing this Lease on behalf of Landlord) intending that the other party hereto rely thereon, represents and warrants each to the other that:
(i) They (or the party executing on their behalf) are fully and properly authorized to execute, enter into, and deliver this Lease;
(ii) This Lease constitutes a valid and binding obligation, enforceable against the parties hereto in accordance with the terms of this Lease;
(iii) Landlord and Tenant are duly organized, validly existing and in good standing under the Laws of the state of their organization and have full power and authority to enter into this Lease, to perform the obligations of such ...
Execution and Authority. Such Management Sponsor has the right, power and capacity to execute this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby.
Execution and Authority. Each party represents that: (a) it has the full right, power and authority to execute and deliver this Agreement and to perform its terms; (b) the execution and delivery of this Agreement will not violate or conflict with any charter provision or bylaw of the party or any of its subsidiaries or affiliates; (c) the party has taken all required corporate, company or other actions to approve this Agreement; (d) this Agreement is enforceable against the party according to its terms, subject to bankruptcy, insolvency, and other laws relating to or affecting creditors’ rights and to general equity principles; and (e) the person executing this Agreement on the party’s behalf is duly authorized and empowered to do so.
Execution and Authority. This Agreement may be executed in any number of duplicate counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. The persons signing below represent that they are duly authorized to execute this Agreement for and on behalf of the Party for whom they are signing. The signatures below of the authorized representatives of WordCruncher and Sierra indicate their acceptance of the terms and conditions of this Agreement. WordCruncher Internet Technologies Sierra Systems Consultants, Inc. Inc. /s/ /s/ ---------------------------------- -------------------------------- Xxxxxx Xxxxx, Vice President Xxxx XxXxxx, Vice President ATTACHMENT A: SCOPE OF SERVICE DATE: __Jan 6, 2000________ WORDCRUNCHER INITIALS: ______/s/____________ SIERRA INITIALS: ______/s/____________ AGREEMENT #: ___________________ Services: Services will be provided to WordCruncher as proposed in the Sierra letter to WordCruncher dated September 22, 1999, and in the Sierra document, "Spyhop Architecture and Design," dated October 4, 1999, the Sierra document, "Project Charter," dated October 1, 1999, the Digital Boardwalk document, "Project Plan," dated November 11, 1999, the WordCruncher document, "Spyhop Product Requirements Document," version 0.8, and the WordCruncher document, "Spyhop Search Engine Design Document," version 1.6. Services also include the development, delivery, testing and debugging of the Deliverables. These services will be provided in support of the development of the Spyhop web site. Deliverables: Deliverables will be provided to WordCruncher as proposed in the same documents listed above under "Services." The deliverables include but are not limited to HTML templates, data bases, scripts, integration modules, and any other Sierra or Digital Boardwalk software components required to deliver a fully functioning web site that conforms to the specifications set forth in the above referenced documents. It is understood that certain other software licenses for products required to build the Spyhop site (i.e., NAS, NES, Oracle, and Solaris) will be acquired by WordCruncher separate from this contract.
Execution and Authority. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Each person signing below represents that he/she is duly authorized to execute this Agreement for and on behalf of the Party for whom he/she is signing. AGREED TO AND ACCEPTED BY: Samaritan Software, LLC (“Customer”) (“Samaritan”) By (signature): Name (print): Title: Date: By (signature): Name (print): Title: Date:
1. Licensed Software
Execution and Authority. The person(s) executing this Agreement represents and warrants that he/she has authority to enter into this Agreement, approve the Work and to bind the Customer and the owner of the Property. If the Property is owned by more than one person, the person(s) executing this Agreement represents and warrants that he/she has obtained the permission of all other Customers to enter into this Agreement.
Execution and Authority. (a) This Lease shall not be binding upon either party until each party actually physically receives a fully executed copy of this Lease.
(b) Landlord and Tenant (and the individual executing this Lease on behalf of Landlord and Tenant respectively) represents and warrants to the other that:
(i) Each party and the individual executing on behalf of such party are fully and properly authorized to execute this Lease on behalf of such party and to deliver same to the other; and
(ii) The execution, delivery and full performance of this Lease by either party does not and shall not constitute a violation of any contract, agreement, undertaking, judgment, laws, decree, governmental or court order or other restriction of any kind to which such party is a party or by which such party may be bound. This Lease shall be executed in duplicate, each of which shall be deemed an original and each of which shall be deemed to be complete of itself and may be introduced into evidence or used for any purpose without the production of the copies.
Execution and Authority. This Agreement may be executed in any number of duplicate counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. The persons signing below represent that they are duly authorized to execute this Agreement for and on behalf of the Party for whom they are signing.
Execution and Authority. Each Purchaser represents and warrants that (i) such Purchaser has duly executed this Agreement, (ii) if such Purchaser is not a natural person, the Purchaser's execution of this Agreement and entrance into the other agreements hereunder, and its purchase of the Shares, have been duly authorized by all necessary corporate or other action, and the purchase of the Shares and the entrance into the Agreement has not contravened and will not contravene its charter, by-laws or any law, regulation or court order applicable to it, and (iii) such Purchaser is not a "creditor" as such term is defined in Regulation T of the Board of Governors of the Federal Reserve System.
Execution and Authority. The execution and delivery of this instrument has been duly authorized by the Tenant and constitutes the legal, valid and binding obligation of the Tenant and enforceable against the Tenant in accordance with its terms. The execution, delivery and performance by the Tenant of this Lease does not violate or contravene the Tenant's Articles of
