Common use of LICENSEE represents and warrants as follows Clause in Contracts

LICENSEE represents and warrants as follows. (a) this Agreement is and shall be a legal and valid obligation binding upon LICENSEE, enforceable in accordance with its terms; (b) the execution and delivery of this Agreement do not and will not constitute a breach or violation of any other agreement or understanding, written or oral, to which it is a party; (c) the execution, delivery and performance of this Agreement have been duly authorized by all necessary corporate action on the part of LICENSEE, and the person executing this Agreement on behalf of LICENSEE has been duly authorized to do so by all requisite corporate action.

LICENSEE represents and warrants as follows. (a) this Agreement is and shall be a legal and valid obligation binding upon LICENSEE, enforceable in accordance with its terms; (b) the execution and delivery of this Agreement Agreement, and the use of the Licensed Technology, do not and will not constitute a breach or violation of any other agreement or understanding, written or oral, to which it is a party; (c) the execution, delivery and performance of this Agreement have been duly authorized by all necessary corporate action on the part of LICENSEE, and the person executing this Agreement on behalf of LICENSEE has been duly authorized to do so by all requisite corporate action; and (d) LICENSEE shall use the Licensed Technology in accordance with all applicable laws, rules and regulations.

LICENSEE represents and warrants as follows. (a) this Agreement is and shall be a legal and valid obligation binding upon LICENSEE, enforceable in accordance with its terms; (b) the execution and delivery of this Agreement Agreement, and the use of the Licensed Technology, do not and will not constitute a breach or violation of any other agreement or understanding, written or oral, to which it is a party; (c) the execution, delivery and performance of this Agreement have been duly authorized by all necessary corporate action on the part of LICENSEE, and the person executing this Agreement on behalf of LICENSEE has been duly authorized to do so by all requisite corporate action; and (d) LICENSEE shall use the Licensed Technology in accordance with all applicable laws, rules and regulations. (e) Licensee guarantees that it will not use Licensed Technology without a valid sub-license from Xxxx Xxxxxxx or EMBLEM.