Licensee Warranty Sample Clauses

Licensee Warranty. Licensee expressly warrants that it is authorized to enter into this Agreement. Licensee further represents and warrants that Licensee and its affiliates, shall assume full responsibility for all acts, omissions and misrepresentations by Licensee, its affiliates, agents, employees and third party manufacturers arising out of or relating to:
Licensee Warranty. 4.1 Licensee represents, warrants and undertakes that:
Licensee Warranty. Licensee represents, warrants, and covenants that it will comply with all laws applicable to Licensee, and that Licensee has and shall maintain at all times during the term of this Agreement all governmental, regulatory, and other third party licenses, registrations (including fund registrations and registration or recordation of this Agreement), permits, certifications, rights, consents, and approvals required for providing advisory services to the Funds, its performance under this Agreement, its use of the Licensed Indices as contemplated under this Agreement or the conduct of its business. Licensee shall provide proof of such licenses, registrations, permits, certifications, rights, consents and approvals promptly upon Merlyn’s reasonable request.
Licensee Warranty. The Licensee warrants and agrees to be responsible for the Licensed Materials. Under the terms of this Standard License, Licensee shall not permit the unauthorized display, distribution, use, or sharing of any licensed materials. The Licensee also agrees: • To indemnify and hold our company harmless from any and all: actions, proceedings, claims, unforeseen third party claims, demands, costs (including without restriction any legal costs, fees, or expenses), awards, and damages arising directly or indirectly from this agreement, or as a result of any breach or non- performance of this agreement by the Licensee. • Not to assign, transfer, or sublicense this agreement, or permit the unauthorized use of Licensed Materials, or any portion thereof for any purpose; • Not to assign or transfer it’s duties or obligations under this agreement, nor to loan, rent, assign, or transfer any Licensing rights to any other person or entity; • That the Licensed Materials shall not infringe upon any third party rights whatsoever, and any liability for the infringement of third party rights shall rest with the Licensee.
Licensee Warranty. (i) Licensee represents and warrants that Licensee has all legal rights necessary to provide the Licensee Data to PBI for processing and that the Licensee Data does not infringe, misappropriate, or violate any intellectual property or other right of any third party.
Licensee Warranty. The Licensee or User warrants and agrees to be responsible for all Licensed Materials uploaded, downloaded, or otherwise transmitted between our website and the end User. Under the terms of this Universal Multimedia Agreement, the Licensee shall not permit the unauthorized display, access, distribution, use, or sharing of any Licensed Material or Content. The Licensee also agrees: • To Indemnify and hold Icons8 (and its' subsidiaries, owners, directors, employees, and agents) harmless from any and all: actions, proceedings, claims, unforeseen third-party claims, demands, costs (including without restriction any legal costs, fees or expenses), awards, and damages arising directly or indirectly from this Agreement, or as a result of any breach or non-performance of this Agreement by the Licensee. • Not to assign, transfer, or sublicense this Agreement, or permit the unauthorized use of Licensed Materials, or any portion thereof for any purpose; • Not to assign or transfer its' duties or obligations under this Agreement, nor to loan, rent, export, or transfer any unauthorized licensing rights or privileges to any other person or entity; • That Licensed Materials shall not infringe upon any third-party rights whatsoever, and any liability for the infringement of third-party rights including but not limited to damages and legal costs shall rest with the Licensee.
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Licensee Warranty. Licensee represents and warrants that any Licensee Content utilized as part of the Services shall not (a) infringe any copyright, trademark, or patent; (b) misappropriate any trade secret; (c) be deceptive, defamatory, obscene, pornographic or unlawful; (d) contain any viruses, worms or other malicious code intended to damage Novacoast’s system or data; or (e) otherwise violate the rights, including any applicable privacy rights, of a third party. Novacoast is not obligated to back up any Licensee Content; the Licensee is solely responsible for creating backup copies of any Licensee Content at Licensee’s sole cost and expense. Licensee agrees that any use of the Services contrary to or in violation of the representations and warranties of Licensee in this section constitutes unauthorized and improper use of the Services.
Licensee Warranty. (i) Licensee represents and warrants that Licensee has all legal rights necessary to provide the Licensee Data to PB for processing and that the Licensee Data does not infringe, misappropriate, or violate any intellectual property or other right of any third party. Licensee agrees to indemnify and hold PB and its licensors and their officers, directors, agents and employees harmless against any and all claims, causes of action, suits, proceedings, losses, damages, demands, fees, expenses, fines, penalties and costs (including reasonable attorneys' fees and expenses) arising directly or indirectly out of PB or its third party licensor's processing of Licensee Data.
Licensee Warranty. As of the Effective Date Licensee represents and warrants that; (a) it is a corporation duly organized, validly existing and in good standing under the laws of Switzerland, (b) all necessary consents, approvals and authorizations of all governmental authorities and other persons or entities required to be obtained by Licensee in connection with this Agreement have been obtained; (c) the execution, delivery and performance of this Agreement have been duly authorized by all necessary corporate action on the part of Licensee, and (d) this Agreement is a legal and valid obligation binding upon Licensee and enforceable in accordance with its terms
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