MEE’s Representations and Warranties and Covenants. MEE represents and warrants to Akouos that: (a) it is and shall be at all times during the Term a valid legal entity existing under the law of its state with the power to carry on its business as it is currently being conducted; (b) the execution and delivery of this Agreement has been duly authorized and no further approval, corporate or otherwise, is required in order to execute this valid, binding and enforceable Agreement; (c) it has, and will at all times during the Term retain, the right to grant the licenses granted or contemplated to be granted hereunder; (d) each individual listed as an inventor of the Ancestral Technology Patent Rights has assigned all of his or her rights, title and interests in and to such Ancestral Technology Patent Rights to MEE pursuant to a binding written agreement between such inventor and MEE; (e) each individual listed as an inventor of the BCH Patents has assigned all of his or her rights, title and interests in and to such BCH Patents to MEE and/or BCH (and if to BCH, BCH has assigned to MEE a one-half, undivided ownership interest therein), pursuant to a binding written agreement between such inventor and MEE and/or BCH, as applicable; (f) it is not a party to any agreement that is inconsistent or in conflict with the rights and licenses granted to Akouos hereunder; (g) its execution, delivery and performance of this Agreement shall not conflict with the terms of any other agreement to which it is a party or by which it is bound; (h) that, as of the Effective Date, there are no patents or patent applications, other than the Ancestral Technology Patent Rights and BCH Patent Rights, owned or otherwise Controlled by MEE the claims of which read on any claims in the Licensed Intellectual Property; (i) that, as of the Effective Date, no claims have been asserted or threatened against MEE, nor to MEE’s knowledge are there any valid grounds for any claim of any such kind (1) challenging the validity, effectiveness, or ownership of the Licensed Intellectual Property, and/or (2) to the effect that the use, development or commercialization of Licensed Products using the Licensed Intellectual Property infringes or will infringe on any intellectual property right of any person; and (j) that, as of the Effective Date, neither the Ancestral Technology Patent Rights nor the BCH Patent Rights are the subject of any litigation procedure, discovery process, interference, reissue, reexamination, opposition, appeal proceedings or any ot...

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Representations and Warranties and Covenants 9 4.1 GENERALLY ........................................................... 9 4.2
Survival of Representations and Warranties and Covenants All representations and warranties made by the parties hereto, and all covenants and other agreements of the parties hereto, in this Subscription Agreement shall survive the Closing.
Other Covenants, Representations and Warranties Stockholder hereby represents and warrants to Parent and Acquisition as follows:
Covenants, Representations and Warranties The General Partner covenants, represents and warrants that the following are presently true, will be true at the time of each Capital Contribution payment made by the Limited Partner and will be true during the term of this Agreement, to the extent then applicable.
WARRANTIES, REPRESENTATIONS AND COVENANTS Mortgagor warrants, represents and covenants to Mortgagee as follows:
Company Representations, Warranties and Covenants The Company hereby represents, warrants and agrees as follows:
Representations and Warranties and Covenants of the Counterparty (a) The Counterparty represents and warrants to the related Depositor, as of the date on which information is first provided to the related Depositor under Section 2(a)(ii), Section 2(b)(ii) or Section 2(b)(iii)(A), that, except as disclosed in writing the related Depositor prior to such date:
Survival of Covenants, Representations and Warranties All covenants, agreements, representations and warranties made herein or in any documents or other papers delivered by or on behalf of the Borrowers, or any of them, pursuant hereto shall be deemed to have been relied upon by the Lenders, regardless of any investigation made by or on behalf of the Lenders and shall survive the execution and delivery of this Master Agreement and the making by the Lenders of the Loans as herein contemplated and shall continue in full force and effect so long as any Loan, Obligation or any other amount due under this Agreement remains outstanding and unpaid or unsatisfied.
Covenants, Representations, and Warranties of Servicer By its execution and delivery of this Agreement, the Servicer makes the following representations, warranties and covenants on which the Trust Collateral Agent relies in accepting the Receivables and on which the Trustee relies in authenticating the Notes.
Executive’s Representations, Warranties and Covenants (a) Executive hereby represents and warrants to the Company that:

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