Common use of Mutual Representations and Warranties Clause in Contracts

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 11 contracts

Samples: Software and Services License Agreement (Tirios Propco Series LLC), Software and Services License Agreement (Casa Shares Assets, LLC), Software and Services License Agreement (Ysmd, LLC)

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Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 11 contracts

Samples: Participating Addendum, Master Subscription Agreement, Software and Services License Agreement (REITless Impact Opportunity Zone Strategies LLC)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: : (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; ; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; ; (c) the execution acceptance of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; ; and (d) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyeach Party, enforceable against such party each Party in accordance with its terms.

Appears in 7 contracts

Samples: Services Agreement, Targetsolutions Learning, LLC Agreement, Targetsolutions Learning Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization or other organizationchartering; (b) it has has, and throughout the Term shall retain, the full right, power and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party;; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid and binding obligation of such that party, enforceable against such that party in accordance with its terms.

Appears in 7 contracts

Samples: Distribution License Agreement (Innovative Medtech, Inc.), License Agreement (Altitude International, Inc), License Agreement (Titan Computer Services Inc.)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it has has, and throughout the Term will retain, the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the Party; and (d) its signatory to when executed and delivered by such Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partythat Party, enforceable against such party that Party in accordance with its terms.

Appears in 7 contracts

Samples: Technology Acquisition Agreement (Adven Inc.), Technology Acquisition Agreement (Adven Inc.), Technology Acquisition Agreement (Adven Inc.)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 5 contracts

Samples: Software as a Service Agreement, Terms of Service, Saas Terms and Conditions

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement by its representative has been duly authorized by all necessary corporate or organizational action of such party;Party; and (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 3 contracts

Samples: Imanage Cloud Services Agreement, Imanage Cloud Services Agreement, Imanage Cloud Services Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it has has, and throughout the Term will retain, the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the Party; and (d) its signatory to when executed and delivered by such Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partythat Party, enforceable against such party that Party in accordance with its terms.

Appears in 3 contracts

Samples: Patent License Agreement (GTX Corp), Patent License Agreement (Inpixon), Patent Assignment and License Back Agreement (Inpixon)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: : (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; ; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; ; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; ; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 3 contracts

Samples: Terms of Service, Terms of Service, Terms of Service

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: : (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; ; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; ; (c) the execution acceptance of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; action; and (d) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyeach Party, enforceable against such party each Party in accordance with its terms.

Appears in 3 contracts

Samples: Scenario Learning, LLC Agreement Schedule A, Service Agreement, Scenario Learning Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement by its representative has been duly authorized by all necessary corporate or organizational action of such party;Party; and (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 3 contracts

Samples: Imanage Cloud Services Agreement, Cloud Services Agreement, Cloud Services Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party thatthat as of the Effective Date: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it has the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the Party; and (d) its signatory to when executed and delivered by such Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partythat Party, enforceable against such party that Party in accordance with its terms.

Appears in 3 contracts

Samples: Patent and Know How License Agreement (Global Innovative Platforms Inc.), Patent and Know How License Agreement (Miromatrix Medical Inc.), Patent and Know How License Agreement (Miromatrix Medical Inc.)

Mutual Representations and Warranties. Each party represents represents, warrants, and warrants covenants to the other party that: (a) i. it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (b) ii. it has the full right, power power, and authority to enter into and perform its obligations and grant grants the rights, licenses, consents and authorizations it grants or and is required to grant under this Agreement; (c) iii. the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) iv. when executed and delivered by both parties, this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 3 contracts

Samples: Software License Agreement, Software License Agreement, Software License Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (bi) it has the full right, power power, and authority to enter into this Agreement and to perform its obligations hereunder, and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (cii) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (ec) when executed and delivered by the party, this Agreement constitutes shall constitute the legal, valid and binding obligation of such that party, enforceable against such party in accordance with its terms.

Appears in 2 contracts

Samples: Collaboration Agreement, Collaboration Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it has the full right, power power, and authority to enter into this Agreement, to grant the rights and licenses granted hereunder, and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the Party; and (d) its signatory to when executed and delivered by such Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party Party in accordance with its terms.

Appears in 2 contracts

Samples: Services Agreement (XBP Europe Holdings, Inc.), Merger Agreement (CF Acquisition Corp. VIII)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is a duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under under, this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its termsprovisions.

Appears in 2 contracts

Samples: Standard Terms and Conditions, Standard Terms and Conditions

Mutual Representations and Warranties. Each party represents Party represents, warrants, and warrants covenants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or and is required to grant under this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;Party; and (d) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 2 contracts

Samples: Stock Purchase Agreement (AgEagle Aerial Systems Inc.), Software License Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws Laws of the its jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into this Agreement, to grant the rights and licenses granted hereunder, and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational [corporate/organizational] action of such the party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 2 contracts

Samples: Master Software Development Agreement (Mercurity Fintech Holding Inc.), Master Software Development Agreement (Mercurity Fintech Holding Inc.)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: : (ai) it is duly organizedorganised, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; organisation; (bii) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations authorisations it grants or is required to grant under this the Agreement; ; (ciii) the execution of this the Agreement by its representative whose signature is set forth at the end of the Agreement has been duly authorized authorised by all necessary corporate or organizational organisational action of such party; Party; and (div) its signatory to this when executed and delivered by both parties, the Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 2 contracts

Samples: General Terms and Conditions, General Terms and Conditions

Mutual Representations and Warranties. Each party Party represents and warrants to the other party that: : (a) it is duly organized, validly existing organized and in good standing as a corporation or other entity under the laws of the jurisdiction its state of its incorporation or other organization; organization and is duly qualified to do business in the applicable jurisdiction in which it conducts its business; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; ; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; ; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 2 contracts

Samples: Cloud Service Agreement, Cloud Service Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: : (ai) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; ; (bii) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this the Agreement; ; and (ciii) the execution of this the Agreement by its representative whose signature is set forth at the end of the Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Party, and when executed and delivered by both parties, the Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 2 contracts

Samples: General Terms and Conditions, General Terms and Conditions

Mutual Representations and Warranties. Each party represents and warrants to the other party that: that (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation or other organization; incorporation; (b) it has and throughout the Term shall retain, the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; hereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party; ; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid valid, and binding obligation of such that party, enforceable against such that party in accordance with its terms.

Appears in 2 contracts

Samples: Exclusive Intellectual Property License and Royalty Agreement (Manhattan Scientifics Inc), Exclusive Intellectual Property License and Royalty Agreement (Gopher Protocol Inc.)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization or other organizationchartering; (b) it has the full right, power and authority to enter into this Agreement, to grant the rights and licenses granted hereunder and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party;; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 2 contracts

Samples: Website Content License Agreement (Empirical Ventures, Inc.), Website Content License Agreement (Empirical Ventures, Inc.)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement has been duly authorized by all necessary corporate or organizational action of such partyParty; (d) its signatory to this Agreement is authorized to execute this Agreement on such partyParty’s behalf; and (e) this Agreement constitutes the legal, valid and binding obligation of such partya Party, enforceable against such party Party in accordance with its terms.

Appears in 2 contracts

Samples: User Agreement, User Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws of the its jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or other organizational action actions of such the party;; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 2 contracts

Samples: License Agreement, License Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws Laws of the its jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party;; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 2 contracts

Samples: License and Distribution Agreement (NovaBay Pharmaceuticals, Inc.), License and Distribution Agreement (Sonoma Pharmaceuticals, Inc.)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) to the extent it is a legal entity, such entity is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws of the its jurisdiction of its incorporation or other organization; (b) it the party has the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by any party representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action actions of such that party;; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 2 contracts

Samples: Copyright License Agreement, Copyright License Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: : (a) it is duly organized, validly existing and in good standing as a corporation or other entity as represented herein under the laws Applicable Legal Requirement of the its jurisdiction of its incorporation incorporation, organization, or other organization; chartering; (bb)(i) it has the full right, power and authority to enter into this Agreement, to grant the rights and licenses granted hereunder and to perform its obligations hereunder, and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (cii) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of the Party; and (c) when executed and delivered by such party; (d) its signatory to Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 2 contracts

Samples: Trademark License Agreement (Teekay Offshore Partners L.P.), Trademark License Agreement (Teekay Corp)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this AgreementTerms of Service; (c) the execution of this Agreement the Order Form by its representative whose signature is set forth at the end of the Order Form has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, each of the Order Form, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes Terms of Service will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 2 contracts

Samples: Terms of Service, Terms of Service

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it It is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it has It has, and throughout the Term shall retain the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the The execution of this Agreement by its representatives whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or corporate/organizational action of such the party;; and (d) its signatory to When executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid valid, and binding obligation of such that party, enforceable against such that party in accordance with its terms.

Appears in 2 contracts

Samples: License Agreement (Wolverine Partners Corp.), License Agreement (Wolverine Partners Corp.)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is a duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has has, and throughout the Term and any additional periods during which it does or is required to perform the Services will retain, the full right, power power, and authority to enter into this Agreement and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 2 contracts

Samples: General Terms of Service, Software as a Service Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Parties that::  (a) it is duly organized, validly existing and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization or other organization;chartering;  (b) it has the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the Party; and (d) its signatory to when executed and delivered by such Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid valid, and binding obligation of such partythat Party, enforceable against such party that Party in accordance with its terms.. 

Appears in 2 contracts

Samples: Ip License Agreement (Silk Road Medical Inc), Ip Assignment and License Agreement (Silk Road Medical Inc)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: : (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; ; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; ; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; ; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms. Each party further agrees that it shall comply in all material respects with all applicable laws in connection use and access to, or provision of (as applicable) the Services.

Appears in 2 contracts

Samples: Software as a Service User Agreement, Software as a Service User Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: : (ai) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; ; (bii) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; TOS; (ciii) the execution of this Agreement TOS by its representative whose signature is set forth at the end of this TOS has been duly authorized by all necessary corporate or organizational action of such party; Party; and (div) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes TOS will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: Terms of Service

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws Laws of the its jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party;; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Exclusive Licensing, Co Packing, and Distribution Agreement (ALKALINE WATER Co INC)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization or other organizationchartering; (b) it has has, and throughout the Term shall retain, the full right, power and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party;; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid and binding obligation of such partythat Party, enforceable against such that party in accordance with its terms.

Appears in 1 contract

Samples: License Agreement (Green Envirotech Holdings Corp.)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organization;chartering. (b) it has has, and throughout the Term will retain, the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement;hereunder. (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the Party; and (d) its signatory to when executed and delivered by such Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partythat Party, enforceable against such party that Party in accordance with its terms.

Appears in 1 contract

Samples: Patent Assignment and License Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation corporation, limited liability company or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and under this Agreement and, if applicable, to grant the rights, licenses, consents licenses and authorizations it grants or and is required to grant under this Agreement; (c) the execution of individual agreeing to this Agreement has been duly authorized by all necessary corporate corporate, limited liability company or organizational action of such party;Party; and (d) its signatory when agreed to as provided herein, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: End User License Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party that: Parties that as of the Effective Date: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws Laws of the its jurisdiction of its incorporation or other organization; ; (b) it has has, and throughout the Term shall retain, the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; hereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party; the Party; and (d) its signatory to when executed and delivered by such Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid valid, and binding obligation of such partythat Party, enforceable against such party that Party in accordance with its terms.

Appears in 1 contract

Samples: License and Royalty Agreement (Akoya Biosciences, Inc.)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it has has, and throughout the Term will retain, the full right, power power, and authority to enter into this License Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this License Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the Party; and (d) its signatory to when executed and delivered by such Party, this License Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partythat Party, enforceable against such party that Party in accordance with its terms.

Appears in 1 contract

Samples: Patent License Back Agreement (C-Bond Systems, Inc)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party thatParty the following as of the Effective Date: (aA) it is a company duly organized, validly existing and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organizationin which it is formed; (bB) that the execution, delivery and performance of this Agreement by it, and the transactions contemplated hereby, do not and will not conflict with or result in a breach of any provision of the corporate charter, certificate of incorporation, by-laws or organizational documents of such Party or any of its affiliates; (C) it has the full right, power and authority and the legal right to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalfhereunder; and (eD) it has taken all necessary company action on its part required to authorize the execution and delivery of this Agreement constitutes the legal, valid and binding obligation of such party, enforceable against such party in accordance with its termsAgreement.

Appears in 1 contract

Samples: Non Exclusive License Agreement (enGene Holdings Inc.)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: that (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation or other organization; incorporation; (b) it has and throughout the term shall retain, the full right, power power, and authority to enter into this Sublicense Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; hereunder; (c) the execution of this Sublicense Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party; ; and (d) its signatory to this Agreement is authorized to execute this Agreement on when executed and delivered by such party’s behalf; and (e) , this Sublicense Agreement constitutes shall constitute the legal, valid valid, and binding obligation of such that party, enforceable against such that party in accordance with its terms.

Appears in 1 contract

Samples: Patent Sublicense Agreement (Manhattan Scientifics Inc)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it has and will retain, the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the Party; and (d) its signatory to when executed and delivered by such Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partythat Party, enforceable against such party that Party in accordance with its terms.

Appears in 1 contract

Samples: License Agreement (SatixFy Communications Ltd.)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement by its Representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;Party; and (d) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: Master Subscription Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or and is required to grant under this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Ad Blocking Wrapper Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws Laws of the its jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into this Agreement and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party;; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Trademark License Agreement (Nommi, Inc.)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: : (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; ; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; ; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; ; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.terms.‌

Appears in 1 contract

Samples: Software as a Service Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws Laws of the its jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into this Agreement, to grant the rights and licenses granted hereunder, and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the Party; and (d) its signatory to when executed and delivered by such Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: Mobile Convenience App Development Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws law s of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenseslic enses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement has been duly authorized by all necessary corporate or organizational action of such partyParty; (d) its signatory to this Agreement is authorized to execute this Agreement on such partyParty’s behalf; and (e) this Agreement constitutes the legal, valid and binding obligation of such partya Party, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: User Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is a duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under under, this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Software License and Services Agreement (iConsumer Corp.)

Mutual Representations and Warranties. Each party represents represents, warrants, and warrants covenants to the other party that: (a) it It is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation or other organization; (b) it It has the full right, power power, and authority to enter into into, to grant the rights and licences granted under, and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the The execution of this Agreement by its representative, whose signature is set forth at the end hereof, has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to When executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Master Services Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) : it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) ; it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; (c) ; the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to ; and when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Gideon Software Terms and Conditions

Mutual Representations and Warranties. Each party to this Agreement represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under under, this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Sales, Licensing, Maintenance, & Services Agreement (Track Group, Inc.)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it It is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it It has the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the The execution of this Agreement by a Representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party;; and (d) its signatory to When executed and delivered by the party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid valid, and binding obligation of such that party, enforceable against such that party in accordance with its terms.

Appears in 1 contract

Samples: Evaluation and Option Agreement for a Patent License (Argos Therapeutics Inc)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is a duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant rights provided under the terms of this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) when executed and delivered by both parties, this Agreement constitutes the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Master Services Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) : it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) ; it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) ; the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to ; and when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Software Subscription Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is a duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under under, this Agreement;; and (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Software License Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a1) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b2) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; (c3) the execution of this Agreement by its representative whose signature is stated at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e4) when executed and delivered by both parties, this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Software as a Service Agreement

Mutual Representations and Warranties. Each party represents represents, warrants and warrants covenants to the other party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents licenses and authorizations it grants or and is required to grant under this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such partyparties, enforceable against such party each other in accordance with its terms.

Appears in 1 contract

Samples: License and Software Services Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: : (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; ; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; ; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; ; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Master Services Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws Laws of the its jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;action; and (d) its signatory to upon execution and delivering, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: Stock Purchase Agreement (Salona Global Medical Device Corp)

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Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it It is duly organized, validly existing and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization or other organizationchartering; (b) it It has the full right, power and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the The execution of this Agreement by a Representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party;; and (d) its signatory to When executed and delivered by the party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid and binding obligation of such that party, enforceable against such that party in accordance with its terms.

Appears in 1 contract

Samples: Option Agreement (Panacea Global, Inc.)

Mutual Representations and Warranties. Each party represents and warrants to the other party that:that:‌ (a) it is a duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under under, this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its termsprovisions.

Appears in 1 contract

Samples: Standard Terms and Conditions

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: : (ai) it is a duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; ; (bii) it has has, and throughout the Term and any additional periods during which it does or is required to perform the Services will retain, the full right, power power, and authority to enter into this Agreement and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; hereunder; (ciii) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; ; and (div) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Software as a Service Agreement

Mutual Representations and Warranties. Each party represents Party represents, warrants, and warrants covenants to the other party Party that: (a) a. it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) b. it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or and is required to grant under this Agreement; (c) c. the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalfParty; and (e) d. when executed and delivered by both Parties, this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: Subscription Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is a duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization;. (b) it has the full right, power power, and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant rights provided under the terms of this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) when executed and delivered by both parties, this Agreement constitutes the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Master Services Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws Laws of the its jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party;; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Trademark License Agreement (Blum Holdings, Inc.)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: that (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; ; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; ; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; ; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms. In addition, each party shall comply with all applicable Laws as they concern this Agreement or the subject matter hereof.

Appears in 1 contract

Samples: Subscription Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;Party; and (d) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: End User License Agreement (Eula)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party that, as of the Effective Date: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it has the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the Party; and (d) its signatory to when executed and delivered by such Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partythat Party, enforceable against such party that Party in accordance with its terms.

Appears in 1 contract

Samples: Percentage Payment Agreement (Endexx Corp)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: : (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; ; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; ; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; ; and (d) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Software Platform Service Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization or other organizationchartering; (bi) it has the full right, power and authority to enter into this Agreement, to grant the rights and licenses granted hereunder and to perform its obligations hereunder, and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (cii) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (ec) when executed and delivered by such party, this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Intercollegiate Athletic Product and Sponsorship Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is a duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization;. (b) it has the full right, power power, and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations Subscriptions it grants or is required to grant under under, this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;Party; and (d) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: Master Services Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) : it is duly organized, validly existing and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization or other organization; (b) chartering; it has the full right, power and authority to enter into this Agreement, to grant the rights and licenses granted hereunder and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) hereunder; the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of the party; and when executed and delivered by such party; (d) its signatory to , this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Website Content License Agreement (Empirical Ventures, Inc.)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it 13.1.1. It is duly organized, validly existing and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (b) it 13.1.2. It has the full right, power power, and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under under, this Agreement; (c) 13.1.3. The execution of this Agreement by its representative whose signature is set forth at the execution end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) 13.1.4. When executed and delivered by both parties, this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Software as a Service Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it 00.0.0. xx is duly organized, validly existing and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (b) it 00.0.0. xx has the full right, power and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under this Agreement; (c) 14.1.3. the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) 14.1.4. when executed and delivered by both parties, this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Reseller Agreement

Mutual Representations and Warranties. Each party represents Party represents, warrants and warrants covenants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it has has, and throughout the Term shall retain, the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by a Representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the Party; and (d) its signatory to when executed and delivered by the Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes shall constitute the legal, valid valid, and binding obligation of such partythat Party, enforceable against such party that Party in accordance with its terms.

Appears in 1 contract

Samples: Option Agreement (Dermavant Sciences LTD)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it has the full right, power power, and authority to enter into this Agreement, to grant the rights and licenses granted hereunder and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Professional Services

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (ai) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (bii) it has the full right, power and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under under, this Agreement; (ciii) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (eiv) when executed and delivered by both parties, this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Solver Partner Program Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Exchange Agreement; (c) the execution of this Exchange Agreement by its representative whose signature is set forth at the end of this Exchange Agreement has been duly authorized by all necessary corporate or organizational action of such party;Party; and (d) its signatory to when executed and delivered by both parties, this Exchange Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such partyParty, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Data Exchange Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) 10.1.1 it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) 10.1.2 it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreement; (c) 10.1.3 the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) 10.1.4 when executed and delivered by both parties, this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Services Agreement

Mutual Representations and Warranties. Each party hereto represents and warrants to the other party that: : (ai) it is a duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; incorporation; (bii) it has the full right, power power, and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under this Agreement; ; (ciii) the execution of this Agreement by its representative whose signature is set forth on the signature page hereto has been duly authorized by all necessary corporate or organizational action of such party; ; and (div) its signatory to when executed and delivered, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Data License Agreement

Mutual Representations and Warranties. Each party represents Party represents, warrants and warrants covenants to the other party Party that: : (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; ; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents licenses and authorizations it grants or and is required to grant under this Agreement; ; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; Party; and (d) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: Software License Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: : (ai) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; ; (bii) it has the full right, power power, and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under under, this Agreement; ; and (ciii) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement party which therefore constitutes the a legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: General Terms and Conditions

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents consents, and authorizations it grants or is required to grant under this Agreementthe Order; (c) the execution of this Agreement the Order by its representative whose signature is set forth at on the Order has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes when executed and delivered by both parties, the Order will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Software as a Service Terms and Conditions

Mutual Representations and Warranties. Each party represents Party represents, warrants, and warrants covenants to the other party Party that: : (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; ; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or and is required to grant under this Agreement; ; (c) the execution of this Agreement by its authorized Representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; Party; and (d) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: Software License Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization or other organizationchartering; (b) it has the full right, power and authority to enter into this Agreement, to grant the rights and licenses granted hereunder and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;the party in accordance with its organizational and operating documents; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Master Product Development Agreement (NXT-Id, Inc.)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws Laws of the its jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into this License Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this License Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or corporate/organizational action of such the party;; and (d) its signatory to this Agreement is authorized to execute this Agreement on when executed and delivered by such party’s behalf; and (e) , this License Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (MDxHealth SA)

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws Laws of the its jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or corporate/organizational action of such party;Party; and (d) its signatory to when executed and delivered by such Party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: Trademark License Agreement (Dragonfly Energy Holdings Corp.)

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization;; 01047807Revised 9. (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (ed) when executed and delivered by both parties, this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Software as a Service Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is a duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has has, and throughout the Term and any additional periods during which it does or is required to perform the Services will retain, the full right, power and authority to enter into this Agreement and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Service Level Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of the its jurisdiction of its incorporation incorporation, organization, or other organizationchartering; (b) it has the full right, power power, and authority to enter into this Agreement, to grant the rights and licenses granted hereunder, and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such the party;; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Content Partner Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it 00.0.0. xx is duly organized, validly existing and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (b) it 00.0.0. xx has the full right, power and authority to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under this Agreement; (c) 13.1.3. the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) 13.1.4. when executed and delivered by both parties, this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Reseller Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) 8.1.1 it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) 8.1.2 it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) 8.1.3 the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) 8.1.4 when executed and delivered by both parties, this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Master Services and Software as a Service Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement by its representative has been duly authorized by all necessary corporate or organizational action of such party; (d) its signatory to this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms; and (e) it will, at all times, comply with all Laws that are applicable to this Agreement and its performance hereunder.

Appears in 1 contract

Samples: Hosted Services Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Application Services Agreement

Mutual Representations and Warranties. Each party Party represents and warrants to the other party Party that: (a) it is duly organized, validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or and is required to grant under this Agreement; (c) the execution of this Agreement by its representative whose signature is set forth at the end of this Agreement has been duly authorized by all necessary corporate or organizational action of such party;Party; and (d) its signatory to when executed and delivered by both Parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such partyParty, enforceable against such party Party in accordance with its terms.

Appears in 1 contract

Samples: Software Subscription License Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, incorporated and validly existing and in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporation or other organizationincorporation; (b) it has the full right, corporate power and authority capacity to enter into into, and to perform its obligations and grant the rights, licenses, consents rights and authorizations licenses it grants or is required to grant under under, this Agreement; (c) the execution of the Order Form applicable to this Agreement by its representative has been duly authorized by all necessary corporate or organizational action of such party;; and (d) its signatory to when executed and delivered by both parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Software License Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing existing, and in good standing as a corporation or other entity as represented herein under the laws of the its jurisdiction of its incorporation or other organization; (b) it has the full right, power power, and authority to enter into this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreementhereunder; (c) the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action actions of such the party;; and (d) its signatory to when executed and delivered by such party, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid valid, and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Copyright License Agreement

Mutual Representations and Warranties. Each party represents and warrants to the other party that: (a) it is duly organized, a corporation incorporated and validly existing and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organizationincorporation; (b) it has the full right, all required corporate power and authority capacity to enter into this Agreement, to grant the rights and licenses granted under this Agreement and to perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under this Agreement; (c) the execution of this Agreement by its Representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate or organizational action of such party;action; and (d) its signatory to when executed and delivered by each of the parties, this Agreement is authorized to execute this Agreement on such party’s behalf; and (e) this Agreement constitutes will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Appears in 1 contract

Samples: Software as a Service Subscription License Agreement

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