REPRESENTATION AND WARRANTIES OF LICENSEE. Licensee represents and warrants to Licensor as follows: (a) is a good corporation duly organized, validly existing and in good standing under the laws of Delaware, and has all requisite corporate power and authority to execute, deliver and perform this Agreement; (b) This Agreement, when executed and delivered by Licensee, will be the legal, valid and binding obligation of Licensee, enforceable against Licensee in accordance with its terms; and (c) The execution, delivery and performance of this Agreement by Licensee does not conflict with, or constitute a breach or default under, (i) the charter documents of Licensee, (ii) any law, order, judgment or governmental rule or regulation applicable to Licensee, or (iii) any provision of any agreement, contract, commitment or instrument to which Licensee is a party; and the execution, delivery and performance of this Agreement by Licensee does not require the consent, approval or authorization of, or notice or declaration to or filing or registration with, any governmental or regulatory authority.
Appears in 2 contracts
Samples: Licensing Agreement, Licensing Agreement (Innerspace Corp)
REPRESENTATION AND WARRANTIES OF LICENSEE. Licensee represents and warrants to Licensor the University as follows:
(a) is a good corporation duly organized, validly existing and in good standing under the laws of DelawarePennsylvania, and has all requisite corporate power and authority to execute, deliver and perform this Agreement;
(b) This Agreement, when executed and delivered by Licensee, will be the legal, valid and binding obligation of Licensee, enforceable against Licensee in accordance with its terms; and
(c) The execution, delivery and performance of this Agreement by Licensee licensee does not conflict with, or constitute a breach or default under, (i) the charter documents of Licensee, (ii) any law, order, judgment or governmental rule or regulation applicable to Licensee, or (iii) any provision of any agreement, contract, commitment or instrument to which Licensee is a party; and the execution, delivery and performance of this Agreement by Licensee does not require the consent, approval or authorization of, or notice or declaration to or filing or registration with, any governmental or regulatory authority.
Appears in 2 contracts
Samples: License Agreement (Carescience Inc), License Agreement (Carescience Inc)
REPRESENTATION AND WARRANTIES OF LICENSEE. Licensee represents and warrants to Licensor CHCF as follows:
(a) Licensee is a good corporation duly organized, validly validity existing and in good standing under the laws of DelawarePennsylvania, and has all requisite corporate power and authority to execute, deliver and perform this Agreement;
(b) This Agreement, when executed and delivered by Licensee, will be the legal, valid and binding obligation of Licensee, enforceable against Licensee in accordance with its terms; and
(c) The execution, delivery and performance of this Agreement by Licensee does not conflict with, or constitute a breach or default under, (i) the charter documents of Licensee, (ii) any law, order, judgment or governmental rule or regulation applicable to Licensee, or (iii) any provision of any agreement, contract, commitment or instrument to which Licensee is a party; and the execution, delivery and performance of this Agreement by Licensee does not require the consent, approval or authorization of, or notice or declaration to or filing or registration with, any governmental or regulatory authority.
Appears in 1 contract
Samples: License Agreement (Carescience Inc)