Common use of Representations and Warranties by Licensee Clause in Contracts

Representations and Warranties by Licensee. Licensee represents and warrants to Licensor as of the Effective Date that: 8.2.1 Licensee has the right, power, and authority to enter into this Agreement and to grant the rights granted by it hereunder; 8.2.2 This Agreement when executed shall become the legal, valid, and binding obligation of it, enforceable against it, in accordance with its terms; 8.2.3 Licensee has the ability and the resources, including financial resources, necessary to carry out its obligations under this Agreement; and 8.2.4 There are no actions, suits, proceedings, or arbitrations pending or, to Licensee’s knowledge, threatened against Licensee that would impact activities under this Agreement.

Representations and Warranties by Licensee. Licensee represents and warrants to Licensor as of the Effective Date that: 8.2.1 Licensee has the right, power, and authority to enter into this Agreement and to grant the rights licenses granted by it hereunder; 8.2.2 This Agreement when executed shall become the legal, valid, and binding obligation of it, enforceable against it, in accordance with its terms; 8.2.3 Licensee has the ability and the resources, including financial resources, necessary to carry out its obligations under this Agreement; and 8.2.4 There are no actions, suits, proceedings, or arbitrations pending or, to Licensee’s knowledge, threatened against Licensee that would impact activities under this Agreement.

Representations and Warranties by Licensee. Licensee represents and warrants to Licensor as of the Effective Date that: 8.2.1 Licensee has the right, power, and authority to enter into this Agreement and to grant the rights licenses granted by it hereunder; 8.2.2 This Agreement when executed shall become the legal, valid, and binding obligation of it, enforceable against it, in accordance with its terms; 8.2.3 Licensee has the ability and the resources, including financial resources, necessary to carry out its obligations under this Agreement; and. 8.2.4 There are no actions, suits, proceedings, or arbitrations pending or, to Licensee’s knowledge, threatened against Licensee that would impact activities under this Agreement; and 8.2.5 Licensee is not, in any material respect, in violation or default of any provision of its certificate of incorporation or its bylaws.

Representations and Warranties by Licensee. Licensee represents and warrants to Licensor as of the Effective Date that: 8.2.1 Licensee has the right, power, and authority to enter into this Agreement and to grant the rights granted by it hereunder; 8.2.2 This Agreement when executed shall become the legal, valid, and binding obligation of it, enforceable against it, in accordance with its terms; 8.2.3 Licensee has the ability and the resources, including financial resources, necessary to carry out its obligations under this Agreement; and 8.2.4 There are no actions, suits, proceedings, or arbitrations pending or, to Licensee’s knowledge, threatened against Licensee that would impact Licensee’s activities under this Agreement.

Representations and Warranties by Licensee. Licensee represents and warrants to Licensor as of the Effective Date that: 8.2.1 8.3.1 Licensee has the right, power, and authority to enter into this Agreement and to grant the rights granted by it hereunder; 8.2.2 8.3.2 This Agreement when executed shall become the legal, valid, and binding obligation of it, enforceable against it, in accordance with its terms; 8.2.3 8.3.3 Licensee has the ability and the resources, including financial resources, necessary to carry out its obligations under this Agreement; and 8.2.4 8.3.4 There are no actions, suits, proceedings, or arbitrations pending or, to Licensee’s knowledge, threatened against Licensee that would impact Licensee’s activities under this Agreement. ****Certain information has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions.

Representations and Warranties by Licensee. Licensee represents and warrants to Licensor as of the Effective Date that: 8.2.1 8.3.1 Licensee has the right, power, and authority to enter into this Agreement and to grant the rights granted by it hereunder; 8.2.2 8.3.2 This Agreement when executed shall become the legal, valid, and binding obligation of it, enforceable against it, in accordance with its terms; 8.2.3 8.3.3 Licensee has the ability and the resources, including financial resources, necessary to carry out its obligations under this Agreement; and 8.2.4 8.3.4 There are no actions, suits, proceedings, or arbitrations pending or, to Licensee’s knowledge, threatened against Licensee that would impact Licensee’s activities under this Agreement.