REPRESENTATIONS AND WARRANTIES OF MUTUAL. MUTUAL hereby represents and warrants to TRIBUTE except as would not be expected to have a Material Adverse Effect on the activities of the Parties hereunder, as a whole, as of the Effective Date:
REPRESENTATIONS AND WARRANTIES OF MUTUAL. Except as otherwise specifically described in this Agreement or as “Previously Disclosed” (as defined in Section 9.13) by Mutual to Bancorp and/or M&F Bank, Mutual hereby makes the following representations and warranties to Bancorp and M&F Bank.
REPRESENTATIONS AND WARRANTIES OF MUTUAL. Except as set forth below and as set forth in the Mutual Disclosure Memorandum referencing a specific section of this Agreement, Mutual hereby represents and warrants to UPC as follows:
REPRESENTATIONS AND WARRANTIES OF MUTUAL. Mutual hereby represents and warrants to ANB as follows:
REPRESENTATIONS AND WARRANTIES OF MUTUAL. Mutual hereby represents and warrants to Licensee that as of the Effective Date (i) it has full power and authority to grant the licenses set forth in this Agreement; (ii) Mutual owns all right, title and interest in and to the Licensed Patent Rights and the Licensed Know-How, free and clear of any encumbrances, liens, charges, adverse claims, pledges, assignments, licenses, and covenants by Mutual not to sue any Third Party; (iii) all patent applications within the Licensxx Patent Rights have been duly prepared, filed, prosecuted and maintained in accordance with all applicable laws, rules and regulations; (iv) no government funding has been obtained or used in connection with the research and development of any Licensed Know-How or the subject matter disclosed in any of the Licensed Patent Rights, including without limitation pursuant to any grants from the National Institutes of Health; (v) the Licensed Know-How and Licensed Patent Rights include all of the intellectual property owned or Controlled by Mutual specifically relating to the labeling of Licensed Products in accordance with the Licensed Know-How and Licensed Patent Rights; and (vi) to the knowledge of Mutual, without having made any special inquiry in connection with the execution of this Agreement, the use of Licensed Know-How or the Licensed Patent Rights in the labeling of Licensed Products would not infringe or misappropriate the intellectual property rights of any Third Party in the United States.
REPRESENTATIONS AND WARRANTIES OF MUTUAL. 5 3.1. Organization. . . . . . . . . . . . . . . . . . . . . . . . . 5 3.2. Authority . . . . . . . . . . . . . . . . . . . . . . . . . . 5 3.3. Requisite Consents of Mutual; Nonviolation. . . . . . . . . . 5
REPRESENTATIONS AND WARRANTIES OF MUTUAL. Mutual represents and warrants to the Agency that:
REPRESENTATIONS AND WARRANTIES OF MUTUAL. 5 5.1 ORGANIZATION, STANDING, AND POWER...............................5 5.2
REPRESENTATIONS AND WARRANTIES OF MUTUAL. Mutual represents and warrants to the Company that:
(a) Corporate Status and Authority. Mutual is a mutual savings bank duly organized, validly existing and in good standing under Chapter 214 of the Wisconsin Statutes and has the corporate power and authority to enter into this Agreement and to carry out its obligations hereunder.
REPRESENTATIONS AND WARRANTIES OF MUTUAL. Mutual represents and warrants to Coventry and Newco that except as expressly set forth in the correspondingly numbered section on the disclosure schedule delivered with the execution hereof to Coventry (the "Mutual Disclosure Schedule") to the extent specifically disclosed with respect to the representation to which such exception applies:
