Representations of Licensor. Licensor hereby represents and warrants to Licensee as follows:
Representations of Licensor. Licensor represents as follows: ---------------------------
Representations of Licensor. (a) Licensor shall not amend, restate, alter, waive or otherwise change any of the terms and conditions of any License Agreement without the prior written approval of Licensee, other than pursuant to a Permitted Amendment.
Representations of Licensor. Licensor hereby represents, warrants and covenants:
Representations of Licensor. The Licensor represents and warrants that it is the sole and exclusive owner of the entire right, title and interest in and to the above mentioned (COUNTRY) Letters Patent, and that it has the right to grant the exclusive right, license and privilege granted in this agreement; that it has executed no agreement in conflict with this agreement; and that it has not granted to any other person, firm or corporation any right, license, shop -right or privilege granted under this agreement.
Representations of Licensor. Licensor hereby represents and warrants to BioLine that, (i) to the best of its knowledge, by virtue of assignment from UdeM, it has sole and exclusive ownership of the Licensed Patents and/or patent applications listed in Exhibit B attached hereto; (ii) no rights in or to the Invention and/or the Licensed Patents have been granted to a third party that are in force and valid as of the Effective Date and that are inconsistent with the rights granted to BioLine under this Agreement; (iii) to the best of its knowledge, it has the right to grant the license granted under this Agreement free and clear of liens, encumbrances and security interests and, to its best knowledge, third party claims; (iv) it will not transfer, assign, grant rights to, sell, lease or otherwise dispose of or encumber the Invention and/or the Licensed Patents other than as may be expressly permitted herein; and (v) it has not been notified of any legal claims, demands, threats or proceeding in writing or otherwise of any sort by any third party against the Licensor contesting the ownership or validity of the Invention and/or any of the Licensed Patents, or claiming that the practice of the Invention and/or any of the Licensed Patents in the manner contemplated by this Agreement would infringe the rights of such third party and, to the best of our knowledge without having conducted a complete due diligence on the matter, nor any reason to expect the same.
Representations of Licensor. LICENSOR hereby represents and warrants to LICENSEE with respect to the Licensed Intellectual Property as follows:
Representations of Licensor. Licensor represents and warrants that: (a) it owns outright all marketable and other title to the Trademarks, free and clear of all liens, security interests, encumbrances, and/or any other transfer of rights; (b) it is not currently a party to any agreement which grants any other party the right to use the Trademarks in the Territory; (c) to Licensor’s knowledge, the use of the Trademarks does not infringe upon any trademark owned by any Third Party (as defined in the L&C Agreement) in the Territory; and (d) Licensor has full power and authority to enter into this Agreement, to perform its obligations hereunder and to grant the rights it grants herein.
Representations of Licensor. Licensor represents and warrants that: ---------------------------- the Trademarks have been registered or applications for registrations have been lodged with the U.S. Patent and Trademark office; it has all necessary rights, power, and authority to enter into this Agreement; it has not entered into any agreement or commitment with any third party that would materially impair, interfere with, or infringe upon the rights granted under this Agreement; and, to the best of its knowledge, no infringement or similar claims or actions related to the Trademarks and the rights granted in this Agreement have been filed or threatened.
Representations of Licensor. Licensor represents as follows:
