REPRESENTATIONS, WARRANTIES AND COVENANTS OF LICENSOR. Section 5.1. Title to the Licensed Marks. Licensor represents and warrants that:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF LICENSOR. Licensor represents and warrants to and covenants with Licensee that:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF LICENSOR. Licensor has the requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The execution and delivery by Licensor of this Agreement has been duly authorized by all necessary corporate actions on the part of the Licensor. This Agreement has been duly and validly executed and delivered by Licensor and, assuming the due authorization, execution and delivery hereof by Licensee, constitutes or will constitute, as applicable, a legal, valid and binding obligation of Licensor, enforceable against Licensor in accordance with its terms, except as enforcement may be limited by:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF LICENSOR. Licensor represents, warrants and covenants that, as of the Effective Date:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF LICENSOR. 1. Licensor represents and warrants that it has all necessary authority to enter into this Agreement and to grant the rights and license provided herein, and that the execution, delivery or performance of this Agreement will not violate or cause a default under any agreement by which the Licensor is bound. Licensor has no knowledge that the Software or the use thereof infringes the intellectual property rights of any third party. 2. Licensor owns title to the Owned Software and, to Licensor's knowledge, Licensor has valid license to the Third Party Software, in each case, free and clear of any and all liens, encumbrances, options and restrictions of every kind and description, except for any liens, encumbrances, options and restrictions that do not and will not significantly affect Licensee's and/or its Affiliates' use and enjoyment of the Software as contemplated by this Agreement. Licensor has not granted to any Person any rights to use or enjoy the Software which would have a material and adverse effect on Licensee's or its Sublicensees' use of the Software as contemplated by this Agreement. Licensor has received no notice of, and has no knowledge of, any claims (A) alleging that the Software infringe upon or otherwise violate any third party's intellectual property, or (B) challenging the validity, ownership, use, enforceability, registerability and/or licensing of any of the Software. 3. Neither the entering into of this Agreement nor the granting of the licenses and rights hereunder by Licensor shall constitute or result in a violation or breach by Licensor of any judgment, order, writ, injunction or decree issued against or imposed upon it, or will result in a violation by Licensor of any applicable law, order, rule or regulation of any governmental authority which would have a material and adverse effect on Licensee's or its Sublicensees' use of the Software as contemplated by this Agreement. There are no actions, suits, litigation, proceedings or, to the knowledge of Licensor, investigations pending in any court or before or by any federal, district, country, or municipal department, commission, board, bureau, agency or other governmental instrumentality, against Licensor or involving the Owned Software, or to the best of Licensor's knowledge threatened against Licensor or the Owned Software, which (A) if adversely determined could prevent, restrict or limit the granting of the licenses and other rights herein granted or Licensee's or its Sublicen...
REPRESENTATIONS, WARRANTIES AND COVENANTS OF LICENSOR. 7.1 Licensor represents, warrants, and covenants that Licensor is in compliance with all laws applicable to its Product(s), trade names, trademarks, logos, labels or other intellectual property within the United States.
REPRESENTATIONS, WARRANTIES AND COVENANTS OF LICENSOR. (a) Licensor is a corporation duly incorporated and validly existing as a corporation and in good standing under the laws of the State of Delaware, with the corporate power to own, lease and operate its properties and to carry on its business as now conducted.
REPRESENTATIONS, WARRANTIES AND COVENANTS OF LICENSOR. 5.1 Licensor represents and warrants to Licensee that Licensor is the sole owner of the Patent, free and clear of all liens and encumbrances, and has the full power and authority to grant the license provided for in this Agreement.
REPRESENTATIONS, WARRANTIES AND COVENANTS OF LICENSOR. Section 5.1. Title to the Licensed Marks. Licensor represents and warrants that: Sprint Proprietary Information - RESTRICTED
REPRESENTATIONS, WARRANTIES AND COVENANTS OF LICENSOR. Licensor hereby represents, warrants, and covenants to Microsoft that:
