Warranties by Both Parties. Each party represents and warrants to the other that such party has the right, power and authority to enter into this Agreement and to perform its obligations hereunder, and that such performance will not violate any other agreement or understanding by which such party is bound.
Warranties by Both Parties. Each party warrants that it has full power and authority to enter into and perform this Agreement, and the person signing this Agreement on such party’s behalf has been duly authorized and empowered to enter into this Agreement.
Warranties by Both Parties. Each Party represents, warrants and covenants to the other Party that:
7.1.1 it is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, to conduct its business as currently conducted and to enter into this Agreement, and to consummate the transactions contemplated by this Agreement;
7.1.2 neither the execution, delivery nor performance of this Agreement by such Party violates or conflicts with, or will violate or conflict with, any provision of such Party’s organizational or governing documents or instruments, nor are there any inconsistencies, to the best of such Party’s knowledge, between the terms of this Agreement and any of such Party’s obligations to third parties or under Applicable Law, which bind or encumber it or its property;
7.1.3 the execution, delivery and performance of this Agreement has been duly authorized by such Party’s appropriate authorizing authority or other applicable governing body and by any other necessary corporate or other legal actions of such Party, and this Agreement constitutes the valid and binding obligation of such Party, enforceable in accordance with its terms, except as such enforceability may be limited by general principles of equity or bankruptcy, insolvency, reorganization or similar laws affecting the rights of creditors generally;
7.1.4 its performance of services under this Agreement will comply with all Applicable Laws; and
7.1.5 there are no actions, suits, claims or proceedings (pending or threatened) against, by, or affecting such Party in any court or before any arbitrator or governmental agency or authority that may have a material adverse effect on such Party’s assets, its financial condition, the operation of its business or its ability to perform its obligations under this Agreement.
Warranties by Both Parties. Each party warrants that:
(a) it will not breach any agreement, duty or obligation of any kind by entering into and performing its obligations under this Agreement; and
(b) it has not suffered, nor been threatened with an Insolvency Event.
Warranties by Both Parties. Each party (the “first party”) to this Agreement represents, warrants and undertakes to the other party that: (i) it has the full corporate right, power and authority to enter into this Agreement and to perform its obligations hereunder; (ii) the execution of this Agreement by such party, and the performance by such party of its obligations and duties hereunder, do not and will not violate any agreement to which such party is a party or by which it is otherwise bound; and (iii) when executed and delivered by such party, this Agreement will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.
Warranties by Both Parties. Each Party represents and warrants to the other that:
a) it has the full corporate right, power and authority to enter into this Agreement and to perform the acts required of it hereunder;
b) its execution of this Agreement and performance of its obligations hereunder, do not and will not violate any agreement to which it is a party or by which it is bound; and
c) when executed and delivered, this Agreement will constitute the legal, valid and binding obligation of such Party, enforceable against it in accordance with its terms; and
Warranties by Both Parties. Each Party represents and warrants to the other Party that:
5.1.1 it has the full right, power, and authority to enter into this Agreement and to perform the acts required of it hereunder;
5.1.2 its execution of this Agreement and the performance of its obligations hereunder do not and will not violate any agreement to which it is a party or by which it is bound; and
5.1.3 when executed and delivered, this Agreement will constitute the legal, valid, and binding obligation of such Party, enforceable against it in accordance with its terms.
Warranties by Both Parties. Each Party represents and warrants as follows:
10.1.1. it has full power and authority to enter into and perform the obligations under this Agreement, and the person signing this Agreement on such Party's behalf has been duly authorized and empowered to enter into this Agreement;
10.1.2. it will at all times comply with all applicable laws and regulations and refrain from any unethical conduct or any other conduct that tends to damage the reputation of the other Party or its products or services in performing under this Agreement;
10.1.3. it is the owner or has the right to license or sublicense all of the rights in Intellectual Property transferred by such Party under this Agreement;
10.1.4. it has the right to grant the licenses and other rights granted to the other Party under this Agreement without the infringement of the Intellectual Property rights of any third party; and
10.1.5. it has not previously granted any rights to its Intellectual Property to any third party which are conflicting, equal or senior to the licenses granted to the other Party herein.
Warranties by Both Parties. Each party represents and warrants that: (a) it has full power and authority to enter into and perform this Agreement; and (b) that it will perform its obligations or exercise its rights hereunder in conformance with all Applicable Laws, including, without limitation, those related to privacy and data security. For clarity, Customer represents and warrants that Customer shall comply with all applicable local, state, national, and foreign laws in connection with its use of the Greenshades Products.
Warranties by Both Parties. Each party represents and warrants to the other at signing and at Completion, and continuously in between those two events, that:
(a) it is validly existing under the laws of the place of its incorporation, and has the legal right and full corporate power and capacity to execute, deliver and perform its obligations under this agreement and has obtained all necessary authorisations and consents and taken all other actions necessary to enable it to do so;
(b) this agreement constitutes valid legal and binding obligations upon it and is enforceable against it in accordance with its terms; and
(c) the execution, delivery and performance of this agreement by it does not and will not result in a breach of or constitute a default under:
(1) any agreement to which it is party;
(2) any provision of its constitution (or other constituent document); or
(3) any law or regulation or any order, judgment or determination of any court or regulatory authority by which it is bound.
