Warranties of Authority. Each party represents and warrants as regards itself that:
(a) it is duly incorporated and in existence and has full power and authority to enter into, and perform all its obligations under, this Agreement;
(b) this Agreement constitutes its legal, valid and binding obligations enforceable against it in accordance with its terms; and
(c) the entry into and performance by it of this Agreement does not and will not violate in any respect any law or regulation or any agreement to which it is a party.
Warranties of Authority. HBOC hereby warrants and represents that (i) it is a corporation duly organized, validly existing and in good standing under the laws of the state in which it was organized and has full power and authority to enter into and consummate the transactions contemplated in this Agreement; and (ii) the execution and performance of this Agreement does not violate the terms of any security agreement, license, or any other contract or written instrument and that it possesses or will possess, prior to granting the first Sublicense, the appropriate licenses and agreements with third parties necessary for the development and distribution of the BP Software.
Warranties of Authority. The Parties and signatories to this Agreement, including each person signing below on behalf of a Party or entity, represent and warrant that they or their respective signatories are fully authorized to enter into the terms and conditions stated in this Agreement, to execute this Agreement, and to legally bind the Parties or entities on whose behalf they are signing. The Parties and signatories further represent and warrant that they are the owners of, and have not sold, assigned, conveyed, or otherwise transferred, prior to execution of this Agreement, any claim, demand, cause of action, obligation, damage, or liability released in or related to this Agreement.
Warranties of Authority. 6.1 The Authority warrants that:
6.1.1 to the best of its knowledge, after making all reasonable enquiries it has obtained all necessary consents, licences and permissions to enable it to license the Authority Dataset to LGIH under this Agreement;
6.1.2 to the best of its knowledge, after making all reasonable enquiries, the lawful use of the Authority Dataset pursuant to the terms of this Agreement by LGIH will not infringe the rights (including the Intellectual Property Rights) of any third party;
6.1.3 the Authority Dataset conforms at the time of delivery to the Data Set Quality Criteria; and
6.1.4 the Authority Dataset is, to the best of the Authority’s knowledge, a complete copy of those datasets specified in the accompanying Schedule at the time of delivery to LGIH or its nominated third party.
6.2 The Authority does not warrant that the Authority Dataset is complete, (where complete means containing data concerning the addresses of all buildings and property in the Area), nor does the Authority warrant that the Authority Dataset is fit for any particular purpose.
6.3 In this clause, references to the Authority Dataset include any updates to the Authority Dataset supplied in accordance with clause 5.4 above.
6.4 All warranties in this clause are subject to the matters, if any, disclosed in the accompanying Schedule.
Warranties of Authority. Each Party warrants to the other Party that it has the authority to enter into this Agreement and that all necessary corporate or other approvals have been or will be obtained.
Warranties of Authority. Customer and (Credit Union) each warrant and represent to the other that the execution and delivery of this Agreement and any related documents and the performance of the provisions hereof have been duly authorized by all necessary corporate action on its part, and that this Agreement has been duly and validly executed and delivered by it and constitutes a valid and legally binding agreement, enforceable against it in accordance with its terms.
Warranties of Authority. Each party represents and warrants that it has the power and authority to execute and deliver this Amendment. Each person executing this Amendment on behalf of a corporate entity represents and warrants that he or she has the power and authority to execute this Amendment and that the entry into this Amendment is a duly authorized act of such entity.
Warranties of Authority. The parties to this Settlement Agreement, ------------------------- and each of them, expressly warrant and represent to all other parties that each has the full right, title and authority to enter into this Settlement Agreement as provided herein, that no approvals or consents of any other persons, entities, trusts or agencies are necessary to effect the same, and that no claims, damages, settlements, verdicts or recoveries have been assigned, by operation of law or by subrogation or otherwise, to any other person or entity.
Warranties of Authority. Each Party represents and warrants as regards itself that as at the date hereof:
(a) it is duly incorporated and in existence and has full power and authority to enter into, and perform all its obligations under, this Shareholders’ Agreement;
(b) this Shareholders’ Agreement constitutes its legal, valid and binding obligations enforceable against it in accordance with its terms;
(c) the entry into and performance by it of this Shareholders’ Agreement does not and will not violate in any respect any law or regulation or any agreement to which it is a party; and
(d) all consents, licences, approvals and authorisations required by it in connection with this Shareholders’ Agreement and the transactions contemplated hereby have been obtained and are in full force and effect.
Warranties of Authority. (a) CITY warrants that:
(1) CITY owns the building within which the Leased Premises are situated;
(2) CITY has the authority to enter into this Lease Agreement with COUNTY; and
(3) There are no liens or similar claims upon CITY or against the buildings.
(b) COUNTY warrants that it has the authority to enter into this Lease Agreement with CITY.