Licensee's Representations Clause Samples
The 'Licensee’s Representations' clause requires the licensee to formally declare certain facts or assurances about their status, authority, or intentions in relation to the agreement. Typically, this clause covers matters such as the licensee’s legal capacity to enter into the contract, compliance with relevant laws, and the truthfulness of information provided. By including these representations, the clause helps ensure that the licensor can rely on the licensee’s statements, thereby reducing the risk of disputes or breaches arising from misrepresentation or lack of authority.
Licensee's Representations. Licensee hereby represents, warrants and covenants to Merck as follows:
(a) during the Term of this Agreement it will not use in any capacity, in connection with any services to be performed under this Agreement, any individual who has been debarred pursuant to the United States Food, Drug and Cosmetic Act;
(b) it has or will obtain, during the term of this Agreement, the capacity and resources to Develop and Commercialize Licensed Product and to Manufacture Licensed Compound.
Licensee's Representations. 9 (a) Qualification...............................................9 (b) Authorizations..............................................9 (c) Filings....................................................10
Licensee's Representations. Licensee represents and warrants:
a. It is a corporation duly organized and validly existing and in good standing under the laws of the State of Illinois.
b. To the extent required by applicable laws, it holds one (1) or more certificates of public convenience and necessity to provide telecommunications services within the State of Illinois, and it agrees to obtain and maintain such regulatory and other certifications during the term of this Agreement.
Licensee's Representations. Licensee hereby represents and warrants to CSI that (a) Licensee is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of the State of Delaware, and (b) Licensee has full corporate power and authority to execute, deliver and perform this Agreement.
Licensee's Representations. Licensee hereby represents and warrants to Licensor as follows:
(a) Licensee is a corporation duly organized, validly existing and in good standing under the laws of the State of Tennessee.
(b) Licensor has all necessary corporate power to enter into and perform its obligations under this Agreement and, as of the effective date of this Agreement, will have taken all necessary corporate action to authorize the execution and consummation of this Agreement.
(c) Licensor is not in default with respect to any term or provision of any charter, bylaw, mortgage, indenture, statute, rule or regulation applicable to it, or with respect to any order, writ, injunction, decree, rule or regulation of any court or administrative agency, which would preclude the performance of its obligations under this Agreement.
Licensee's Representations. Licensee makes the following representations and warranties to Tobii:
10.2.1 Each of Licensee’s employees, consultants or partners who will have access to any Confidential Information of Tobii, will have signed, before beginning such involvement, Licensee’s standard form agreement with respect to proprietary rights and confidentiality; and
10.2.2 Licensee has full corporate power to enter into this Agreement and to carry out its obligations hereunder.
Licensee's Representations. Licensee hereby represents and warrants as of the Effective Date, and covenants during the Term, to Lilly that, it will not knowingly use in any capacity, in connection with any services to be performed under this Agreement, any individual who has been debarred pursuant to the United States Food, Drug and Cosmetic Act. Licensee represents and warrants that there are no pending or, to Licensee's knowledge, threatened judicial, administrative or arbitral actions, claims, suits or proceedings pending as of the date hereof against Licensee which, to Licensee's knowledge, either individually or together with any other, would have a material adverse effect on the ability of Licensee to perform its obligations under this Agreement or any agreement or instrument contemplated hereby.
Licensee's Representations. Licensee further represents and warrants and shall ensure that its digital assets activities comply with all applicable laws and regulations, including but not limited to consumer protection, e-money licenses, anti-bribery, anti-corruption, money laundering, or terrorist financing laws and regulations.
Licensee's Representations. Licensee hereby represents and warrants to -------------------------- the Licensor that (a) Licensee is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of the State of Delaware, and (b) Licensee has full corporate power and authority to execute, deliver and perform this Agreement.
Licensee's Representations. Licensee covenants, represents and warrants to Licensor as follows:
(a) Licensee is a corporation duly organized, validly existing and in good standing under the laws of Colorado and is authorized to do business in all jurisdictions where such authorization is necessary.
(b) Licensee has full corporate power, authority, and legal right to enter into this Agreement and this Agreement has been duly executed and delivered by Licensee to Licensor and is a legal, valid and binding obligation of Licensee, enforceable against Licensee in accordance with its terms.
(c) Licensee shall make reasonable efforts to employ the Method and System made available by Licensor and will make available to Licensor all information reasonably requested by Licensor to allow Licensor to evaluate the use and results obtained by Licensee from its employment of the Method and System.