RECITALS AND REPRESENTATIONS Sample Clauses

RECITALS AND REPRESENTATIONS. A. Assignor owns the right, title, and interest in and to the following (collectively the “Property”): United States Patent 6,366,538 issued on April 2, 2002, and the inventions therein described {“Invention”); The entire right, title and interest in said Invention in the above-identified United States patent and patent application and in all divisions, continuations and continuations-in-part of said application, or reissues or extensions of Letters Patent or Patents granted thereon, and in all corresponding applications filed in countries foreign to the United States, and in all patents issuing thereon in the United States and foreign countries; The right to file foreign patent applications on said Invention in its own name, wherever such right may be legally exercised, including the right to claim the benefits of the International Convention for such applications; The entire right, title and interest to any and all developed ideas, trade secrets, confidential information, and copyrightable matter directly related to said Invention; and All extensions, modifications, new developments, improvements, supplements, technical data, scientific know-how, and all other property, legal, equitable, and contractual rights directly and indirectly relating to said Invention, whether now existing or hereafter arising. B. Assignor desires to transfer all of its claims, right, title and interest to any or all of the Property to Buyer, and Buyer desires to secure same.
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RECITALS AND REPRESENTATIONS. The recitals, statements and representations contained herein, or in any Certificate (excluding the Trustee’s execution of the Certificates or any recitals or representations concerning the Trustee or its powers) shall not be taken or construed as made by the Trustee, and the Trustee neither assumes nor shall be under any responsibility for the correctness of the same.
RECITALS AND REPRESENTATIONS. The following recitals and representations constitute a part of this Agreement and the Contract: 1.1.1 Contractor represents that it is authorized to conduct business in the State of California, is authorized to provide the Services, is willing and able to so provide in accordance with the Contract, and is authorized to enter into the Contract. 1.1.2 FCSS is a local public agency duly organized and operating in the State of California, and is authorized to enter into the Contract. 1.1.3 The Contract will be paid, in part or in whole, with federal grant funds and is subject to applicable federal laws, regulations, and requirements. The Contract is entered into in accordance with Section 200.320 of Title 2 of the Code of Federal Regulations. 1.1.4 By the Contract, the Parties desire to set forth the terms and conditions upon which Contractor shall perform those obligations required of Contractor and FCSS shall pay Contractor therefor, and to set forth other rights and obligations of the Parties.
RECITALS AND REPRESENTATIONS. [strike out the one that does not apply]. 18 a. There are no recitals or representations; or 19 b. The recitals and representations of the parties, if any, are set forth on attachment “A” 20 to this Agreement.
RECITALS AND REPRESENTATIONS. 1.1.1 Cyber High is an on-line comprehensive electronic high school curriculum owned and maintained by FCSS (collectively “Cyber High”). 1.1.2 FCSS maintains Cyber High and the Cyber High Products to serve schools and their teachers, administrators, staff, and Students. Cyber High offers an additional education opportunity for Students who wish to accelerate their education, including high-risk Students, credit recovery, Students in continuation schools, alternative education, home schooling, adult Students, mobile Student populations, and incarcerated populations. 1.1.3 Cyber High is available to schools and other entities that purchased or for whom a purchase has been made of one or more Cyber High Products. All Cyber High Products are provided at reasonable fees intended to provide for the cost of developing and maintaining the Cyber High Products and related administration and support services. 1.1.4 Each Party represents and warrants to the other Party that: (A) it has the power and authority to enter into this Agreement and is permitted by applicable laws to enter into this Agreement; and (B) it has and will comply with all applicable laws in the access and use of the Cyber High Products and performance of its obligations under this Agreement, and in particular applicable federal and California laws and regulations, including the Family Educational Rights and Privacy Act (FERPA), regarding Student records, Student privacy, and the use and disclosure of Student records and information. 1.1.5 By this Agreement, the Parties desire to set forth the terms and conditions upon which FCSS shall provide to Client, and Client shall compensate FCSS for, one or more of the Cyber High Products as marked on the Cover, and to set forth the Parties’ rights and obligations relating to the Cyber High Products and this Agreement.
RECITALS AND REPRESENTATIONS. All of the above recitals and representations are true and correct, and each of them is incorporated by this reference into the Agreement.
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RECITALS AND REPRESENTATIONS. The parties hereby acknowledge the correctness and accuracy of the foregoing recitals. Cuny represents and warrants that he has complied, at all times, with the terms of the restrictive covenants as they are both reasonable and enforceable.
RECITALS AND REPRESENTATIONS. The recitals, statements and representations contained herein or in any Bond shall be taken and construed as made by and on the part of the Airports Authority and not by the Trustee, and the Trustee neither assumes nor shall be under any responsibility for the correctness of the same other than the Trustee’s certification of authentication of any Bonds as to which it is Authenticating Agent. The Trustee makes no representation as to, and is not responsible for, the validity or sufficiency hereof or, except as herein required, the filing or recording or registering of any document. The Trustee shall be deemed not to have made representations as to the security afforded hereby or hereunder or as to the validity or sufficiency of such document. The Trustee shall not be concerned with or accountable to anyone for the use or application of any moneys which shall be released or withdrawn in accordance with the provisions hereof. The Trustee shall not be responsible or liable for any loss suffered in connection with the investment of any funds made by it in accordance with the provisions hereof. Except with respect to Events of Default described in Section 601(a), the Trustee shall have no duty of inquiry with respect to any default which constitutes or with notice or lapse of time or both would constitute an Event of Default without actual knowledge of a Responsible Officer or receipt by the Trustee of written notice of a default which constitutes or with notice or lapse of time or both would constitute an Event of Default from the Airports Authority or any Holder.
RECITALS AND REPRESENTATIONS. Xxxxxxx makes the following warranties and representations concerning the four shipwrecks referred to in paragraph (1): A. The wrecks referred to are situated in locations not subject to the sovereignty of a state of the United States, the federal government of the United States, or of a foreign sovereign, or in an area in which shipwreck recovery operations are restricted or regulated by operation of law. B. The wrecks referred to are amenable to an admiralty arrest brought by the Joint Venturers in the courts of the United States, for purposes of establishing a legal entitlement to the wreck sites. C. The wrecks referred to are not presently subject to a claim of title or right by another party (including any original owner or underwriter of such vessels), and Xxxxxxx agrees to fully indemnify and hold harmless the Joint Venturers for any and all costs and liabilities arising from any challenge made by any third-party to any ownership rights and/or salvor-in-possession rights that the Enterprise may claim in the wrecks or wreck sites. Xxxxxxx specifically and explicitly disavows any representation or warranty as to the value of the wrecks or wreck sites referred to in paragraph (1), nor concerning the period of provenance of the wrecks, or even if they are actually shipwreck sites at all.
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