Representations and Warranties by Ramot. Ramot hereby represents and warrants as follows: (i) This Agreement has been duly authorized by all necessary corporate action of Ramot and is a valid and binding obligation of Ramot enforceable against it in accordance with its terms. (ii) To the knowledge of Ramot, at the Effective Date, neither Ramot, nor any other person then acting on its behalf has licensed or granted any rights which contradict those set forth in this Agreement to any person, or agreed to license to any person, the Ramot Technology. (iii) To the knowledge of Ramot, at the Effective Date, no action or proceeding relating to the Ramot Technology is underway or has been threatened in writing against Ramot or the TAU before any court, arbitration board or tribunal or administrative or other governmental agency. (iv) by operation of law or under the terms of their employment or other relationships with TAU or Ramot, and according to agreement between TAU and Ramot, all rights, title and interest in and to the Ramot Patent Rights, vesting in the TAU inventors, are owned by Ramot.
