Common use of Representations and Warranties of Both Parties Clause in Contracts

Representations and Warranties of Both Parties. Each Party represents and warrants to the other Party that: (i) it is free to enter into this Agreement; (ii) in so doing, it will not violate any other agreement to which it is a party; and (iii) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under this Agreement.

Appears in 30 contracts

Samples: Royalty Agreement, Exclusive License Agreement (INNOVATION ECONOMY Corp), License Agreement (Seattle Genetics Inc /Wa)

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Representations and Warranties of Both Parties. Each Party represents and warrants to the other Party that: (i) it is free to enter into this Agreement; (ii) in so doing, it will not violate any other agreement to which it is a party; and (iii) it has taken all corporate corporate, limited liability company or partnership action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under this Agreement.

Appears in 6 contracts

Samples: Contingent Payment Agreement (Biovest International Inc), Contingent Payment Agreement (Biovest International Inc), Contingent Payment Agreement (Biovest International Inc)

Representations and Warranties of Both Parties. Each Party warrants and represents and warrants to the other Party that: (i) that it is free has the full right and authority to enter into this Agreement; (ii) in so doing, it will not violate any other agreement to which Agreement and that it is a party; not aware of any impediment which would inhibit its ability to perform the terms and (iii) conditions imposed on it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under by this Agreement.

Appears in 5 contracts

Samples: Collaboration and License Agreement (Memory Pharmaceuticals Corp), Strategic Alliance Agreement (Memory Pharmaceuticals Corp), Strategic Alliance Agreement (Memory Pharmaceuticals Corp)

Representations and Warranties of Both Parties. (a) Each Party warrants and represents and warrants to the other Party that: (i) that it is free has the full right and authority to enter into this Agreement; (ii) in so doing, it will not violate any other agreement to which Agreement and that it is a party; not aware of any impediment which would inhibit its ability to perform the terms and (iii) conditions imposed on it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under by this Agreement.

Appears in 3 contracts

Samples: License Agreement (Memory Pharmaceuticals Corp), Collaboration and License Agreement (Memory Pharmaceuticals Corp), Collaboration and License Agreement (Memory Pharmaceuticals Corp)

Representations and Warranties of Both Parties. Each Party represents and warrants to the other Party that: (i) it is free to enter into this Agreement; (ii) in so doing, it will not violate any other agreement to which it is a partyparty or has received a waiver of any such violation; and (iii) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under this Agreement.

Appears in 3 contracts

Samples: Biolender Purchase Agreement (Biovest International Inc), Biolender Purchase Agreement (Biovest International Inc), Biolender Purchase Agreement (Accentia Biopharmaceuticals Inc)

Representations and Warranties of Both Parties. Each Party represents and warrants to the other Party that: (i) it is free to enter into this Sublicense Agreement; (ii) in so doing, it will not violate any other agreement to which it is a party; and (iii) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under this Agreement.

Appears in 3 contracts

Samples: Sublicense Agreement, Sublicense Agreement (Accentia Biopharmaceuticals Inc), Sublicense Agreement (Biovest International Inc)

Representations and Warranties of Both Parties. Each Party warrants and represents and warrants to the other Party that: (i) that it is free has the full right and authority to enter into this Agreement; (ii) in so doing, it will not violate any other agreement the Agreement and that to which the best of its knowledge it is a party; not aware of any reason which would inhibit its ability to perform the terms and (iii) conditions imposed on it has taken all corporate action necessary to authorize by the execution and delivery of this Agreement and the performance of its obligations under this Agreement.

Appears in 2 contracts

Samples: License Agreement (Advanced Accelerator Applications S.A.), License Agreement (Advanced Accelerator Applications S.A.)

Representations and Warranties of Both Parties. Each Party represents and warrants to the other Party that: (i) it is free to enter into this Agreement; (ii) in so doing, it will not violate any other agreement to which it is a party; and (iii) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under this Agreement; and (iv) this Agreement constitutes a valid and binding obligation of such Party and is enforceable against it in accordance with its terms.

Appears in 2 contracts

Samples: Yeast Technology License Agreement (Osi Pharmaceuticals Inc), Yeast Technology License Agreement (Cadus Pharmaceutical Corp)

Representations and Warranties of Both Parties. Each Party represents and warrants to the other Party that: (i) it is free to enter into this Agreement; (ii) in so doing, it will not violate any other agreement to which it is a party; and (iii) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under this Agreement. The Parties also incorporate by reference herein all of their respective representations and warranties made to each other in the Exchange Agreement.

Appears in 2 contracts

Samples: License Agreement (Eurotech LTD), License Agreement (Homecom Communications Inc)

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Representations and Warranties of Both Parties. Each Party represents and warrants to the other Party that: (i) it is free to enter into this Agreement; (ii) in so doing, it will not violate any other agreement to which it is a party; and (iii) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under this Agreement.

Appears in 2 contracts

Samples: Research Collaboration and License Agreement Research Collaboration and License Agreement (Cadus Pharmaceutical Corp), Research Collaboration and License Agreement Research Collaboration and License Agreement (Cadus Pharmaceutical Corp)

Representations and Warranties of Both Parties. Each Party represents and warrants to the other Party that: (i) it is free to enter into this Agreement; (ii) in so doing, it will not violate any my other agreement to which it is a party; and (iii) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of its obligations under this Agreement.

Appears in 2 contracts

Samples: Strategic Alliance Agreement (Discovery Partners International Inc), Strategic Alliance Agreement (Discovery Partners International Inc)

Representations and Warranties of Both Parties. Each Party party represents and warrants to the other Party thatthat it: (i) it is free has the requisite power and authority to enter into this AgreementAgreement and that this Agreement constitutes a legal and valid obligation binding upon such party, enforceable in accordance with its terms; and (ii) in so doing, is not a party to any agreement that would prevent it will not violate any other agreement to which it is a party; and (iii) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement and the performance of from fulfilling its obligations under this Agreement.

Appears in 2 contracts

Samples: General Research Grant Agreement, General Research Grant Agreement

Representations and Warranties of Both Parties. Each Party party represents and warrants to the other Party that: party that (i) it is free to enter into this AgreementAGREEMENT; (ii) in so doing, it will not violate any other agreement to which it is a party; and (iii) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement AGREEMENT and the performance of its obligations under this AgreementAGREEMENT.

Appears in 2 contracts

Samples: Restricted Securities Purchase Agreement (Entremed Inc), Restricted Securities Purchase Agreement (Entremed Inc)

Representations and Warranties of Both Parties. Each Party warrants and represents and warrants to the other Party that: (ia) it is free has the capacity to enter into and perform this Agreement; (ii) in so doingAgreement and all transactions contemplated herein and that all corporate, board of directors, shareholder and other actions required to authorize it will not violate any other agreement to which it is a partyenter into and perform this Agreement have been properly taken; and (iiib) it has taken all corporate action necessary to authorize the execution and delivery of this Agreement has been duly executed and the performance of delivered by it and is valid and binding upon it in accordance with its obligations under this Agreementterms.

Appears in 1 contract

Samples: Option Agreement (Mk Gold Co)

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