Representations and Warranties

Representations and Warranties. Each Party represents and warrants to the other Party that: (a) it is duly organized, validly existing, and in good standing under the laws of its jurisdiction of organization; (b) it has the full right, power, and authority to enter into this Agreement, to perform its obligations hereunder, and to grant the rights and licenses granted herein; (c) the execution, delivery, and performance of this Agreement does not and will not conflict with any agreement, obligation, or instrument to which it is a party or by which it is bound; (d) this Agreement constitutes a legal, valid, and binding obligation enforceable against it in accordance with its terms; and (e) it shall comply with all applicable laws, rules, regulations, and governmental orders in the performance of its obligations under this Agreement.