Common use of Covenants of Licensee Clause in Contracts

Covenants of Licensee. Licensee represents, covenants, and warrants, for the benefit of Licensor and its assignees, as follows: (a) Licensee will do or cause to be done all things necessary to preserve and keep in full force and effect its duties under this Agreement. (b) Licensee is authorized under the Tennessee Constitution and the Tennessee Code Annotated to enter into this Agreement and the Transactions contemplated hereby, and to perform all of its obligations hereunder. (c) Licensee has been duly authorized to execute and deliver this Agreement under the terms and provisions of the resolutions of its governing body, and further represents, covenants, and warrants that all requirements have been met, and procedures have occurred in order to ensure the enforceability of this Agreement, and Licensee has complied with public procurement requirements, if any are necessary to render this Agreement enforceable. (d) The Licensee shall recognize and honor in perpetuity the licensing agreements, copyrights, and other proprietary claims for software, databases, collateral information, and products established or produced by Licensor or the vendors furnishing said items to the KGIS.