(b) Licensor hereby indemnifies Licensee from and against all costs and damages wheresoever and howsoever arising as a result of any breach of the representations warranties undertakings and agreements of Licensor contained herein Provided That the relevant claim or proceedings shall be adjudicated by a court of competent jurisdiction or settled with Licensor’s prior written consent (not to be unreasonably withheld or delayed).
(c) Licensor hereby warrants that Licensee has a full power legally to act as a representative to invoice and/or receive the Royalty, including the right to act according to Clause 6 herein on behalf of Licensor legally and irrevocably. Licensor warrants that it has and will maintain the rights to all of the Recordings, and shall pay such third party royalties and license fees as may be required.
(d) Licensor hereby consents and warrants that Licensor waives all its legal rights that Licensor has empowered Licensee to act on its behalf under this Agreement.