Common use of Additional Representations and Undertakings Clause in Contracts

Additional Representations and Undertakings. Supplier represents and warrants, on and as of the date of this Purchase Order, that: (1) entering into this type of agreement is in the ordinary course of the Supplier’s business with customers such as EY; (2) the Services and / or Work Products are being offered for purchase at market rates or otherwise in accordance with Supplier’s internal pricing policies and practices; (3) during the Term of this Agreement, the Supplier and none of the individuals with significant responsibility for providing services to EY shall be a partner, executive officer, member of the Board of Directors, or a direct or indirect substantial equity owner (or otherwise with control), of any audit client of an EY Network Member. For the purposes of this clause, a person or entity shall be deemed a "substantial equity owner" of an entity if he or it (i) is a general partner in such entity, if such entity is a limited partnership; (ii) holds a 5% or more direct or indirect equity interest in (or the power, by contract or other relationship, to direct the affairs or management of) such entity, if such entity is publicly-traded; (iii) holds a 20% or more direct or indirect equity interest in (or the power, by contract or other relationship, to direct the affairs or management of) such entity, if such entity is privately-held; and (4) the aggregate amounts contemplated to be paid by EY to Supplier under this Purchase Order, and under all other agreements between EY and Supplier in effect within any fiscal year period, shall not exceed 10% of the Supplier’s total revenues during such period.

Additional Representations and Undertakings. Supplier represents and warrants, on and as of the date of this Purchase Order, that: (1) entering into this type of agreement is in the ordinary course of the Supplier’s business with customers such as EY; (2) the Services and / or Goods, Work Products and/or Services are being offered for purchase at market rates or otherwise in accordance with Supplier’s internal pricing policies and practices; (3) during the Term of this AgreementPurchase Order, the Supplier and none of the individuals with significant responsibility for providing services to EY shall be a partner, executive officer, member of the Board of Directors, or a direct or indirect substantial equity owner (or otherwise with control), of any audit client of an EY Network Member. For the purposes of this clause, a person or entity shall be deemed a "substantial equity owner" of an entity if he or it (i) is a general partner in such entity, if such entity is a limited partnership; (ii) holds a 5% or more direct or indirect equity interest in (or the power, by contract or other relationship, to direct the affairs or management of) such entity, if such entity is publicly-traded; (iii) holds a 20% or more direct or indirect equity interest in (or the power, by contract or other relationship, to direct the affairs or management of) such entity, if such entity is privately-held; and (4) the aggregate amounts contemplated to be paid by EY to Supplier under this Purchase Order, and under all other agreements between EY and Supplier in effect within any fiscal year period, shall not exceed 107% of the Supplier’s total revenues during such period.

Additional Representations and Undertakings. Supplier represents and warrants, on and as of the date of this Purchase Order, that: (1) entering into this type of agreement is in the ordinary course of the Supplier’s business with customers such as EY; (2) the Services and / or Work Products are being offered for purchase at market rates or otherwise in accordance with Supplier’s internal pricing policies and practices; (3) during the Term of this AgreementPurchase Order, the Supplier and none of the individuals with significant responsibility for providing services to EY shall be a partner, executive officer, member of the Board of Directors, or a direct or indirect substantial equity owner (or otherwise with control), of any audit client of an EY Network Member. For the purposes of this clause, a person or entity shall be deemed a "substantial equity owner" of an entity if he or it (i) is a general partner in such entity, if such entity is a limited partnership; (ii) holds a 5% or more direct or indirect equity interest in (or the power, by contract or other relationship, to direct the affairs or management of) such entity, if such entity is publicly-traded; (iii) holds a 20% or more direct or indirect equity interest in (or the power, by contract or other relationship, to direct the affairs or management of) such entity, if such entity is privately-held; and (4) the aggregate amounts contemplated to be paid by EY to Supplier under this Purchase Order, and under all other agreements between EY and Supplier in effect within any fiscal year period, shall not exceed 10% of the Supplier’s total revenues during such period.