Agency Warranties. Agency represents, warrants, and covenants that: (a) nothing in the Agency Content shall in any way constitute an infringement or other violation of any U.S. copyright, trademark, trade secret, or patent of any third party; and (b) Agency shall not use the RT Content in any manner which violates any law or governmental regulation.
Agency Warranties. The Agency warrants and undertakes that: it has full power and authority to enter into this Agreement and that by doing so it will not be in breach of any obligation to a third party; the personnel who perform the Services are and shall be competent and suitable, whether as to qualifications, experience or otherwise, to provide the Services; subject to clause 17.4, the use of the Deliverables by the Client in accordance with this Agreement and for the purposes set out in the Scope of Work will not infringe the copyright of any third party and; [to the best of its knowledge and belief and] subject to clause 17.4, as at the date of delivery of the Deliverables the use of the Deliverables in accordance with this Agreement for the purposes set out in the Scope of Work will comply with all Advertising Regulations [in the UK], save that where the Client’s business involves any industry sector which is subject to its own industry specific Advertising Regulations or other code, regulation, statute or law (collectively “Specialist Advertising Regulations”) the Client shall be responsible for ensuring that the Deliverables are compliant with such Specialist Advertising Regulations. The Agency hereby indemnifies the Client against any Losses incurred by the Client as a result of breach by the Agency of its warranty and undertaking in clause 17.1(c). All warranties, conditions, terms, undertakings and obligations implied by statute, common law, custom, trade usage, course of dealing or otherwise are hereby excluded to the fullest extent permitted by law, including any condition of satisfactory quality or fitness for a particular purpose. The Client releases the Agency from any liability under or in connection with this Agreement and hereby indemnifies the Agency against any Losses incurred by the Agency to the extent that such Losses arise as a result of: the Deliverables infringing third party Intellectual Property Rights, breaching Advertising Regulations or other laws and regulations, where the Agency had previously notified the Client of a specific risk that the Deliverables infringed third party Intellectual Property Rights or breached Advertising Regulations or other laws and regulations and the Agency had obtained the prior approval of the Authorised Client Approver to use such Deliverables notwithstanding such notified risk; and/ or the incorporation of Client Materials into the Deliverables provided that the Agency has incorporated and used such Client Materi...
Agency Warranties. Agency represents, warrants and undertakes to AMS that: (a) Agency has obtained the Personal Data in accordance with the Data Protection Legislation; and (b) it has one or more valid grounds for AMS’s (and any sub-processors of AMS’) processing of the Personal Data in accordance with this Agreement, in each case so that AMS’s and its sub-processor’s processing of the Personal Data in accordance with this Agreement complies with the Data Protection Legislation. Agency agrees to indemnify and hold AMS, and its sub- processors, harmless from any and all Losses arising out of or in connection with any claim(s) arising from any breach of the warranties set out in this Clause 9.10.
Agency Warranties. 16.1 The Agency warrants that it has full power and authority to enter into this Agreement and that by doing so it will not be in breach of any obligation to a third party and it will perform the Services with reasonable skill and care.
16.2 All warranties, conditions, terms, undertakings and obligations implied by statute, common law, custom, trade usage, course of dealing or otherwise are hereby excluded to the fullest extent permitted by law, including any condition of satisfactory quality or fitness for a particular purpose.
Agency Warranties. 17.1 The Agency warrants that:
(a) it has full capacity and authority to enter into this Call-Off Contract and that by doing so it will not be in breach of any obligation to a third party;
(b) the personnel who perform the Services are competent and suitable do so;
17.2 The Agency undertakes that:
(a) the use of the Deliverables by the Client in accordance with this Call-Off Contract and for the purposes set out in the Statement of Work will not infringe the copyright of any third party; and
(b) as at the date they are delivered, the Deliverables of this Call-Off Contract may be used for the purposes set out in the Statement of Work and comply with all Advertising Regulations.
17.3 The Agency hereby indemnifies the Client against any Losses incurred by the Client as a result of breach by the Agency of its warranty and undertaking in clauses 17.1 and 17.2. 18 CLIENT WARRANTIES
18.1 The Client warrants that:
(a) it has full capacity and authority to enter into this Call-Off Contract and that by doing so it will not be in breach of any obligation to a third party; and
(b) the Client Materials will not, when used in accordance with this Call-Off Contract and any written instructions given by the Client, infringe third party copyright.
Agency Warranties. Agency represents and warrants that (a) Agency has all rights and legally adequate consents, where necessary, to provide Uber with the Agency Personal Data and any other information provided to Uber hereunder; (b) Agency will use Dashboard Data solely for legitimate business purposes including business expense, processing, accounting, and budgeting purposes; (c) Agency will only share and provide access to Dashboard Data to Agency personnel who have a business need to access such Dashboard Data; (d) Agency will not disclose Dashboard Data to any third party, unless expressly authorized in writing by Uber, and who are in each case bound by privacy and security obligations regarding Uber Personal Data at least as restrictive as those contained herein; (e) Agency will not rent or sell Dashboard Data for any purpose not authorized by Uber; and (f) Agency will not disclose Dashboard Data nor disclose Uber’s pricing or fares associated with Dashboard Data to a competitor of Uber.
Agency Warranties. Agency represents and warrants that no material supplied by Agency will: (a) to the best of its knowledge, infringe the Intellectual Property of any third party or, any rights of publicity or privacy; (b) violate any law, ordinance or regulation (including without limitation laws and regulations governing export control, unfair competition, anti-discrimination and false advertising); (c) violate or be in breach of any other material agreement to which Agency is a party; (d) be defamatory, libelous, unlawfully threatening or unlawfully harassing, obscene, pornographic or harmful to minors; or (e) contain any viruses, trojan horses, worms, time bombs, cancel-bots or other harmful computer programming routines that are designed to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.
Agency Warranties. Agency represents and warrants that the Agency has full right and authority to enter into this agreement on behalf of the Client and that the Agency is the contracting party (engager) for all talent, unless otherwise agreed.
Agency Warranties. Agency warrants that any information or materials that it provides in connection with the Services (“Advertising Materials”) will be true and complete, and will not violate applicable law or infringe upon the intellectual property rights of any third party. Yelp reserves the right to reject or remove any Advertising Materials at its sole discretion. Agency further warrants that it will comply with all applicable law, rules, regulations of federal, state and local governments and agencies.
Agency Warranties. The Agency warrants that barring error, each Entry shall be for an amount (i) due to the Participating Recipient and not subject to any claims by the Agency or (ii) duly authorized to be disbursed to the Participating Recipient. The Agency further warrants that it is in compliance with all applicable Rules governing the payment of wages, and it complies with Section 6 below.
