Common use of Client Materials Clause in Contracts

Client Materials. 16.1 The Client warrants that: 16.1.1 it is the sole legal and beneficial owner of the IPRs in the Client Materials or has benefit of a sufficient licence granted by the sole legal and beneficial owner of the IPRs in the Client Materials; 16.1.2 the Client Materials do not infringe any applicable laws, regulations or third party rights including material which is obscene, indecent, pornographic, seditious, offensive, defamatory, threatening, liable to incite racial hatred or acts of terrorism, menacing, blasphemous or in breach of any third party IPRs ; 16.2 The Company may reject any Client Materials which appear to the Company, acting reasonably, to be unsuitable to be incorporated into and/or used as part of a Project or in the provision of the Services or appear to breach any of the provisions at clause 16.1 (“Unsuitable Client Materials”). 16.3 The Client shall replace any Unsuitable Client Materials within 10 Business Days of notification of the unsuitability of the Client Materials by the Company. If the Unsuitable Client Materials are not so replaced, the Company shall use the Unsuitable Client Materials in the provision of the Services but at the Client’s risk pursuant to clause 16.4. 16.4 The Company shall use reasonable endeavours to ensure good results in respect of the Services where Unsuitable Client Materials are used. However, the Client acknowledges and accepts that the Company shall have no liability whatsoever, whether in contract, tort, negligence or otherwise and howsoever arising, for any error, default, defect, functionality and/or imperfection in the Deliverables or Services where such defect is due wholly or in part to the provision of Unsuitable Client Materials by the Client. 16.5 Any additional work required as a result of the Client supplying Unsuitable Client Materials shall be charged to the Client at an amount to be agreed between the Parties and based on the Company’s standard rates. The Client shall indemnify the Company and keep the Company fully and effectively indemnified against all costs, claims, demands, expenses and liabilities of whatever nature arising out of or in connection with any claim that the use by the Company or its sub- contractors of any Client Materials infringes any applicable law or the IPRs or other rights of any third party.

Client Materials. 16.1 The Client warrants that: 16.1.1 it is the sole legal and beneficial owner of the IPRs in the Client Materials or has benefit of a sufficient licence granted by the sole legal and beneficial owner of the IPRs in the Client Materials; 16.1.2 the Client Materials do not infringe any applicable laws, regulations or third party rights including material which is obscene, indecent, pornographic, seditious, offensive, defamatory, threatening, liable to incite racial hatred or acts of terrorism, menacing, blasphemous or in breach of any third party IPRs IPRs; 16.2 The Company may reject any Client Materials which appear to the Company, acting reasonably, to be unsuitable to be incorporated into and/or used as part of a Project or in the provision of the Services or appear to breach any of the provisions at clause 16.1 (“Unsuitable Client Materials”). 16.3 The Client shall replace any Unsuitable Client Materials within 10 Business Days of notification of the unsuitability of the Client Materials by the Company. If the Unsuitable Client Materials are not so replaced, the Company shall use the Unsuitable Client Materials in the provision of the Services but at the Client’s risk pursuant to clause 16.4. 16.4 The Company shall use reasonable endeavours to ensure good results in respect of the Services where Unsuitable Client Materials are used. However, the Client acknowledges and accepts that the Company shall have no liability whatsoever, whether in contract, tort, negligence or otherwise and howsoever arising, for any error, default, defect, functionality and/or imperfection in the Deliverables or Services where such defect is due wholly or in part to the provision of Unsuitable Client Materials by the Client. 16.5 Any additional work required as a result of the Client supplying Unsuitable Client Materials shall be charged to the Client at an amount to be agreed between the Parties and based on the Company’s standard rates. The Client shall indemnify the Company and keep the Company fully and effectively indemnified against all costs, claims, demands, expenses and liabilities of whatever nature arising out of or in connection with any claim that the use by the Company or its sub- contractors subcontractors of any Client Materials infringes any applicable law or the IPRs or other rights of any third party.