Client’s Undertakings. 3.1 The Client will not remove the copyright notice, trade marks or service marks of NetDimensions or PeopleFluent from any copies, in any form, including partial copies or modifications of the Application or Related Documentation, made in accordance with this Agreement.
3.2 The Client will:
3.2.1 not provide or otherwise make available the Application or Related Documentation in whole or in part, in any form to any person other than the Users without PeopleFluent’s prior written consent;
3.2.2 notify PeopleFluent promptly if the Client becomes aware of any unauthorised use of the whole or any part of the Application or Related Documentation by any person;
3.2.3 use the Application and Related Documentation only in accordance with PeopleFluent’s or the Reseller’s reasonable operating instructions and the terms of this Agreement;
3.2.4 use commercially reasonable efforts to keep the Application free from viruses;
3.2.5 ensure that the Application is only used on the Designated Server IP Address on a single server, unless otherwise specified in the Commercial Terms;
3.2.6 ensure that no one other than Users, and no more than the permitted number of Users as agreed with the Reseller access the licensed Application.
3.3 The Client is responsible for maintaining the confidentiality of its Application passwords and will use commercially reasonable endeavours to ensure that all Users keep their own Application passwords confidential.
3.4 PeopleFluent may at any time, at its own expense (unless the last sentence of this Clause applies), audit the Client’s usage of the Application and compliance with this Agreement (including with regard to the number of Users accessing the Application and/or registered on the Application), and such audit shall be exercised in a manner so as to not substantially interfere with Client’s normal conduct of business. If an audit reveals that the number of Users exceeds the licensed number of Users and allowed under this Agreement, Client shall be responsible for and pay for PeopleFluent (reasonable) audit costs and PeopleFluent shall be entitled to immediately and directly invoice Client for these audit costs and the additional Users (regardless of the active or non-active status) for the remainder of the Initial Term or applicable Renewal Term in accordance with its current per User list price.
3.5 The Client is solely responsible for ensuring compliance with all applicable import and export laws and regulations of the country of dest...
Client’s Undertakings. The Client hereby represents, warrants and undertakes to ZUNDIAO that:
12.1 The Client has full power, authority and capacity to enter into this Agreement and to execute and perform all the Client’s obligations under this Agreement and where appropriate, the Client has obtained and taken all necessary corporate authorisations and other actions to execute and perform all obligations under this Agreement and each of the Client's obligations under this Agreement constitutes a valid and legally binding obligation of the Client’s in accordance with its terms.
12.2 The Client warrants that in case of an individual, he is of full age and capacity and in case of a firm or corporation, it is duly constituted and incorporated and has power to enter into this Agreement and all contracts made or to be made pursuant to this Agreement and such contracts are and will constitute legal binding and enforceable obligations of the Client.
12.3 The contents of this Agreement have been fully explained to the Client in a language preference of the Client and that the Client understands its contents and agrees with them. The Client has been asked to read the Risk Disclosure Statements, which have been provided to the Client and which are set out in ZUNDIAO's website xxxx://xxx.xxxxxxx.xx.
12.4 The Client is trading on its own account, unless it otherwise indicates to ZUNDIAO.
12.5 The Client is the person ultimately responsible for giving the instruction in relation to and is the ultimate beneficial owner in relation to each transaction in the Account (except where such other person or entity has been disclosed to ZUNDIAIO in the Account Application Form or other written notice has been given to ZUNDIAO).
12.6 The Client shall complete the Account Application Form and declare that all information provided is correct, true and complete.
12.7 The Client shall notify ZUNDIAO each other forthwith of any changes in the information supplied in the Account Application Form and/or this Agreement. The Client further undertakes to inform ZUNDIAO forthwith if there is any change in circumstances which, under applicable U.S. tax regulations, modifies the Client’s status as a "non-U.S. Person" and causes the Client to acquire the status of a "U.S. Person", or vice versa.
12.8 The Client shall not, without the prior written approval of ZUNDIAO, charge, pledge or allow to subsist any charge or pledge over Client’s Securities, commodities or monies in Account or grant or purport to grant an opti...
Client’s Undertakings. Client undertakes to Global Prime that:
(a) it will hold such licences and authorities as are necessary to lawfully perform its obligations under this agreement;
(b) in giving any instructions under this agreement, Client will act as principal and not as agent (unless expressly specified otherwise in the Application Form); and
(c) in giving any instructions under this agreement, Client will act in accordance with the provisions of its constitution, the constitution of the Scheme or other constituent documents (if applicable), any applicable laws and regulations and comply with any investment restrictions in any prospectus, information memorandum, investment management agreement or other document governing the investment by Client;
Client’s Undertakings. 客戶承諾等 The Client hereby represents, warrants and undertakes to CCS that: 客戶現向凱匯資本陳述、保證及承諾：
12.1 The Client has full power, authority and capacity to enter into this Agreement and to execute and perform all the Client’s obligation under this Agreement and where appropriate, the Client has obtained and taken all necessary corporate authorizations and other actions to execute and perform all obligations under this Agreement and each of this Agreement constitute valid and legally binding obligation of the Client’s in accordance with its terms. 客戶擁有全面權力及能力訂立本協議及行使及完成客戶在本協議中之一切適當責任，客戶已取得所有需要之法團授權、其他執行行動及完成本協議之所有責任。本協議每部份按照其條款就對客戶構成具有效力及法律約束力之責任。
12.2 The Client warrants that in the case of an individual, he/she is of full age and capacity and in the case of a firm or corporation, it is duly constituted and incorporated and has power to enter into this Agreement and all contracts made or to be made pursuant to this Agreement and such contracts are and will constitute legal binding and enforceable obligations of the Client. 個人客戶茲保證本身為成年人及具備足夠資格，而凱匯資本或公司客戶茲保證本身經過正式組成及註冊。客戶同時保證本身有權訂立本協議及一切買賣合約，而在任何情況下，本協議及該等買賣合約，均對客戶構成具備法定約束力及可執行性之義務。
12.3 The contents of this Agreement have been fully explained to the Client in a language preference of the Client and that the Client understands the contents thereof and agrees with them. Meanwhile, Client has been invited to read the Risk Disclosure Statements thoroughly, ask questions and take independent advice if he wishes. The Chinese and English version will be set out in full from time to time and may be downloaded from CCS ’s website xxx.xxxxxxxxxxx.xxx.xx for Client’s quick reference. 本協議內容經已用客戶所通曉及選擇之語言向客戶完全解釋，客戶對本協議內容表示明白及同意接受，同時客戶已被邀請徹底地閱讀風險披露聲明， 並提出問題及徵求獨立意見。 本協議之內容將不時於凱匯資本網址 xxx.xxxxxxxxxxx.xxx.xx 完整地列出及予以下載，以便客戶參照。
12.4 The Client is trading on his own account. 客戶是為其本身賬戶買賣。
12.5 The Client is the person ultimately responsible for giving the instruction in relation to and the ultimate beneficial owner of each transaction in the Client’s account (except where such other person or entity has been disclosed to CCS in the Client Information Statement or other written notice has been given to CCS). 就客戶的賬戶內的每宗交易而言，客戶是最終負責發出有關指示的人士及其最終實益擁有人(在客戶資料聲明內向凱匯資本所披露的該等其他人士或機構或以書面形式通知凱匯資本除外)。
12.6 The Client acknowledges that no provisions of this Agreement shall operate to remove, exclude or restrict any obligation of the Client or rights of CCS under the laws of Hong Kong SAR. 客戶需確認此協議中的條文不能免去或排除限制客戶於香港法律賦予的責任或凱匯資本的權利。
12.7 The Client...
Client’s Undertakings. 4.1 The Client undertakes to complete and return to the Bank promptly any notice, declaration or other document requested by any Institution in respect of a Cash Balance Investment. The Client agrees that the Bank shall not be liable for any deduction or retention made in respect of any Cash Balance Investment or interest thereon or any other loss or liability incurred by any Person as a result
Client’s Undertakings. 4.1 The Client undertakes not to perform any of the acts referred to in this paragraph, except to the extent and only to the extent permitted by the applicable law to the Client as a lawful user (i.e. a party with a right to use) of the Software and only then for the specific limited purpose stated in such applicable law or hereunder.
Client’s Undertakings. The Client undertakes:
5.1 not to copy, back-engineer, decompile, disassemble, alter, modify, combine with any other software programs or otherwise translate the Software, other than for normal Use by the Client, nor to allow the same to be done by, or to communicate the same to, any third party without Xxxxxxx's prior written consent;
5.2 to supervise and control the Use of the Software in accordance with the terms of this Agreement;
5.3 to include the copyright notice of Xxxxxxx on all and any copies of the Software, whether in whole or in part, in any form, including partial copies or modifications of the Software and further undertakes not to remove or in any way obscure Minerva’s proprietary marks contained in the Software;
5.4 not to provide or otherwise make available the Software in whole or in part, including but not limited to, program listings, object and source program listings, object code and source code, in any form to any person other than the Client's Employees without prior written consent from Xxxxxxx;
5.5 to ensure that computations or other calculations or data derived from the Software are suitable for the Client's purposes and, where there is any uncertainty, to contact Xxxxxxx before using the Software for any purpose;
5.6 not to adapt, vary or modify the Software without Minerva's prior written consent and where any alteration, variation or modification is made without such consent to notify Xxxxxxx immediately, in writing, of the changes made to the Software;
5.7 to notify Xxxxxxx immediately when the Client becomes aware of any unauthorised possession, copy or use of the Software and to cooperate fully with Xxxxxxx in pursuing any claims or proceedings in connection with any unauthorised Use;
5.8 not to market, exploit or make the Software available to any third party or permit a third party to use the Software without the prior written consent of Xxxxxxx;
5.9 not to use the Software on behalf of or for the benefit of any third party without the prior written consent of Xxxxxxx;
5.10 not to make copies of the Software without the prior written consent of Xxxxxxx;
5.11 not to charge or otherwise encumber the Software in any way without the prior written consent of Xxxxxxx
Client’s Undertakings. 5.1 The Client will not remove the copyright notice, trade marks or service marks of NetDimensions or PeopleFluent from any copies, in any form, including partial copies or modifications of the Application or Related Documentation, made in accordance with this Agreement.
5.2 The Client will:
5.2.1 not provide or otherwise make available the Application or Related Documentation in whole or in part, in any form to any person other than the Users without PeopleFluent’s prior written consent;
5.2.2 notify PeopleFluent promptly if the Client becomes aware of any unauthorised use of the whole or any part of the Application or Related Documentation by any person;
5.2.3 use the Application and Related Documentation only in accordance with PeopleFluent’s reasonable operating instructions and the terms of this Agreement;
5.2.4 use commercially reasonable efforts to keep the Application free from viruses;
5.2.5 ensure that the Application is only used on the Designated Server IP Address on a single server, unless otherwise specified in the Commercial Terms; and
5.2.6 ensure that no one other than Users, and no more than the permitted number of Users in accordance with the Commercial Terms access the licensed Application.
5.3 The Client is responsible for maintaining the confidentiality of its Application passwords and will use commercially reasonable endeavours to ensure that all Users keep their own Application passwords confidential.
5.4 PeopleFluent may at any time, at its own expense (unless the last sentence of this Clause applies), audit the Client’s usage of the Application and compliance with this Agreement (including with regard to the number of Users accessing the Application and/or registered on the Application), and such audit shall be exercised in a manner so as to not substantially interfere with Client’s normal conduct of business. If an audit reveals that the number of Users exceeds the number specified in the Commercial Terms, allowed under this Agreement or otherwise agreed with PeopleFluent (and paid for), Client shall be responsible for and pay for PeopleFluent’s (reasonable) audit costs and PeopleFluent shall be entitled to immediately invoice Client for these audit costs and the additional Users (regardless of the active or non-active status) for the remainder of the Initial Term or applicable Renewal Term in accordance with its current per User list price or such pricing as may be agreed with Client.
5.5 The Client is solely responsible for ens...
Client’s Undertakings. Client undertakes to CapitalFX that: the provisions of its constitution, the constitution of the Scheme or other constituent documents (if applicable), any applicable laws and regulations and comply with any investment restrictions in any prospectus, information memorandum, investment management agreement or other document governing the investment by Client;
Client’s Undertakings. 9.1 The Client shall supply its Relevant Requirement to Analytium within a reasonable period following the Effective Date and during the term of this agreement, the Client shall supply in writing to Analytium and to its Consultant, if any, any updates on its Relevant Requirements to Analytium as soon as reasonably practicable.
9.2 The Client acknowledges that modification of its Relevant Requirements during the Agreement might result in delays of the agreed timescale.
9.3 The Client undertakes to fully cooperate with Analytium for the services to be provided efficiently or in case of any formal or informal inquiry, investigation, disciplinary or other proceeding initiated by any government, regulatory or law enforcement agency. The Client shall promptly provide all information or documents he possesses relevant to the subject matter.
