Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/; and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement. 4.2 Contractor represents, warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances. 4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished. 4.4 Contractor warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time be in any way diminished by reason of any approval by University nor will Contractor be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work. 4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity. 4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.] 4.7 Contractor represents that if (i) it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State of Texas, or a foreign corporation or limited liability company duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor. 4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is bound; (b) result in the violation of any provision of any agreement by which Contractor is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction. 4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 10 contracts
Samples: Contractor Agreement, Contractor Agreement, Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations), the rules, regulations, and policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/; (xxxxx://xxx.xxxxxxxx.xxx/sites/policy-library), and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm Texas Permian Basin (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the Contractor or any such firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Work Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other represents and warrants that all of Contractor’s Personnel contributing to Work Material (ref. Section 7) under this Agreement will be required to (i) acknowledge in writing the ownership of Contractor (for the benefit of University) of Work Material produced by Personnel while performing services pursuant to this Agreement, and (ii) make all assignments necessary to effectuate such ownership. Personnel means any and all persons associated with Contractor who provide any work or work product pursuant to this Agreement, including officers, managers, supervisors, full-time employees, part-time employees, and independent contractors.
4.10 Contractor represents and warrants that: (i) Work will be performed solely by Contractor, its full-time or part-time employees during the course of their employment, or independent contractors who have assigned in writing all right, title and interest in their work to Contractor (for the benefit of University); (ii) University will receive free, good and clear title to all Work Material developed under this Agreement; (iii) Work Material and the intellectual property rights protecting Work Material are free and clear of all encumbrances, including security interests, licenses, liens, charges and other restrictions; (iv) Work Material will not infringe upon or violate any patent, copyright, trade secret, trademark, service mark or other property right of any former employer, independent contractor, client or other third party; and (v) the use, reproduction, distribution, or modification of Work Material will not violate the rights of any third parties in Work Material, including trade secret, publicity, privacy, copyright, trademark, service mark and patent rights.
4.11 If this Agreement requires Contractor’s presence on University's premises or in University’s facilities, Contractor agrees to cause its employees, representatives, agents, or subcontractors to become aware of, fully informed about, and in full compliance with all applicable University Rules, including those relative to personal health, security, environmental quality, safety, fire prevention, noise, smoking, and access restrictions.
4.12 Contractor, at its sole cost and expense, will comply with all requirements of Subchapter C, Chapter 2252, Texas Government Code, including the provision of financial statements, payment statements derived from sales tax reports, and bonds.
4.12.1 In accordance with §2252.
Appears in 4 contracts
Samples: Contractor Agreement, Contractor Agreement, Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations),xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm the rules, regulations, and policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/; (xxxxx://xxx.xxxxxxxx.xxx/sites/policy-library), and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is bound; (b) result in the violation of any provision of any agreement by which Contractor is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 2 contracts
Samples: Contract Agreement, Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all federal, state or local, laws, statutes, regulations and ordinances (collectively, Applicable Laws), and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board- regents/regents-rules-and-regulations) the rules, regulations, and policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxxx://xxx.xxxxxxxx.xxx/sites/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (UTA Policies, Procedures and Forms xxxxx://xxxxxx.xxx.xxx/) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other represents and warrants that all of Contractor’s Personnel contributing to Work Material (ref. Section 22) under this Agreement will be required to (i) acknowledge in writing the ownership of Contractor (for the benefit of University) of Work Material produced by Personnel while performing services pursuant to this Agreement, and (ii) make all assignments necessary to effectuate such ownership. Personnel means any and all persons associated with Contractor who provide any work or work product pursuant to this Agreement, including officers, managers, supervisors, full-time employees, part-time employees, and independent contractors.
4.10 Contractor represents and warrants that: (i) Work will be performed solely by Contractor, its full-time or part-time employees during the course of their employment, or independent contractors who have assigned in writing all right, title and interest in their work to Contractor (for the benefit of University);
Appears in 2 contracts
Samples: Terms and Conditions, Payment Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all federal, state or local, laws, statutes, regulations and ordinances (collectively, Applicable Laws), and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the rules, regulations, and policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxxx://xxx.xxxxxxxx.xxx/sites/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (UTA Policies, Procedures and Forms xxxxx://xxxxxx.xxx.xxx/) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is bound; (b) result in the violation of any provision of any agreement by which Contractor is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.organizational documents;
Appears in 2 contracts
Samples: Payment Agreement, Payment Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.. SAMPLE
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 2 contracts
Samples: Contract Agreement, Contract Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if If this Agreement requires Contractor’s presence on University's premises or in University’s facilities, Contractor will create softwareagrees to cause its employees, training materials representatives, agents, or other Work Material (refsubcontractors to become aware of, fully informed about, and in full compliance with all applicable University Rules, including those relative to personal health, security, environmental quality, safety, fire prevention, noise, smoking, and access restrictions.
Appears in 2 contracts
Samples: CRM Program Agreement, Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other represents and warrants that all of Contractor’s Personnel contributing to Work Material (ref. Section 7) under this Agreement will be required to (i) acknowledge in writing the ownership of Contractor (for the benefit of University) of Work Material produced by Personnel while performing services pursuant to this Agreement, and (ii) make all assignments necessary to effectuate such ownership. Personnel means any and all persons associated with Contractor who provide any work or work product pursuant to this Agreement, including officers, managers, supervisors, full-time employees, part-time employees, and independent contractors.
4.10 Contractor represents and warrants that: (i) Work will be performed solely by Contractor, its full-time or part-time employees during the course of their employment, or independent contractors who have assigned in writing all right, title and interest in their work to Contractor (for the benefit of University); (ii) University will receive free, good and clear title to all Work Material developed under this Agreement; (iii) Work Material and the intellectual property rights protecting Work Material are free and clear of all encumbrances, including security interests, licenses, liens, charges and other restrictions; (iv) Work Material will not infringe upon or violate any patent, copyright, trade secret, trademark, service xxxx or other property right of any former employer, independent contractor, client or other third party; and (v) the use, reproduction, distribution, or modification of Work Material will not violate the rights of any third parties in Work Material, including trade secret, publicity, privacy, copyright, trademark, service xxxx and patent rights.
Appears in 1 contract
Samples: Sample Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if If this Agreement requires Contractor’s presence on University's premises or in University’s facilities, Contractor will create softwareagrees to cause its employees, training materials representatives, agents, or other Work Material (refsubcontractors to become aware of, fully informed about, and in full compliance with all applicable University Rules, including those relative to personal health, security, environmental quality, safety, fire prevention, noise, smoking, and access restrictions.
Appears in 1 contract
Samples: Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all federal, state or local, laws, statutes, regulations and ordinances (collectively, Applicable Laws), and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of-regents/policy-library); and the institutional rules, regulations and policies of University of Texas at xxxx://xxx.xxx.xxx/hoop/index.htm San Antonio (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other represents and warrants that all of Contractor’s Personnel contributing to Work Material (ref. Section 22) under this Agreement will be required to (i) acknowledge in writing the ownership of Contractor (for the benefit of University) of Work Material produced by Personnel while performing services pursuant to this Agreement, and (ii) make all assignments necessary to effectuate such ownership. Personnel means any and all persons associated with Contractor who provide any work or work product pursuant to this Agreement, including officers, managers, supervisors, full-time employees, part-time employees, and independent contractors.
4.10 Contractor represents and warrants that: (i) Work will be performed solely by Contractor, its full-time or part-time employees during the course of their employment, or independent contractors who have assigned in writing all right, title and interest in their work to Contractor (for the benefit of University); (ii) University will receive free, good and clear title to all Work Material developed under this Agreement; (iii) Work Material and the intellectual property rights protecting Work Material are free and clear of all encumbrances, including security interests, licenses, liens, charges and other restrictions; (iv) Work Material will not infringe upon or violate any patent, copyright, trade secret, trademark, service mark or other property right of any former employer, independent contractor, client or other third party; and (v) the use, reproduction, distribution, or modification of Work Material will not violate the rights of any third parties in Work Material, including trade secret, publicity, privacy, copyright, trademark, service mark and patent rights.
4.11 If this Agreement requires Contractor’s presence on University's premises or in University’s facilities, Contractor agrees to cause its employees, representatives, agents, or subcontractors to become aware of, fully informed about, and in full compliance with all applicable University Rules, including those relative to personal health, security, environmental quality, safety, fire prevention, noise, smoking, and access restrictions.
Appears in 1 contract
Samples: Terms and Conditions
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/; and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm ________________________ (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 Contractor warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time be in any way diminished by reason of any approval by University nor will Contractor be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State of Texas, or a foreign corporation or limited liability company duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is bound; (b) result in the violation of any provision of any agreement by which Contractor is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 1 contract
Samples: Contract Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all federal, state or local, laws, statutes, regulations and ordinances (collectively, Applicable Laws), and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the rules, regulations, and policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxxx://xxx.xxxxxxxx.xxx/sites/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm ( ) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 1 contract
Samples: Terms and Conditions
Contractor’s Obligations. 4.1 3.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm xxxx://xxx.xxxxxxxx.xxx/bor/rules/, the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/; and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm rules (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 3.2 Contractor represents, warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 3.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 3.4 Contractor warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time be in any way diminished by reason of any approval by University nor will Contractor be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 3.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.correct
4.6 3.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or licensed under all Applicable Lawsapplicable federal, state and local, laws, regulations, and ordinances. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 3.7 Contractor represents that if (i) it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State of Texas, or a foreign corporation or limited liability company duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 3.8 Contractor represents and warrants that neither that: (i) the execution Work will be performed solely by Contractor, its full-time or part-time employees during the course of their employment, or independent contractors who have assigned in writing all right, title and delivery interest in their work to Contractor for the benefit of University; (ii) University will receive free, good and clear title to all Work Material developed under this Agreement; (iii) the Work Material and the intellectual property rights protecting the Work Material are free and clear of all encumbrances, including security interests, licenses, liens, charges or other restrictions; (iv) the Work Material will not infringe upon or violate any patent, copyright, trade secret, trademark, service xxxx or other property right of any former employer, independent contractor, client or other third party; and (v) the use, reproduction, distribution, or modification of the Work Material will not violate the rights of any third parties in the Work Material, including trade secret, publicity, privacy, copyright, trademark, service xxxx and patent rights. Notwithstanding the foregoing or any other provision in this Agreement, Contractor shall have all ownership (including intellectual and copyright) rights in and to all of the following and the University shall not acquire any ownership interest (including any intellectual or copyright rights) of any kind in or to any of the following: (i) all information residing in Contractor's databases, including, without limitation, all candidate and client information, all assessments, and all notes.
3.9 If this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of requires Contractor’s articles of incorporation presence on University's premises or by‑lawsin University’s facilities, [ii] if a limited liability companyContractor agrees to cause its employees, of its articles of organization or regulationsrepresentatives, agents, or [iii] if a partnershipsubcontractors to become aware of, of any partnership agreement by which Contractor is bound; (b) result fully informed about, and in the violation of any provision of any agreement by which Contractor is bound; or (c) full compliance with all applicable University Rules, including those relative to the best of Contractor's knowledge personal health, security, environmental quality, safety, fire prevention, noise, smoking, and belief, conflict with any order or decree of any court or other body or authority having jurisdictionaccess restrictions.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 1 contract
Samples: Non Exclusive Services Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all federal, state or local, laws, statutes, regulations and ordinances (collectively, Applicable Laws), and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (UTA Policies, Procedures and Forms xxxxx://xxxxxx.xxx.xxx/) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): If Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is bound; (b) result in the violation of any provision of any agreement by which Contractor is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.organizational documents;
Appears in 1 contract
Samples: Service Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if 4.10 If this Agreement requires Contractor’s presence on University's premises or in University’s facilities, Contractor will create softwareagrees to cause its employees, training materials representatives, agents, or other Work Material (refsubcontractors to become aware of, fully informed about, and in full compliance with all applicable University Rules, including those relative to personal health, security, environmental quality, safety, fire prevention, noise, smoking, and access restrictions.
Appears in 1 contract
Samples: Medical Scribe Services Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/; and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxx.xxxxxxxx.xxx/board-of-regents/policy-library) (collectively, the “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]. Contractor will furnish efficient business administration and coordination and perform Work in an expeditious and economical manner consistent with the interests of University
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option Contractor represents and warrants that all of Contractor’s Personnel contributing to Work
4.10 Contractor represents and warrants that: (Include if i) Work will be performed solely by Contractor, its full-time or part-time employees during the course of their employment, or independent contractors who have assigned in writing all right, title and interest in their work to Contractor (for the benefit of University); (ii) University will create softwarereceive free, training materials good and clear title to all Work Material developed under this Agreement; (iii) Work Material and the intellectual property rights protecting Work Material are free and clear of all encumbrances, including security interests, licenses, liens, charges and other restrictions; (iv) Work Material will not infringe upon or violate any patent, copyright, trade secret, trademark, service xxxx or other property right of any former employer, independent contractor, client or other third party; and (v) the use, reproduction, distribution, or modification of Work Material (refwill not violate the rights of any third parties in Work Material, including trade secret, publicity, privacy, copyright, trademark, service xxxx and patent rights.
4.11 If this Agreement requires Contractor’s presence on University's premises or in University’s facilities, Contractor agrees to cause its employees, representatives, agents, or subcontractors to become aware of, fully informed about, and in full compliance with all applicable University Rules, including those relative to personal health, security, environmental quality, safety, fire prevention, noise, smoking, and access restrictions.
4.12 Contractor, at its sole cost and expense, will comply with all requirements of Subchapter C, Chapter 2252, Texas Government Code, including the provision of financial statements, payment statements derived from sales tax reports, and bonds.
4.12.1 In accordance with §2252.
Appears in 1 contract
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if If this Agreement requires Contractor’s presence on University's premises or in University’s facilities, Contractor will create softwareagrees to cause its employees, training materials representatives, agents, or other Work Material (refsubcontractors to become aware of, fully informed about, and in full compliance with all applicable University Rules, including those relative to personal health, security, environmental quality, safety, fire prevention, noise, smoking, and access restrictions.
Appears in 1 contract
Samples: Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations)xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of-regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (________________________) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other represents and warrants that all of Contractor’s Personnel contributing to Work Material (ref. Section 7) under this Agreement will be required to (i) acknowledge in writing the ownership of Contractor (for the benefit of University) of Work Material produced by Personnel while performing services pursuant to this Agreement, and (ii) make all assignments necessary to effectuate such ownership. Personnel means any and all persons associated with Contractor who provide any work or work product pursuant to this Agreement, including officers, managers, supervisors, full-time employees, part-time employees, and independent contractors.
4.10 Contractor represents and warrants that: (i) Work will be performed solely by Contractor, its full-time or part-time employees during the course of their employment, or independent contractors who have assigned in writing all right, title and interest in their work to Contractor (for the benefit of University); (ii) University will receive free, good and clear title to all Work Material developed under this Agreement; (iii) Work Material and the intellectual property rights protecting Work Material are free and clear of all encumbrances, including security interests, licenses, liens, charges and other restrictions; (iv) Work Material will not infringe upon or violate any patent, copyright, trade secret, trademark, service xxxx or other property right of any former employer, independent contractor, client or other third party; and (v) the use, reproduction, distribution, or modification of Work Material will not violate the rights of any third parties in Work Material, including trade secret, publicity, privacy, copyright, trademark, service xxxx and patent rights.
4.11 If this Agreement requires Contractor’s presence on University's premises or in University’s facilities, Contractor agrees to cause its employees, representatives, agents, or subcontractors to become aware of, fully informed about, and in full compliance with all applicable University Rules, including those relative to personal health, security, environmental quality, safety, fire prevention, noise, smoking, and access restrictions.
4.12 Contractor, at its sole cost and expense, will comply with all requirements of Subchapter C, Chapter 2252, Texas Government Code, including the provision of financial statements, payment statements derived from sales tax reports, and bonds.
4.12.1 In accordance with §2252.062, Texas Government Code, Contractor will submit to University two (2) copies of Contractor’s most recent financial statement prepared by a certified public accountant on the Effective Date.
4.12.2 In accordance with §2252.063, Texas Government Code, Contractor will submit to University, no later than the 15th day after the end of each contract year, an annual payment statement derived from all of Contractor’s sales tax reports for its operations during the preceding contract year. The annual payment statement must be certified by a certified public accountant licensed in the State of Texas. Contract year means that period of time beginning on the Effective Date and ending __________, 20____ and each twelve (12) month period thereafter, during the Term.
4.12.3 In accordance with §2252.064, Texas Government Code, Contractor will provide University with a performance bond for each contract year during the Term. The amount of the performance bond for the first contract year during the Term will be equal to __________ ($____________).Thereafter, the amount of the performance bond will be adjusted at the beginning of each contract year to ____________ The performance bond will be issued by a surety company authorized to do business in the State of Texas and acceptable to University in all respects. The performance bond will be made payable to University and conditioned upon the prompt and faithful performance of Work and all of Contractor’s other duties and obligations under this Agreement.
Appears in 1 contract
Samples: Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations)xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of-regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 1 contract
Samples: Contract Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 1 contract
Samples: Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper improper, or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other represents and warrants that all of Contractor’s Personnel contributing to Work Material (ref. Section 7) under this Agreement will be required to (i) acknowledge in writing the ownership of Contractor (for the benefit of University) of Work Material produced by Personnel while performing services pursuant to this Agreement, and (ii) make all assignments necessary to effectuate such ownership. Personnel means any and all persons associated with Contractor who provide any work or work product pursuant to this Agreement, including officers, managers, supervisors, full-time employees, part-time employees, and independent contractors.
4.10 Contractor represents and warrants that: (i) Work will be performed solely by Contractor, its full-time or part-time employees during the course of their employment, or independent contractors who have assigned in writing all right, title and interest in their work to Contractor (for the benefit of University); (ii) University will receive free, good and clear title to all Work Material developed under this Agreement; (iii) Work Material and the intellectual property rights protecting Work Material are free and clear of all encumbrances, including security interests, licenses, liens, charges and other restrictions; (iv) Work Material will not infringe upon or violate any patent, copyright, trade secret, trademark, service xxxx or other property right of any former employer, independent contractor, client or other third party; and (v) the use, reproduction, distribution, or modification of Work Material will not violate the rights of any third parties in Work Material, including trade secret, publicity, privacy, copyright, trademark, service xxxx and patent rights.
Appears in 1 contract
Samples: Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all federal, state or local, laws, statutes, regulations and ordinances (collectively, Applicable Laws), and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (UTA Policies, Procedures and Forms xxxxx://xxxxxx.xxx.xxx/) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is bound; (b) result in the violation of any provision of any agreement by which Contractor is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.organizational documents;
Appears in 1 contract
Samples: Service Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of-regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other represents and warrants that all of Contractor’s Personnel contributing to Work Material (ref. Section 7) under this Agreement will be required to (i) acknowledge in writing the ownership of Contractor (for the benefit of University) of Work Material produced by Personnel while performing services pursuant to this Agreement, and (ii) make all assignments necessary to effectuate such ownership. Personnel means any and all persons associated with Contractor who provide any work or work product pursuant to this Agreement, including officers, managers, supervisors, full-time employees, part-time employees, and independent contractors.
4.10 Contractor represents and warrants that: (i) Work will be performed solely by Contractor, its full- time or part-time employees during the course of their employment, or independent contractors who have assigned in writing all right, title and interest in their work to Contractor (for the benefit of University); (ii) University will receive free, good and clear title to all Work Material developed under this Agreement; (iii) Work Material and the intellectual property rights protecting Work Material are free and clear of all encumbrances, including security interests, licenses, liens, charges and other restrictions; (iv) Work Material will not infringe upon or violate any patent, copyright, trade secret, trademark, service xxxx or other property right of any former employer, independent contractor, client or other third party; and (v) the use, reproduction, distribution, or modification of Work Material will not violate the rights of any third parties in Work Material, including trade secret, publicity, privacy, copyright, trademark, service xxxx and patent rights.
Appears in 1 contract
Samples: Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of-regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if If this Agreement requires Contractor’s presence on University's premises or in University’s facilities, Contractor will create softwareagrees to cause its employees, training materials representatives, agents, or other Work Material (refsubcontractors to become aware of, fully informed about, and in full compliance with all applicable University Rules, including those relative to personal health, security, environmental quality, safety, fire prevention, noise, smoking, and access restrictions.
Appears in 1 contract
Samples: Enterprise Customer Relations Management Software Platform Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations)xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of-regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 If this Agreement requires Contractor’s presence on University's premises or in University’s facilities, Contractor agrees to cause its employees, representatives, agents, or subcontractors to become aware of, fully informed about, and in full compliance with all applicable University Rules, including those relative to personal health, security, environmental quality, safety, fire prevention, noise, smoking, and access restrictions.
4.10 Contractor, at its sole cost and expense, will comply with all requirements of Subchapter C, Chapter 2252, Texas Government Code, including the provision of financial statements, payment statements derived from sales tax reports, and bonds.
4.11.1 In accordance with §2252.062, Texas Government Code, Contractor will submit to University two (2) copies of Contractor’s most recent financial statement prepared by a certified public accountant on the Effective Date.
4.11.2 In accordance with §2252.063, Texas Government Code, Contractor will submit to University, no later than the 15th day after the end of each contract year, an annual payment statement derived from all of Contractor’s sales tax reports for its operations during the preceding contract year. The annual payment statement must be certified by a certified public accountant licensed in the State of Texas. Contract year means that period of time beginning on the Effective Date and ending __________, 20____ [Note: Insert date that is 12 months after Effective Date (i.e., if Effective Date is January 1, 2007, then insert December 31, 2007).] and each twelve (12) month period thereafter, during the Term.
4.12.3 In accordance with §2252.064, Texas Government Code, Contractor will provide University with a performance bond for each contract year during the Term. The amount of the performance bond for the first contract year during the Term will be equal to __________ ($____________). [Note: Amount of performance bond may not exceed the contract price.]. [Option (Include only if Contractor the performance bond amount should be adjusted each contract year.): Thereafter, the amount of the performance bond will create software, training materials or be adjusted at the beginning of each contract year to __________.] The performance bond will be issued by a surety company authorized to do business in the State of Texas and acceptable to University in all respects. The performance bond will be made payable to University and conditioned upon the prompt and faithful performance of Work and all of Contractor’s other Work Material (refduties and obligations under this Agreement.]
Appears in 1 contract
Samples: Contract Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 1 contract
Samples: Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/; and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm ________________________ (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 Contractor warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time be in any way diminished by reason of any approval by University nor will Contractor be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State of Texas, or a foreign corporation or limited liability company duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is bound; (b) result in the violation of any provision of any agreement by which Contractor is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 1 contract
Samples: Contract Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/of fices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of- regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firmf irm, corporation or institution represented by Contractor, or anyone acting for the firmf irm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstancescircumstances .
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from f ree f rom any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from f rom any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel perso nnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 1 contract
Samples: Contractor Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/; and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (collectively, “University Rules”). Laws Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 Contractor warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time be in any way diminished by reason of any approval by University nor will Contractor be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State of Texas, or a foreign corporation or limited liability company duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is bound; (b) result in the violation of any provision of any agreement by which Contractor is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 1 contract
Samples: Contract Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board-regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board- ofregents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best efforts to perform the Work in a good and workmanlike manner and in accordance with the highest standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if Contractor will create software, training materials or other Work Material (ref.
Appears in 1 contract
Samples: Contract Agreement
Contractor’s Obligations. 4.1 Contractor will perform the Work in compliance with (a) all Applicable Laws, and (b) the Rules and Regulations of the Board of Regents of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/rules/,xxxx://xxx.xxxxxxxx.xxx/bor/rules.htm Rules and Regulations (xxxx://xxx.xxxxxxxx.xxx/offices/board- regents/regents-rules-and-regulations) the policies of The University of Texas System at xxxx://xxx.xxxxxxxx.xxx/bor/procedures/policy/(xxxx://xxx.xxxxxxxx.xxx/board-of-regents/policy-library); and the institutional rules, regulations and policies of University at xxxx://xxx.xxx.xxx/hoop/index.htm (xxxx://xxxxxxx.xxx/compliance/policies.asp) (collectively, “University Rules”). Contractor represents and warrants that neither Contractor nor any firm, corporation or institution represented by Contractor, or anyone acting for the firm, corporation or institution, (1) has violated the antitrust laws of the State of Texas, Chapter 15, Texas Business and Commerce Code, or federal antitrust laws, or (2) has communicated directly or indirectly the content of Contractor’s response to University’s procurement solicitation to any competitor or any other person engaged in a similar line of business during the procurement process for this Agreement.. Department of Purchasing | HUB Programs | Mail Code 7962 | 0000 Xxxxx Xxxx Drive | Xxx Xxxxxxx, Xxxxx 00000-0000 210.562.6200 | xxx.xxxxxxx.xxx | xxx.xxxxxxx.xxx/xxxxxxxx/xxxxxxxxxx
4.2 Contractor represents, represents and warrants and agrees that (a) it will use its best commercially reasonable efforts to perform the Work in a good and workmanlike manner and in accordance with the highest commercially reasonable standards of Contractor’s profession or business, and (b) all of the Work to be performed will be of the quality that prevails among similar businesses of superior knowledge and skill engaged in providing similar services in major United States urban areas under the same or similar circumstances.
4.3 Contractor will call to University’s attention in writing all information in any materials supplied to Contractor (by University or any other party) that Contractor regards as unsuitable, improper or inaccurate in connection with the purposes for which the material is furnished.
4.4 University at all times is relying on Contractor's skill and knowledge in performing Work. Contractor represents and warrants and agrees that the Work will be accurate and free from any material defects. Contractor's duties and obligations under this Agreement will at no time not be in any way diminished by reason of any approval by University nor University. Contractor will Contractor not be released from any liability by reason of any approval by University, it being agreed that University at all times is relying upon Contractor's skill and knowledge in performing the Work.
4.5 Contractor will, at its own cost, correct all material defects in the Work as soon as practical after Contractor becomes aware of the defects. If Contractor fails to correct material defects in the Work within a reasonable time, then University may correct the defective Work at Contractor’s expense. This remedy is in addition to, and not in substitution for, any other remedy for defective Work that University may have at law or in equity.
4.6 Contractor will maintain a staff of properly trained and experienced personnel to ensure satisfactory performance under this Agreement. Contractor will cause all persons connected with Contractor directly in charge of the Work to be duly registered and/or and licensed under all Applicable Laws. Contractor will assign to the Project a designated representative who will be responsible for the administration and coordination of the Work. [Option (Include if Contractor is paid on hourly fee basis.): Contractor will furnish efficient business administration and coordination and perform the Work in an expeditious and economical manner consistent with the interests of University.]
4.7 Contractor represents that if (i) and warrants it is a corporation, then it is a corporation duly organized, validly existing and in good standing under the laws of the State state of Texas, or a foreign corporation or limited liability company its organization; it is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary corporate power and has received all necessary corporate approvals to execute and deliver this Agreement, and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor; or (ii) if it is a partnership, limited partnership, limited liability partnership, or limited liability company then it has all necessary power and has secured received all necessary approvals to execute and deliver this Agreement and perform all its obligations hereunder, Agreement; and the individual executing this Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.
4.8 Contractor represents and warrants that neither the execution and delivery of this Agreement by Contractor nor the performance of its duties and obligations under this Agreement will (a) result in the violation of any provision [i] if a corporation, of Contractor’s articles of incorporation or by‑laws, [ii] if a limited liability company, of its articles of organization or regulations, or [iii] if a partnership, of any partnership agreement by which Contractor is boundorganizational documents; (b) result in the violation of any provision of any agreement by which Contractor it is bound; or (c) to the best of Contractor's knowledge and belief, conflict with any order or decree of any court or other body or authority having jurisdiction.
4.9 [Option (Include if If this Agreement requires Contractor’s presence on University's premises or in University’s facilities, Contractor will create softwareagrees to cause its employees, training materials representatives, agents, or other Work Material (refsubcontractors to become aware of, fully informed about, and in full compliance with all applicable University Rules, including those relative to personal health, security, environmental quality, safety, fire prevention, noise, smoking, and access restrictions.
Appears in 1 contract
Samples: Contractor Agreement
