Customer Representations, Warranties and Covenants. Customer represents, warrants, and covenants to NHPA that:
(a) At the time of the Listing’s publication and dissemination, any statement, claim, or representation made in the Listing will be true and accurate.
(b) To the extent that any statement, claim, or representation made in the Listing becomes, after the date of the Listing’s publication and dissemination, untrue or inaccurate, Customer will promptly notify NHPA and request that the Listing be amended.
(c) Customer will not permit the posting of a business on the Marketplace under a name other than that of the business owner or the named licensed business agents that have been engaged by the business owner to market the business under the terms of a duly executed, active and exclusive listing agreement with the owner.
(d) Customer shall (and shall require its buying agents, if applicable) use commercially reasonable efforts to respond to all seller inquiries relating to the listing within seventy-two (72) business hours. Customer agrees to provide to prospective sellers the information needed so that such prospective sellers can make a fully informed selling decision.
Customer Representations, Warranties and Covenants. Customer represents, warrants and covenants to Provider that Customer owns or otherwise has and will have the necessary rights and consents in and relating to the Customer Data so that, as received by Provider and Processed in accordance with this Agreement, they do not and will not infringe, misappropriate or otherwise violate any Intellectual Property Rights, or any privacy or other rights of any third party or violate any applicable Law.
Customer Representations, Warranties and Covenants. Customer represents, warrants and covenants to TruQC that Customer owns or otherwise has and will have the necessary rights and consents in and relating to the Customer Data so that, as received by TruQC and Processed in accordance with this Agreement, they do not and will not infringe, misappropriate or otherwise violate any Intellectual Property Rights or any privacy or other rights of any third party or violate any applicable Law.
Customer Representations, Warranties and Covenants. Customer represents, warrants and covenants the following:
i. Customer has the full power and authority to execute and perform this Agreement, and the execution and performance of this Agreement by Customer does not violate any law, agreement, court order, regulation, restriction, or obligation to which Customer is a party or by which it is otherwise bound. When executed by a duly authorized officer, this Agreement shall be enforceable against Customer in accordance with its terms.
ii. Customer shall comply with all of the federal, state and foreign securities laws and rules that are applicable to Customer. Customer acknowledges and agrees that the Services provided by CoinList under this Agreement are administrative and technological in nature and that CoinList is not providing any recommendation, advice or assistance of any kind with respect to the purchase, sale or holding of any security or currency.
iii. Customer shall obtain necessary licenses and permissions to allow CoinList to use the Customer Materials as contemplated in this Agreement.
iv. The Customer will not introduce any Malicious Code, and Customer will not allow anyone it allows to use the Services to intentionally or unintentionally install any Malicious Code or any other program or device which in any manner interferes with CoinList’s Services or CoinList’s use or ownership of its software or intellectual property rights or restricts CoinList from accessing its data files or in any way interferes with the transaction of CoinList’s business.
Customer Representations, Warranties and Covenants. Customer represents, warrants, and covenants to Plena Data that Customer owns and has the necessary rights to Customer Data so that, as received by Plena Data and processed in accordance with this Agreement, they do not and will not infringe, misappropriate, or otherwise violate any Intellectual Property Rights, or any privacy or other rights of any third party or violate any applicable law.
Customer Representations, Warranties and Covenants. Customer represents, warrants and covenants that (a) it will have qualified representatives using due care to review, validate, and verify for accuracy all information transmitted to Marq Vision for the purpose of providing the Services; (b) Customer and Customer Property are in compliance with all applicable laws and regulations; (c) it will use the Services to report claims of intellectual property infringement against third parties only when Customer has a good faith belief in the veracity of such claims, and not for the purposes of harassment, unfair competition, overreach, or other unlawful purposes; (d) it is the rightful owner or licensee of all intellectual property rights subject to the Services; and (e) it has not relied on the availability of, or information regarding, any future functionality of the Services and the Platform or any other future product or service in executing the Agreement.
Customer Representations, Warranties and Covenants. Customer represents, warrants, and covenants each of the following to Virbela: (a) it has the authority to enter into this Agreement; (b) it will not use the Services in any manner which is in violation of any applicable laws or regulations, or this Agreement; (c) Customer’s Data will not violate any applicable laws or regulations or violate or infringe any third party patents, trade secrets, copyrights, trademarks, services marks, trade names orsimilar proprietary rights; (d) Customer’s Data will not include obscene material or constitute defamationor libel of Virbela or any third party; (e) Customer agrees that Customer’s Data may be shared with Virbela’s third-party providers on an as-needed basis (as determined by Virbela in its sole and absolute discretion) for the purpose of providing the Services to Customer, and invoicing and receivingpayment in connection therewith; (f) Customer will comply with all relevant export and encryption laws and regulations in any jurisdiction in which the Services are provided; (g) those individuals that create, manage, and terminate Customer’s Organization Account (including registering and removing intended End-Users, and assigning particular End-Users with access rights to aspects of the Subscription Services subscribed to by Customer), have the proper authorization to do so; (h) Customer has obtained the consent of each End-User regarding (I) the linking of their respective User Accounts with Customer and/or the Organization Account, (II) Virbela’s receipt and processing of each End-User’s Personal Information (as such term is defined under the Privacy Policy), (III) Customer’s Data being transferred or stored outside of the country (or countries) or other jurisdiction where Customer and its End-Users are located, respectively; and (IV) Customer’s Data being shared with Virbela’s third-party providers on an as-needed basis (as determined by Virbela in its sole and absolute discretion) for the purpose of providing the Services to Customer, and invoicing and receiving payment in connection therewith; (i) all information provided to Virbela in connection with the creation and management of the Organization Account is accurate and complete and will remain up-to-date; (j) Customer will immediately notify Virbela if Customer becomes subject to insolvency or other similar legal proceedings; and k) except as otherwise expressly provided in this Agreement, the Services are provided to Customer on an “as is,” “where is,” “wit...
Customer Representations, Warranties and Covenants. In addition to the representations, warranties and covenants contained in the Agreement, the Customer hereby represents, warrants and covenants, which shall be continuing, that:
(a) Its delivery of Investment Files to BNY Mellon hereunder and the Documentation therein complies with all applicable laws, rules and regulations, both state and federal, including all applicable anti-money laundering laws and regulations;
(b) It will not otherwise use the services provided by BNY Mellon under this Addendum in any manner that is, or will result in, a violation of any such law, rule or regulation, and it will not include in any printed material nor make any other statement or representation regarding BNY Mellon’s services under this Addendum except as specifically provided herein; and
(c) It will not include in Investment Files anything other than Documentation.
Customer Representations, Warranties and Covenants. Customer affirms, represents, warrants, and covenants that: (a) Customer is the creator and owner of the Customer Data, or has obtained and will obtain and maintain throughout the applicable Subscription Term all necessary licenses, rights, consents, and permissions to authorize Trunk Tools to exercise the licenses and rights granted by Customer and Process Customer Data as contemplated by this Agreement and to access any Third-Party Platforms; and (b) all Customer Data, and the use, collection, and distribution of Customer Data as contemplated by this Agreement, does and will not: (i) infringe, violate, or misappropriate any third party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or other proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity, or other property rights of any other person; or (iii) violate any Law or cause Trunk Tools to violate any Law or contract.
Customer Representations, Warranties and Covenants. (a) Customer represents and warrants that it is the lawful owner of or has the legal right to ship, receive, and/or import the goods and has the right and authority to contract with GEODIS for the Services contemplated by these Service Terms relating to those goods.
(b) Customer shall disclose and provide to GEODIS any and all instructions, documents, and information required or reasonably necessary for GEODIS to import, export, or enter the goods or to perform the Services. Customer represents and warrants that all instructions, documentation, and information supplied by or completed by or on behalf of Customer is timely, complete and accurate.
(c) Customer acknowledges that, per applicable laws and regulations, Customer is required to review and confirm the correctness of all documents and declarations prepared and/or filed with U.S. Customs & Border Protection or the customs authority of the territory in which the services are being performed, other Governmental Authorities (as defined below), and/or other third parties. Customer further acknowledges that in preparing and submitting customs entries, export declarations, applications, security filings, documentation and/or other required data, GEODIS relies on the correctness of all documentation and information furnished by Customer. Customer shall use reasonable care to ensure the correctness of all such documentation and information, and shall immediately advise GEODIS of any errors, discrepancies, incorrect statements, or omissions on any declaration or other submission filed on behalf of Customer.
(d) Customer shall comply in all respect with all customs, import, and export laws, and all other applicable laws, rules, regulations, and orders of any Governmental Authority. “Governmental Authority” means any federal, state, provincial, territorial, municipal, local or foreign court or governmental agency, authority, instrumentality or regulatory or legislative body.
