Common use of Distributor Warranty Clause in Contracts

Distributor Warranty. Distributor represents, warrants and covenants to Mirion that it (i) has the full right and authority to enter into this Agreement and perform all of its obligations hereunder, and the entry into and the execution and performance of this Agreement has been fully and duly authorized by all corporate action, (ii) is not prevented from entering into or performing under this Agreement, and its entering into this Agreement and performance hereunder does not and will not violate any Law or conflict with, breach, or constitute a default under any other agreement of Distributor, (iii) possesses all resources, expertise, personnel and commitment to perform and meet its obligations under this Agreement, (iv) will perform, and will cause all personnel and sub-distributors to perform, any and all Distribution and other obligations under this Agreement in a professional, good and workmanlike manner and in compliance with all applicable Laws and good business ethics and generally accepted ethical standards in the industry or trade relating to the distribution of products such as the Products, (v) will obtain and maintain at all times valid and in effect all Regulatory Approvals and will comply, and will cause all Personnel and sub-distributors to comply, fully with any and all Regulatory Approvals, including, without limitation, any and all applicable Laws pertaining to privacy, credit and health-related information, including, but not limited to, by obtaining full, valid and enforceable consents of any person whose data Distributor collects, stores, transfers or provides to Mirion, and (vi) does not and will not offer benefits, “kickbacks” or other incentives to physicians, doctors, hospitals, administrators or other health- care related persons in the Territory that do or may be deemed to violate any applicable Law, be ethically questionable, create conflicts of interest, or cause them to breach their rules of professional conduct or internal regulations.

Appears in 2 contracts

Samples: Distribution Agreement, Distribution Agreement

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Distributor Warranty. Distributor represents, warrants and covenants to Mirion that it (i) has the full right and authority to enter into this Agreement and perform all of its obligations hereunder, and the entry into and the execution and performance of this Agreement has been fully and duly authorized by all corporate action, (ii) is not prevented from entering into or performing under this Agreement, and its entering into this Agreement and performance hereunder does not and will not violate any Law or conflict with, breach, or constitute a default under any other agreement of Distributor, (iii) possesses all resources, expertise, personnel and commitment to perform and meet its obligations under this Agreement, (iv) will perform, and will cause all personnel and sub-distributors to perform, any and all Distribution and other obligations under this Agreement in a professional, good and workmanlike manner and in compliance with all applicable Laws and good business ethics and generally accepted ethical standards in the industry or trade relating to the distribution of products such as the Products, (v) will obtain and maintain at all times valid and in effect all Regulatory Approvals and will comply, and will cause all Personnel and sub-distributors to comply, fully with any and all Regulatory Approvals, including, without limitation, any and all applicable Laws pertaining to privacy, credit and health-related information, including, but not limited to, by obtaining full, valid and enforceable consents of any person whose data Distributor collects, stores, transfers or provides to Mirion, and (vi) does not and will not offer benefits, “kickbacks” or other incentives to physicians, doctors, hospitals, administrators or other health- health-care related persons in the Territory that do or may be deemed to violate any applicable Law, be ethically questionable, create conflicts of interest, or cause them to breach their rules of professional conduct or internal regulations.

Appears in 1 contract

Samples: Distribution Agreement

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Distributor Warranty. Distributor represents, warrants and covenants to Mirion that it (i) has the full right and authority to enter into this Agreement and perform all of its obligations hereunder, and the entry into and the execution and performance of this Agreement has been fully and duly authorized by all corporate action, (ii) is not prevented from entering into or performing under this Agreement, and its entering into this Agreement and performance hereunder does not and will not violate any Law or conflict with, breach, or constitute a default under any other agreement of Distributor, (iii) possesses all resources, expertise, personnel and commitment to perform and meet its obligations under this Agreement, (iv) will perform, and will cause all personnel and sub-distributors representatives to perform, any and all Distribution sale and other obligations under this Agreement in a professional, good and workmanlike manner and in compliance with all applicable Laws and good business ethics and generally accepted ethical standards in the industry or trade relating to the distribution of products such as the ProductsDosimetry Services, (v) will obtain and maintain at all times valid and in effect all Regulatory Approvals and will comply, and will cause all Personnel and sub-distributors representatives to comply, fully with any and all Regulatory Approvals, including, without limitation, any and all applicable Laws pertaining to privacy, credit and health-related information, including, but not limited to, by obtaining full, valid and enforceable consents of any person whose data Distributor collects, stores, transfers or provides to Mirion, and (vi) does not and will not offer benefits, “kickbacks” or other incentives to physicians, doctors, hospitals, administrators or other health- care related persons in the Territory that do or may be deemed to violate any applicable Law, be ethically questionable, create conflicts of interest, or cause them to breach their rules of professional conduct or internal regulations.

Appears in 1 contract

Samples: Distributor Agreement

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