Guarantees and indemnifications. 7.1 The Contractor guarantees that the Products to be delivered, including the potential installation or assembly of the same, and/or the Services to be supplied or performed comply in full with the Contract, are free from defects, dispose of any and all characteristics that were promised and are completely suitable for the purpose for which they are meant. In this respect the Contractor also guarantees that the Products to be delivered are ready for use and ensures that, inter alia, any and all parts, auxiliary materials, utensils, tools, spare parts, technical documentation, certificates, user instructions and instruction booklets for the realisation of the use intended by DEKMANTEL are also delivered, also if they are not specifically mentioned.
7.2 The Contractor guarantees with regard to the delivered Products and potential thereto- pertaining materials and Tools and/or with regard to the supplied or performed Services and potential members of staff and/or (other) third parties hired for the performance of the Contract to comply with any and all (semi-)statutory rules, including but not limited to the working conditions legislation and export legislation and regulations, regulations of the Netherlands Food and Consumer Product Safety Authority (and, inter alia, the HACCP standards), any and all contributions regarding national and employee insurance schemes and any and all taxes, in particular the payroll and turnover taxes, and other official rules as well as any and all safety, quality and environmental standards reasonably imposed and used within the industry or shall comply with the same within the relevantly applicable (statutory) payment term(s), as well as the applicable privacy legislation and regulations (including the General Data Protection Regulation; GDPR) in connection with the processing of personal data within the framework of the execution of the Contract and/or Agreement.
7.3 The Contractor indemnifies DEKMANTEL against any and all claims of third parties (including employees and/or clients of DEKMANTEL) for recovery of damages that derive from or are related to the failing, incomplete and/or late compliance with the said rules and against any and all officially imposed penalties in connection therewith. In addition, the Contractor indemnifies DEKMANTEL against any and all claims of third parties against recovery for damages as a result of shortcomings in the delivered Products and/or the supplied Services, including defective safety...
Guarantees and indemnifications. Indemnity Agreement in favor of Lessor as to deficiencies caused by default of Lessee and Indemnification holding Lessor harmless against claims for losses, damage or injury on the leased premises, pursuant to Articles IX and XII, respectively, of Contract of Lease and Rent with Waycross and Xxxx County Development Authority as Lessor
Guarantees and indemnifications. 6.1 Each of the Issuers guarantees each Arranger, each Issuing and Paying Agent and each (of) the Dealer(s) when entering into the General Programme Provisions as well as each time on the Issue Date of Notes under its Programme Agreement:
a. that it has been duly instituted under Dutch law and that it is entitled to enter into the Programme Agreement and to fulfil its obligations on the subject;
b. that with regard to it no circumstance exists as referred to in article 13 of the General Programme Provisions and that the fulfilment of its obligations under the Programme Agreement and the Notes issued by it is not contrary to any Act, arrangement or decision applicable to it or to any of its assets, or contrary to any judgment or contract binding it;
c. that it has taken the necessary legally valid, binding and enforceable decisions for issuing a specific Tranche under the Programme Agreement;
d. that it has acquired all possibly necessary internal and external permissions, exemptions or permits for entering into and fulfilling its obligations under the Programme Agreement and the Notes, that they are in force, that it has fulfilled and still fulfils all possibly corresponding conditions and restrictions, that all its obligations under the Programme Agreement are legally valid and binding on it and the decisions to issue the Notes have been made in a legally valid manner by its bodies empowered for the purpose and are not subject to suspension or annulment;
e. that entering into and fulfilling its obligations under the Programme Agreement and the Notes is done by it in the performance of its task and that in that connection it acts only for itself and not as attorney or agent or otherwise for a third party; and
f. that neither the Issuer itself nor an "affiliate" (as defined in Rule 405 of the US Securities Act), or any other person (other than the Dealers) acting on 01042019 JZ/2483432/da 10 of 18 behalf of one of the persons mentioned above is concerned in or will be concerned in any "directed selling efforts" (as defined in Regulation S of the US Securities Act) in connection with the Notes, and that each of the persons referred to above complies with and will comply with the offer limitations of Regulation S of the US Securities Act.
6.2 Each of the Issuers guarantees the Arranger, the Issuing and Paying Agent and each of the Dealer(s) that the information included in the Information Memorandum and also the supplement prepared in connection with the Issu...
Guarantees and indemnifications. 8.1 Co-Packer represents and warrants that it has delivered to Buyer an executed Continuing Guaranty in the form of Exhibit B hereto for all Product manufactured, processed and packaged for Buyer pursuant to this Agreement.
8.2 Co-Packer shall indemnify Buyer for all claims, actions and other liabilities, including reasonable legal fees or other costs (collectively, "Losses"), that may be claimed, asserted or recovered against Buyer (i) by any person, firm or corporation on account of any actual or alleged damage to property, injury or death occurring to any person arising out of any obligation defaulted upon by Co-Packer under this Agreement (including any recalls of products), (ii) out of actual or alleged injury to person or property or death occurring to any Co-Packer employees, agents or any other individuals on Co-Packer's premises and (iii) for any negligent acts or omissions of Co-Packer employees or agents, in each case other than Losses arising from adherence to the Specifications and other than consequential damages or lost profits. Buyer shall indemnify Co-Packer for all Losses that arise from any complaints, claims or legal actions (a) alleging infringement of any letters patent, trademarks, copyrights or otherwise, resulting from the use of any packaging materials (including labels) or new Specifications for the Product, (b) brought by any governmental authority against or concerning the Product or (c) that in any way arise in connection with the quality of the Product (including a defect in any Product attributable to the Specifications relating thereto), except if such liability arises as a result of Co-Packer's breach of any of its obligations under this Agreement.
8.3 In order for a party (the "Indemnified Party") to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving a claim or demand, made by any person, firm, governmental authority or corporation against the Indemnified Party (a "Third Party Claim"), such Indemnified Party must notify the indemnifying party in writing of the Third Party Claim within ten (10) business days after receipt by such Indemnified Party of written notice of the Third Party Claim; provided, however, that failure to give such notification shall not affect the indemnification provided hereunder except to the extent the indemnifying party shall have been actually prejudiced as a result of such failure. If a Third Party Claim is made against an Indemnified ...
Guarantees and indemnifications. Xcel Energy Inc. and its subsidiaries provide guarantees and bond indemnities under specified agreements or transactions. The guarantees and bond indemnities issued by Xcel Energy Inc. guarantee payment or performance by its subsidiaries. As a result, Xcel Energy Inc.’s exposure under the guarantees and bond indemnities is based upon the net liability of the relevant subsidiary under the specified agreements or transactions. Most of the guarantees and bond indemnities issued by Xcel Energy Inc. and its subsidiaries limit the exposure to a maximum amount stated in the guarantees and bond indemnities. As of Dec. 31, 2013 and 2012, Xcel Energy Inc. and its subsidiaries had no assets held as collateral related to their guarantees, bond indemnities and indemnification agreements.
Guarantees and indemnifications. 1. Floridata will make every effort to ensure that the insights it provides to the End User within its Account are always complete and correct. However, Floridata does not guarantee that all insights resulting from the Service are correct, complete and up-to-date.
2. Under these General Terms and Conditions and the Agreement the End User acquires a limited right to use Floridata's Database. The End User guarantees that the data made available to it in the Database will only be used for internal purposes on behalf of the FSI and that it will not use these data for any commercial purpose unless Floridata grants written permission to do so to the End User.
3. Unless explicitly agreed otherwise and/or explicitly determined otherwise in these General Terms and Conditions, Floridata is not responsible and/or liable for (the content of the) products and/or services provided by third parties. The conditions of those third parties which apply to said products and/or
Guarantees and indemnifications. 11.1. The Affiliate accepts that the Service, including in any event the Tools, Content and Website, contains solely the functionality and other properties that the Affiliate encounters when he starts using the Service ("as is basis"). Thus Electra Mobile expressly excludes explicit and tacit guarantees, undertakings and indemnifications of any kind, including but not limited to guarantees, undertakings and indemnifications regarding the quality, security, lawfulness, integrity and accuracy of the Service.
11.2. More specifically, Electra Mobile does not issue guarantees regarding the availability and functionality and quality of the Affiliate's Mobile Services on mobile devices or the availability and quality of the Content, including the availability and/or the quality of the Content in different countries and/or in different languages.
11.3. The Affiliate acknowledges that Electra Mobile is not a party to any agreement and/or any other (legal) relationship on whatever ground between the Affiliate and the End User. The Affiliate fully indemnifies Electra Mobile against any damage and costs that Electra Mobile may suffer or incur as a result of any dispute between the Affiliate and the End User.
11.4. The Affiliate is liable to Electra Mobile for and shall fully indemnify Electra Mobile against any damage and costs that Electra Mobile may suffer or incur as a result of (i) any actions of the Affiliate in the use of the Service, including but not limited to the use of the Website, the Account, the Tools and/or the Electra Mobile Content, publishing Affiliate Content, making available Content to the End User, (ii) breach of these General Terms and Conditions, (iii) an unlawful act of the Affiliate and/or any infringement by the Affiliate of IP rights and/or any other rights of other Affiliates or third parties.
11.5. The Affiliate shall compensate any costs and damage that Electra Mobile incurs or suffers in relation to such liability.
Guarantees and indemnifications. Duke Energy and its subsidiaries have various financial and performance guarantees and indemnifications which are issued in the normal course of business. As discussed below, these contracts include performance guarantees, stand-by letters of credit, debt guarantees, surety bonds and indemnifications. Duke Energy and its subsidiaries enter into these arrangements to facilitate a commercial transaction with a third party by enhancing the value of the transaction to the third party.
Guarantees and indemnifications. If the client uses the results of the assignment, the client will indemnify Studio Roosegaarde or third parties enlisted by the designer for the assignment against all claims by third parties arising from the application or use of the result of the assignment. This is without prejudice to the liability of Studio Roosegaarde to the client for non-performance of the guarantees referred to in the preceding paragraph and other liability referred to in Clause 10 of these General Terms and Conditions. The client indemnifies Studio Roosegaarde against claims in relation to intellectual property rights to all materials and/or data furnished by the client that are used in the performance of the assignment.
