Novation by the Principal Sample Clauses

Novation by the Principal. The Supplier agrees that the Principal may at any time novate this Contract once the Supplier has given consent, such consent not to be unreasonably withheld, to any entity engaged by the Principal to undertake any part of the project in connection with which the Equipment is to be used, in which case, the Supplier will enter into such deed as the Principal reasonably requires to give effect to such novation. 12. Defective Works The Supplier must promptly rectify any defect in the Works and Equipment which the Supplier: (a) becomes aware of before Completion; (b) is notified of by the Principal before expiry of the Defects Liability Period (commencing from Completion, or for Works rectified after Completion, commencing from rectification). The Supplier must rectify the defect within the time notified in writing by the Principal failing which the Principal may have the defect rectified at the Supplier's cost and expense. 13. Design (a) Except to the extent the Details Sheet states the Principal is responsible for design, the Supplier will complete the design, specification and documentation of the Equipment and the Works so that the Equipment and the Works comply with this Contract and are fit for the Principal’s purposes stated in or inferred from this Contract. (b) The Supplier is fully liable for the design of the Equipment and Works despite the Principal providing any preliminary or other design in respect of the Equipment or the Works. 14. Approvals The Supplier agrees that: (a) the Principal’s comment or failure to comment upon, review or non-review of or rejection or non-rejection of any documents, the Works or the Equipment; (b) any payment by the Principal; (c) acceptance of delivery of the Works or Equipment; or (d) the issue of a notice of Completion, will not relieve the Supplier from any of its obligations or liabilities under this Contract. 15. Intellectual Property (a) The Supplier warrants that unless otherwise provided in this Contract: (i) the Supplier owns the copyright in any documents provided by the Supplier; and (ii) any materials, documents and methods of working provided by the Supplier will not infringe any Page 3 of 4 patent, registered design, trade mark or name, copyright or other protected right. (b) The Supplier will indemnify the Principal and will hold it harmless from and against any action, suit, proceeding, claim or demand, in respect of all liability, costs or expenses arising directly or indirectly from or incurred as a...