RIGHTS AND PROTECTION. 9.1 The Supplier warrants and represents that:
9.1.1 it has full capacity and authority to enter into and to perform the Contract;
9.1.2 the Contract is entered into by its authorised representative;
9.1.3 it is a legally valid and existing organisation incorporated in the place it was formed;
9.1.4 there are no known legal or regulatory actions or investigations before any court, administrative body or arbitration tribunal pending or threatened against it or its affiliates that might affect its ability to perform the Contract;
9.1.5 all necessary rights, authorisations, licences and consents (including in relation to IPRs) are in place to enable the Supplier to perform its obligations under the Contract and the Buyer to receive the Deliverables;
9.1.6 it doesn't have any contractual obligations which are likely to have a material adverse effect on its ability to perform the Contract; and
9.1.7 it is not impacted by an Insolvency Event.
9.2 The warranties and representations in clause 3.3 and clause 9.1 are repeated each time the Supplier provides Deliverables under the Contract.
9.3 The Supplier indemnifies the Buyer against each of the following:
9.3.1 wilful misconduct of the Supplier, any of its Subcontractor and/or Supplier Staff that impacts the Contract; and
9.3.2 non-payment by the Supplier of any tax or National Insurance.
9.4 If the Supplier becomes aware of a representation or warranty made in relation to the Contract that becomes untrue or misleading, it must immediately notify the Buyer.
9.5 All third party warranties and indemnities covering the Deliverables must be assigned for the Buyer's benefit by the Supplier for free.
10.1 Each Party keeps ownership of its own Existing IPRs. The Supplier gives the Buyer a non- exclusive, perpetual, royalty-free, irrevocable, transferable, sub-licensable worldwide licence to use, copy and adapt the Supplier's Existing IPR to enable the Buyer and its sub-licensees to both:
10.1.1 receive and use the Deliverables; and
10.1.2 use the New IPR. The termination or expiry of the Contract does not terminate any licence granted under this clause 10.
10.2 Any New IPR created under the Contract is owned by the Buyer. The Buyer gives the Supplier a royalty-free, non-exclusive, non-transferable licence to use, copy, and adapt any Existing IPRs and the New IPR which the Supplier reasonably requires for the purpose of fulfilling its obligations during the Term and commercially exploiting the New IPR developed under the...
RIGHTS AND PROTECTION. 9.1 The Supplier warrants and represents that:
9.1.1 it has full capacity and authority to enter into and to perform the Contract;
9.1.2 the Contract is entered into by its authorised representative;
9.1.3 it is a legally valid and existing organisation incorporated in the place it was formed;
9.1.4 there are no known legal or regulatory actions or investigations before any court, administrative body or arbitration tribunal pending or threatened against it or its affiliates that might affect its ability to perform the Contract;
9.1.5 all necessary rights, authorisations, licences and consents (including in relation to IPRs) are in place to enable the Supplier to perform its obligations under the Contract and the Buyer to receive the Deliverables;
9.1.6 it doesn't have any contractual obligations which are likely to have a material adverse effect on its ability to perform the Contract; and
9.1.7 it is not impacted by an Insolvency Event.
9.2 The warranties and representations in clause 3.3 and clause 9.1 are repeated each time the Supplier provides Deliverables under the Contract.
9.3 The Supplier indemnifies the Buyer against each of the following:
9.3.1 wilful misconduct of the Supplier, any of its Subcontractor and/or Supplier Staff that impacts the Contract; and
9.3.2 non-payment by the Supplier of any tax or National Insurance.
9.4 If the Supplier becomes aware of a representation or warranty made in relation to the Contract that becomes untrue or misleading, it must immediately notify the Buyer.
9.5 All third party warranties and indemnities covering the Deliverables must be assigned for the Buyer's benefit by the Supplier for free.
RIGHTS AND PROTECTION. Appointment of Key Sub-Contractors
RIGHTS AND PROTECTION. 8.1 The Supplier warrants and represents that:
RIGHTS AND PROTECTION. 8.1 The Supplier warrants and represents that: ● it has full capacity and authority to enter into and to perform the Contract ● the Contract is executed by its authorised representative ● it is a legally valid and existing organisation incorporated in the place it was formed ● there are no known legal or regulatory actions or investigations before any court, administrative body or arbitration tribunal pending or threatened against it or its Affiliates that might affect its ability to perform the Contract ● it maintains all necessary rights, authorisations, licences and consents to perform its obligations under the Contract ● it doesn’t have any contractual obligations which are likely to have a material adverse effect on its ability to perform the Contract ● it is not impacted by an Insolvency Event
8.2 The warranties and representations in Clauses 2.6 and 8.1 are repeated each time the Supplier provides Deliverables under the Contract.
8.3 The Supplier indemnifies the Buyer against each of the following: ● wilful misconduct of the Supplier, Subcontractor and Supplier Staff that impacts the Contract ● non-payment by the Supplier of any tax or National Insurance
8.4 All claims indemnified under this Contract must use Clause 26.
8.5 The Buyer can terminate the Contract for breach of any warranty or indemnity where they are entitled to do so.
8.6 If the Supplier becomes aware of a representation or warranty that becomes untrue or misleading, it must immediately notify the Buyer.
8.7 All third-party warranties and indemnities covering the Deliverables must be assigned for the Buyer’s benefit by the Supplier.
RIGHTS AND PROTECTION. 10.1 The Supplier warrants and represents that:
10.1.1 it has full capacity and authority to enter into and to perform the Contract which is executed by its authorised representative;
10.1.2 there are no known legal or regulatory actions or investigations before any court, administrative body or arbitration tribunal pending or threatened against it or its Affiliates that might affect its ability to perform the Contract;
10.1.3 all necessary rights, authorisations, licences and consents (including in relation to IPRs) are in place to enable the Supplier to perform its obligations under the Contract and for the Buyer to receive the Deliverables;
10.1.4 all written statements and representations that it has made as part of the procurement process remain true and accurate except to the extent that these have been superseded or varied by the Contract; and
10.1.5 it is not impacted by an Insolvency Event or (where applicable) a Financial Distress Event.
10.2 The warranties and representations in Clauses 2.4 and 10.1 are repeated each time the Supplier provides Deliverables under the Contract.
10.3 The Supplier indemnifies the Buyer against each of the following:
10.3.1 wilful misconduct of the Supplier, Subcontractor and Supplier Staff that impacts the Contract; and
10.3.2 non-payment by the Supplier of any tax or national insurance.
10.4 If the Supplier becomes aware of a representation or warranty that becomes untrue or misleading, it must immediately notify the Buyer.
10.5 All third party warranties and indemnities covering the Deliverables must be assigned for the Buyer’s benefit by the Supplier.
RIGHTS AND PROTECTION. A. Niskayuna teachers may defend themselves when attacked or when threatened with attack when performing their professional duties. The method or force used to defend oneself will be in keeping with that which the laws of New York State permit.
B. A unit member not eligible for the Disability Insurance Program who is absent from work as a result of personal injury caused by an assault arising out of and in the course of employment and which makes the unit member eligible for Worker’s Compensation payments will be paid full salary for the absence period less the amount of any Worker’s Compensation award made for disability due to said injury. No part of such absence shall be charged to annual or accumulated sick leave. It is understood that when Worker’s Compensation payments cease, the unit member is then expected to resume the regular responsibilities.
RIGHTS AND PROTECTION. 7.1 Party B acknowledges it has no rights of literary property (copyright) and other property rights with respect to the quotation Information specified in this Agreement. In accordance with the Securities Laws of People's Republic of China, Measures for the Administration of Stock Exchanges, the Trading Rules of Shenzhen and Shanghai Stock Exchanges and other regulations, all the rights under the quotation Information specified herein (including but not limited to intellectual property rights, other property rights and their supervision rights, etc.) are possessed by SSE, and authorized to Party A to exercise in practice. Except for the uses and scope as specified herein, without the approval of Party A, Party B shall not transfer (including providing website links), redistribute, copy, sell, lease or loan the Information to any third party, or affect changes, additions, expansions, deletions, destruction or make any other changes to the Information. As to various uses, without approval of Party A, Party B and its users or distributors shall not make samples of the quotation Information specified herein, create an index or other derivatives, nor transmit such material to any other third party. If Party B and its clients violate the aforesaid regulations, Party A is entitled to require Party B and its clients to make corrections within a limited term, or require Party B to cease to disseminate quotation Information to such clients. If Party B and its clients fail to make corrections or meet the requirements within the term, Party A is entitled to cancel the Agreement and seek legal redress accordingly.
7.2 Party B is entitled to make public statements regarding obtaining the license certificate for Party A's Information during the term of the Agreement. However: SHENZHEN STOCK EXCHANGE PROPRIETARY INFORMATION LICENSE AGREEMENT NO: SZ07SWJ03-03 ------------------------------------------------------------------------------------------- [***] -- Certain information in this exhibit has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
(1) The license certificate No. shall be noted in the advertisements or in the public statements, and the content of the advertisements and public statements shall conform to the license certificate;
(2) The names and logos (texts, patterns, or marks, etc.) of SSE and Party A shall not be used in advertisements and public ...
RIGHTS AND PROTECTION. 10.1 The Supplier warrants and represents to CCS and each Buyer that:
(a) it has full capacity and authority to enter into and to perform the Framework Contract and each Contract, and has taken all necessary actions to authorise the execution of and performance of its obligations under this Framework Contract and each Contract before such execution;
(b) the Framework Contract is and each Contract will be signed by its authorised representative;
(c) it is a legally valid and existing organisation incorporated in the place it was formed;
(d) that all statements made and documents submitted as part of the procurement of Deliverables are and remain true and accurate;
(e) there was no known legal or regulatory actions or investigations before any court, administrative body or arbitration tribunal pending or threatened against it or its Affiliates that might affect its ability to perform the Framework Contract and each Contract;
(f) it maintains all necessary rights, authorisations, licences and consents to perform its obligations under the Framework Contract and each Contract;
(g) has satisfied itself as to the nature and extent of the risks assumed by it under this Framework Contract and each Contract, and has gathered all information necessary to perform its obligations under this Framework Contract and each Contract, and all other obligations assumed by it;
(h) where the Contract is entered into digitally, the Buyer Registration Process shall, upon completion, result in the creation of a legally binding and enforceable Contract. The process of submitting a Buyer Order within the Tail Spend Solution shall, upon its acceptance by the Supplier, result in the incorporation of that Order into the Contract (whether the Contract was executed digitally or in hard copy in writing);
(i) it does not have any contractual obligations which are likely to have a material adverse effect on its ability to perform the Framework Contract and any Contract;
(j) it is not impacted by an Insolvency Event;
(k) it will comply with the Framework Contract and each Contract; and
(l) it will fully and promptly respond to all requests for information, documents and/or for answers to questions regarding this Framework Contract, any Contract, the provision of Deliverables, any complaints and any Disputes at the frequency, in the timeframes and format requested by CCS or a Buyer (acting reasonably) from time to time. This includes any such information requests considered as clarification as...
RIGHTS AND PROTECTION. 9.1 The Supplier warrants and represents that:
(a) it has full capacity and authority to enter into and to perform the Buyer Agreement;
(b) the Buyer Agreement is executed by its authorised representative;
(c) it is a legally valid and existing organisation incorporated in the place it was formed;
(d) there are no known legal or regulatory actions or investigations before any court, administrative body or arbitration tribunal pending or threatened against it or its affiliates that might affect its ability to perform the Buyer Agreement;
(e) it maintains all necessary rights, authorisations, licenses and consents to perform its obligations under the Buyer Agreement;
(f) it does not have any contract obligations which are likely to have a material adverse effect on its ability to perform the Buyer Agreement; and
(g) it is not impacted by an Insolvency Event.
9.2 The warranties and representations in clauses 3.5 and 9.1 are repeated each time the Supplier provides Deliverables under the Buyer Agreement.
