Service Provider Warranties. Service Provider warrants that the Services are materially provided according to the Services Description.
Service Provider Warranties. The Service Provider warrants that – it shall at all times ensure that the Services comply in all respects with the technical and functional Specifications thereof as set out in Annexure A to this agreement; it shall attend to its obligations in terms of the Service Level Agreement in a professional diligent manner, in accordance with the provisions contained in this agreement and in terms of the Best Industry Practice; it shall employ an adequate number of Key Personnel who are appropriately experienced, qualified, competent, trained to deliver the Goods and Services in accordance with Best Industry Practice; it shall ensure that all such Key Personnel are entitled to work in the Republic of South Africa or any other country in which the Services are performed; it shall not knowingly or negligently act in a way which will result in it contravening any legislation or regulations applicable to it; It shall ensure that it has appropriate governance, risk management and controls in place to perform in terms of this Agreement; It shall ensure that all documents, data, software or other materials relevant to the Project are kept under secure conditions with appropriate back-up arrangements in place; It will retain all documents, correspondence, records and other data relating to the Project and for a period of five (5) years following the date of termination of this Agreement; All the documents it submitted as part of the tender process (including but not limited to its proposal, certificates) are correct and not fraudulent. In the even that SANBS finds that any of the Service Provider’s documents submitted during the tender stage were false and fraudulent, SANBS reserves the right to terminate this agreement with immediate effect; it shall at all times perform its responsibilities under this Agreement in a manner that does not infringe, or constitute an infringement or misappropriation of, any Intellectual Property or other proprietary rights of any third party; it (i) has in place and will maintain in place all the necessary licenses, certificates, authorisations, permits, approvals and consents that are required in terms of any applicable laws to deliver Services; and (ii) will comply in all material respects with the terms and conditions of (a) its licenses, certificates, authorisations, permits, approvals and consents; it shall remain compliant with any relevant legislative or regulatory requirements (as may be amended from time to time) which are relevant...
Service Provider Warranties. Provided that Customer is not in breach of its obligations under this Agreement, Service Provider warrants that during the Term the SaaS Services shall (a) substantially conform to the Documentation (b) do not contain any open source code which would cause a restrictive encumbrance on Customer’s use of the SaaS Services in accordance with the Documentation and (c) to the best of Service Provider’s knowledge after utilizing commercially available virus-checking technology, the SaaS Services do not contain malicious code introduced by Service Provider. SERVICE PROVIDER DOES NOT REPRESENT OR WARRANT AGAINST LOSS OF DATA, OR THAT THE SERVICES OR SUPPORT WILL MEET CUSTOMER'S REQUIREMENTS, BE FREE FROM VIRUSES, UNINTERRUPTED, OR OPERATE ERROR FREE. SERVICE PROVIDER DOES NOT REPRESENT OR WARRANT THAT THE SERVICES WILL OPERATE IN CONNECTION WITH ANY NON SERVICE PROVIDER APPLICATION. THE SERVICES RELY UPON PUBLIC TELECOMMUNICATIONS AND THIRD-PARTY INFRASTRUCTURE OUTSIDE OF THE CONTROL OF SERVICE PROVIDER. SERVICE PROVIDER IS NOT RESPONSIBLE FOR ANY SUCH SYSTEMS AND INFRASTRUCTURE OR ANY DAMAGES ARISING FROM THE PERFORMANCE OR FAILURE OF THE SAME.
Service Provider Warranties. Subject to section 11.2a), Service Provider warrants that the Services are provided according to the Services Description in all material respects.
Service Provider Warranties. 5.1.1. The Service Provider throughout the Contract Period warrants represents to and undertakes with E-ACT that on the date hereof:
5.1.1.1. it is of sound financial standing and has and will have sufficient premises, working capital, skilled staff, vehicles, tools, materials, other equipment and other resources available to it to provide the Services in accordance with the Contract;
5.1.1.2. all information, representations and other matters of fact (including without limitation those contained in the Pre- Qualification Questionnaire) communicated (whether in writing or otherwise) to E-ACT by the Service Provider, his or her employees or agents in connection with or arising out of the Tender are true, complete and accurate in all respects;
5.1.1.3. the Service Provider has undertaken investigations and research and is satisfied in respect of all matters (whether actual or contingent) relating to the Tender and that the tenderer has not submitted the Form of Tender and will not have entered into the Contract in reliance upon any information, representation or assumption (whether made orally, in writing or otherwise) which may have been made by or on behalf of E-ACT;
5.1.1.4. if a corporate entity, it is properly constituted and incorporated under the laws of England and Wales and has the corporate power to own (and does own) its assets and to carry on its business as it is now being conducted;
5.1.1.5. it has the power to enter into and to exercise its rights and perform its obligations under the Contract Documents;
5.1.1.6. it has obtained all necessary consents, licences and permissions to enable him or her to provide the Services and will from time to time throughout the Contract Period obtain and maintain all further and other necessary consents, licences and permissions to enable him or her to continue to do so; and
5.1.1.7. all action necessary on the part of the Service Provider to authorise the execution of and the performance of its obligations under the Contract Documents has been taken or, in the case of any Contract Document executed after the date of this Contract, will be taken before such execution;
5.1.1.8. the obligations expressed to be assumed by the Service Provider under the Contract Documents are, or in the case of any Contract Document executed after the date of this Contract will be, legal, valid, binding and enforceable to the extent permitted by law and each Contract Document is or will be in the proper form for enforcement in En...
Service Provider Warranties. Service Provider represents and warrants that he/she/it complies with COVID-19 Union College attached hereto and made a part hereof.
Service Provider Warranties. Service Provider warrants that, for Programs included on the Order Form, during the Agreement Term (a) this Master Software License Agreement, the Order Form and the Documentation will accurately describe the applicable administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Customer Files, (b) Service Provider will not materially decrease the overall security of the Programs, and (c) the Programs will perform materially in accordance with the applicable Documentation.
Service Provider Warranties. The Company represents, warrants and agrees that (a) its performance of services hereunder complies with all applicable laws, (b) it shall provide the Work in a professional and workmanlike manner, (c) the Company will follow all Client instructions, (d) the Work does not infringe, violate or misappropriate the intellectual property rights of any third party, (e) the Company has and shall maintain in effect all the licenses, permissions, authorizations, consents, and permits that it needs to carry out its obligations under this Agreement and, and (d) the Company has the full right to provide the Client with the Work as provided for herein.
Service Provider Warranties. The Service Provider warrants to the Customer that, in connection with the provision of the Services:
(a) It is legally able to enter into this Agreement;
(b) It will comply with all applicable laws;
(c) It will use reasonable skill and diligence;
(d) The use of the Software and any documentation in accordance with this agreement will not result in a breach of any law or mandatory code of conduct;
(e) the provision of the Software and the Services to the Customer and the use of any documentation by the Customer, will not:
(i) infringe any person’s rights (including Intellectual Property Rights); or
(ii) constitute a misuse of any person’s Confidential Information.
(f) It will adhere to best practice policies and procedures to prevent data loss, including a system data back- up regime.
(g) It will enforce a business continuity plan that includes, but not limited to testing, accountability and corrective action designed to be promptly implemented and ensure a disaster recovery approach is captured in a clear disaster recovery procedure as required in the delivery of the services with the following frequency of Data Back-Up: -
a) Thirty-five (35) days Point in Time Restore (Active Back Up);
b) Monthly Back Up with twelve (12) months back up retention; and
c) Annual Back Up with seven (7) years retention.
Service Provider Warranties. 21.1 The Service Provider warrants and represents that:
21.1.1 it has full capacity and authority to enter into and to perform this Contract;
21.1.2 this Contract is executed by a duly authorised representative;
21.1.3 there are no actions, suits or proceedings or regulatory investigations pending or, to the Service Provider’s knowledge, threatened against or affecting the Service Provider before any court or administrative body or arbitration tribunal that might affect the ability of the Service Provider to meet and carry out its obligations under this Contract;
21.1.4 it will comply with applicable Laws and regulations and maintain all Necessary Consents, licences and registrations as applicable;
21.1.5 any information obtained by the Service Provider during the Contract Period shall only be used for the purposes contemplated under this Contract;
21.1.6 once duly executed this Contract will constitute the Service Provider’s legal, valid and binding obligations;
21.1.7 it has operated, and will continue to operate, in material compliance with applicable laws and regulations; and
21.1.8 it has not committed any Prohibited Act in entering into this Contract or any other agreement with the Council and will not commit any such acts in the performance of or with regard to the extension of the term of this Contract or such other agreement.
21.2 For the avoidance of doubt the fact that any provision within this Contract is expressed as a warranty shall not preclude any right of termination the Council may have in respect of breach of that provision by the Service Provider.
