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 to the performance of its responsibilities under the Agreement, including the standard of health, safety and security procedures and guidelines applicable to SANBS staff; it shall deliver the Goods and perform Services without interruption and during Service Hours as agreed by the Parties; it shall immediately notify the SANBS upon becoming aware of circumstances that may reasonably be expected to jeopardise the performance or timely performance of, or any part of, the Service or delivery of the Goods as required in this agreement; it is the owner of the Goods with the requisite rights and title to transfer ownership of the Goods. Other than the Service Provider no person has right or option to acquire or claim possession, ownership or transfer of the Goods. the Goods will not be encumbered; hypothecated, attached, or alienated whilst in possession of SANBS by it or any third party; the Goods are fit for the purpose for which they will be used;
Appears in 5 contracts
Samples: Memorandum of Agreement, Memorandum of Agreement, Memorandum of Agreement
Service Provider Warranties. 14.1. The Service Provider warrants that – –
14.1.1. 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; ;
14.1.2. 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; ;
14.1.3. 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; ;
14.1.4. 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; ;
14.1.5. it shall not knowingly or negligently act in a way which will result in it contravening any legislation or regulations applicable to it; ;
14.1.6. It shall ensure that it has appropriate governance, risk management and controls in place to perform in terms of this Agreement; ;
14.1.7. 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; ;
14.1.8. 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; ;
14.1.9. 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; ;
14.1.10. 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; ;
14.1.11. 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; ;
14.1.12. it shall remain compliant with any relevant legislative or regulatory requirements (as may be amended from time to time) which are relevant to the performance of its responsibilities under the Agreement, including the standard of health, safety and security procedures and guidelines applicable to SANBS staff; ;
14.1.13. it shall deliver the Goods and perform Services without interruption and during Service Hours as agreed by the Parties; ;
14.1.14. it shall immediately notify the SANBS upon becoming aware of circumstances that may reasonably be expected to jeopardise the performance or timely performance of, or any part of, the Service or delivery of the Goods as required in this agreement; ;
14.1.15. it is the owner of the Goods with the requisite rights and title to transfer ownership of the Goods. Other than the Service Provider no person has right or option to acquire or claim possession, ownership or transfer of the Goods.
14.1.16. the Goods will not be encumbered; hypothecated, attached, or alienated whilst in possession of SANBS by it or any third party; ;
14.1.17. the Goods are fit for the purpose for which they will be used;
14.1.18. 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 the Goods and Services; and (ii) will comply in all material respects with the terms and conditions of (a) its licenses,
14.1.19. it shall comply with any applicable SANBS policies and procedures which SANBS notifies the Service Provider of in Writing from time to time.
14.1.20. It will ensure that it is fully compliant with the BBBEE requirements for the duration of this Agreement;
14.1.21. It will have in place, as required by law, the necessary employee compensation insurance;
14.1.22. It indemnifies and holds harmless SANBS against all costs and expenses that SANBS may incur as a result of the Service Provider’s non-compliance with the Compensation for Occupational Injuries and Diseases Act No. 130 of 1993;
14.1.23. it will comply with the requirements of Section 37(2) of the Occupational Health and Safety Act, 1993; and
14.1.24. if it fails to comply with any warranties set out herein, then such failure shall amount to a breach of the Agreement.
Appears in 4 contracts
Samples: Memorandum of Agreement, Memorandum of Agreement, Memorandum of Agreement
Service Provider Warranties. 14.1. The Service Provider warrants that – –
14.1.1. 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; ;
14.1.2. 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; ;
14.1.3. 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; ;
14.1.4. 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; ;
14.1.5. it shall not knowingly or negligently act in a way which will result in it contravening any legislation or regulations applicable to it; ;
14.1.6. It shall ensure that it has appropriate governance, risk management and controls in place to perform in terms of this Agreement; ;
14.1.7. 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; ;
14.1.8. 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; ;
14.1.9. 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; ;
14.1.10. 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; ;
14.1.11. 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; ;
14.1.12. it shall remain compliant with any relevant legislative or regulatory requirements (as may be amended from time to time) which are relevant to the performance of its responsibilities under the Agreement, including the standard of health, safety and security procedures and guidelines applicable to SANBS staff; ;
14.1.13. it shall deliver the Goods and perform Services without interruption and during Service Hours as agreed by the Parties; ;
14.1.14. it shall immediately notify the SANBS upon becoming aware of circumstances that may reasonably be expected to jeopardise the performance or timely performance of, or any part of, the Service or delivery of the Goods as required in this agreement; ;
14.1.15. it is the owner of the Goods with the requisite rights and title to transfer ownership of the Goods. Other than the Service Provider no person has right or option to acquire or claim possession, ownership or transfer of the Goods.
14.1.16. the Goods will not be encumbered; hypothecated, attached, or alienated whilst in possession of SANBS by it or any third party; ;
14.1.17. the Goods are fit for the purpose for which they will be used;
14.1.18. 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 the Goods and Services; and (ii) will comply in all material respects with the terms and conditions of (a) its licenses, certificates, authorisations, permits, approvals and consents;
14.1.19. it shall comply with any applicable SANBS policies and procedures which SANBS notifies the Service Provider of in Writing from time to time.
14.1.20. It will ensure that it is fully compliant with the BBBEE requirements for the duration of this Agreement;
14.1.21. It will have in place, as required by law, the necessary employee compensation insurance;
14.1.22. It indemnifies and holds harmless SANBS against all costs and expenses that SANBS may incur as a result of the Service Provider’s non-compliance with the Compensation for Occupational Injuries and Diseases Act No. 130 of 1993;
14.1.23. it will comply with the requirements of Section 37(2) of the Occupational Health and Safety Act, 1993; and
14.1.24. if it fails to comply with any warranties set out herein, then such failure shall amount to a breach of the Agreement.
Appears in 2 contracts
Service Provider Warranties. 24.1. The Service Provider warrants that – that:
24.1.1. it shall is entitled and has full power and authority to enter into and perform this Agreement;
24.1.2. this Agreement and all other documents to be executed in accordance herewith constitute, or will when executed constitute, valid and binding obligations on the Service Provider in accordance with their terms.
24.2. The Service Provider warrants further that:
24.2.1. on the date on which ownership of Network and all of the Equipment is transferred from the Service Provider to COT pursuant to clause 18.1 the Service Provider has valid title to all material items of Equipment supplied under this Agreement and is able to transfer ownership to COT on payment in full of all amounts owing to the Service Provider under this Agreement as contemplated in clause 18.1;
24.2.2. on the date on which the Equipment supplied has been installed in the Network and has passed all Acceptance Tests it is suitable for its intended function in the Network;
24.2.3. the Service Provider will at all relevant times comply (and ensure that its Staff at all relevant times comply) with COT’s material security, environmental and other office procedures as these apply to the Service Provider and its Staff provided that COT has (in writing) informed the Service Provider and its Staff of all of these procedures;
24.2.4. the Service Provider will at all material times ensure that the Services comply in all respects with the technical and functional Specifications thereof as set out in Annexure A Staff appointed by themselves are sufficiently qualified and/or skilled to this agreement; it shall attend to its obligations in terms of perform their duties;
24.2.5. the Service Level Agreement Provider will be fully accountable for all actions taken by themselves and, as contemplated in a professional diligent mannerclause 27.2, in accordance with any sub-contractors which are appointed by the provisions contained in this agreement Service Provider who will be acting and in terms of the Best Industry Practice; it shall employ considered to be 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 extension 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 to the performance of its responsibilities under the Agreement, including the standard of health, safety and security procedures and guidelines applicable to SANBS staff; it shall deliver the Goods and perform Services without interruption and during Service Hours as agreed by the Parties; it shall immediately notify the SANBS upon becoming aware of circumstances that may reasonably be expected to jeopardise the performance or timely performance of, or any part of, the Service or delivery of the Goods as required in this agreement; it is the owner of the Goods with the requisite rights and title to transfer ownership of the Goods;
24.2.6. Other than the Service Provider no person has right or option to acquire or claim possession, ownership or transfer of the Goods. the Goods will not (and will ensure that its Staff do not) under any circumstances offer, promise or make any gift, payment, loan, reward, inducement, benefit or other advantage to any of COT's Staff.
24.3. No warranties or representations, express or implied or tacit, whether by law, contract or otherwise and whether it induced the contract or not, which are not set forth in this Agreement shall be encumbered; hypothecatedbinding on the Service Provider, attached, and COT hereby irrevocably waives any right (common law or alienated whilst in possession of SANBS by otherwise) that it or any third party; the Goods are fit for the purpose for which they will be used;may have to rely thereon.
Appears in 1 contract
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 to the performance of its responsibilities under the Agreement, including the standard of health, safety and security procedures and guidelines applicable to SANBS staff; it shall deliver the Goods and perform Services without interruption and during Service Hours as agreed by the Parties; it shall immediately notify the SANBS upon becoming aware of circumstances that may reasonably be expected to jeopardise the performance or timely performance of, or any part of, the Service or delivery of the Goods as required in this agreement; it is the owner of the Goods with the requisite rights and title to transfer ownership of the Goods. Other than the Service Provider no person has right or option to acquire or claim possession, ownership or transfer of the Goods. the Goods will not be encumbered; hypothecated, attached, or alienated whilst in possession of SANBS by it or any third party; the Goods are fit for the purpose for which they will be used;; 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 the Goods and 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 comply with any applicable SANBS policies and procedures which SANBS notifies the Service Provider of in Writing from time to time. It will ensure that it is fully compliant with the BBBEE requirements for the duration of this Agreement; It will have in place, as required by law, the necessary employee compensation insurance; It indemnifies and holds harmless SANBS against all costs and expenses that SANBS may incur as a result of the Service Provider’s non-compliance with the Compensation for Occupational Injuries and Diseases Act No. 130 of 1993; it will comply with the requirements of Section 37(2) of the Occupational Health and Safety Act, 1993; and if it fails to comply with any warranties set out herein, then such failure shall amount to a breach of the Agreement. Each of the Parties hereby warrants to and in favour of the other that – it has the legal capacity and has taken all necessary corporate action required to empower and authorise it to enter into this Agreement; this Agreement constitutes an agreement valid and binding on it and enforceable against it in accordance with its terms; the execution of this Agreement and the performance of its obligations hereunder does not and shall not – contravene any law or regulation to which that Party is subject; contravene any provision of that Party's constitutional documents; or conflict with or constitute a breach of any of the provisions of any other agreement, obligation, restriction or undertaking which is binding on it; and to the best of its knowledge and belief, it is not aware of the existence of any fact or circumstance that may impair its ability to comply with all of its obligations in terms of this Agreement; it is entering into this Agreement as principal (and not as agent or in any other capacity); the natural person who signs and executes this Agreement on its behalf is validly and duly authorised to do so; no other party is acting as a fiduciary for it; and it is not relying upon any statement or representation by or on behalf of any other Party, except those expressly set forth in this Agreement. Each of the representations and warranties given by the Parties in terms of clause shall – be a separate warranty and will in no way be limited or restricted by inference from the terms of any other warranty or by any other words in this Agreement; continue and remain in force notwithstanding the completion of any or all the transactions contemplated in this Agreement; and prima facie be deemed to be material and to be a material representation inducing the other Party to enter into this Agreement.
Appears in 1 contract
Samples: Memorandum of Agreement
Service Provider Warranties. 8.1 The Service Provider warrants that – that:
(a) it shall at all times will exercise skill, care and diligence in providing the Services;
(b) it will ensure that the Services comply meet their purpose, are complete and are performed in a manner that achieves all respects standards of performance included in or referred to in this Contract;
(c) the Service Provider has, and will continue to have, Service Provider Personnel with the technical skills, qualifications and functional Specifications thereof as set out experience to provide the Services in Annexure A an efficient and controlled manner and to a standard that at a minimum complies with this agreementContract and the Act;
(d) its Service Provider Personnel are fit and proper persons to provide the Services; and
(e) all information that has been, or will be, provided to the Commonwealth, is or will be, correct, complete and not misleading in any respect.
8.2 The Service Provider warrants that:
(a) it shall attend has the power and authority to its obligations in terms enter into this Contract;
(b) the person whose signature on behalf of the Service Level Agreement in a professional diligent manner, in accordance with the provisions contained in Provider appears below is duly authorised to execute 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 Contract on behalf of the Service Provider’s documents submitted during ;
(c) it has not breached any terms of the tender stage were false Previous Contract or any other contract between the Service Provider and fraudulentthe Commonwealth made pursuant to section 20 of the Hearing Services Administration Act 1997 (Cth);
(d) if the Service Provider is a trustee, SANBS reserves it enters this Contract personally and in its capacity as trustee and has the right power to terminate this agreement with immediate effect; it shall at all times perform its responsibilities obligations under this Agreement in a manner that Contract; and
(e) the Service Provider’s signing, delivery and performance of this Contract does not infringe, or constitute an infringement or misappropriation of, any Intellectual Property or other proprietary rights of any third party; it constitute:
(i) has in place and will maintain in place all the necessary licenses, certificates, authorisations, permits, approvals and consents that are required in terms a violation of any applicable laws to deliver Services; and judgement, order or decree;
(ii) will comply a material default under any contract which relates 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 way to the performance of obligations under this Contract by which it or any of its responsibilities under the Agreementassets are bound; or
(iii) an event that would, including the standard with notice or lapse of health, safety and security procedures and guidelines applicable to SANBS staff; it shall deliver the Goods and perform Services without interruption and during Service Hours as agreed by the Parties; it shall immediately notify the SANBS upon becoming aware of circumstances that may reasonably be expected to jeopardise the performance or timely performance oftime, or any part ofboth, the constitute such a default.
8.3 The Service or delivery of the Goods as required in this agreement; it is the owner of the Goods with the requisite rights and title to transfer ownership of the Goods. Other than Provider warrants that:
(a) the Service Provider no person has right or option to acquire or claim possession, ownership or transfer of the Goods. the Goods will not be encumbereduse the Service Provider Number in making claims for payment for Services unless the Services were provided by Clinical Personnel in accordance with this Contract; hypothecatedand
(b) the Service Provider will not allow a person who is not the Service Provider to use the Service Provider Number.
8.4 The Service Provider acknowledges that the Commonwealth, attachedin entering into this Contract, or alienated whilst is relying on the warranties and representations contained in possession of SANBS by it or any third party; this Contract and the Goods are fit for the purpose for which they will be used;representations referred to in Recital C.
Appears in 1 contract
Samples: Service Provider Contract
Service Provider Warranties. The Service Provider represents and warrants to the Minister that – it shall at all times ensure that during the Services comply in all respects Term of this Head Agreement and the Term of Service Agreements executed under this Head Agreement:
6.1 the Service Provider has the power to enter into this Head Agreement and Service Agreements executed under this Head Agreement;
6.2 the Service Provider will not contravene or breach any law or contractual arrangement or deed by which the Service Provider or any of its assets are bound;
6.3 there are no material facts known to the Service Provider relating to the Service Provider’s financial situation which could or might affect the willingness of the Minister to enter into this Head Agreement or a Service Agreement with the technical Service Provider which have not been disclosed to the Minister;
6.4 the Service Provider has not omitted information or made representations or statements, including in any application made to enter into this Head Agreement or to enter into a Service Agreement or to deliver any Subsidised Activity, that are false or misleading relating to any information provided to the Minister for this Head Agreement or a Service Agreement;
6.5 the Service Provider has the appropriate authorisations, approvals, consents, licences, exemptions and functional Specifications thereof as set out meets other requirements in Annexure A to this agreement; it shall attend to connection with the performance by the Service Provider of its obligations under this Head Agreement or a Service Agreement;
6.6 there has not been in terms the past nor at the time of commencement of this Head Agreement any undisclosed default by the Service Provider in the performance of any of the requirements referred to in clause 6.5;
6.7 the Service Level Provider will not enter into any Service Agreement in or apply to deliver a professional diligent mannernew Subsidised Activity unless it has the capacity (or ensures that its Nominated Provider has the capacity) to deliver all Subsidised Activities that it is required to deliver under that Service Agreement, in accordance with the provisions contained in this agreement and in terms including but not limited to having adequate numbers of the Best Industry Practice; it shall employ an adequate number of Key Personnel who are appropriately experienced, qualified, competent, trained staff to deliver the Goods Subsidised Activities 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 systems 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 meet 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 obligations under this Head Agreement and all Service Agreements;
6.8 the Service Provider will not use any kind of Inducement or Duress to encourage a person to participate in a manner that does not infringe, Subsidised Activity delivered under this Head Agreement or constitute an infringement or misappropriation of, any Intellectual Property or other proprietary rights of any third partya Service Agreement; it (i) and
6.9 the Service Provider has in place and will maintain in place all the necessary licenses, certificates, authorisations, permits, approvals and consents that are required in terms a Place 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 to the performance of its responsibilities under the Agreement, including the standard of health, safety and security procedures and guidelines applicable to SANBS staff; it shall deliver the Goods and perform Services without interruption and during Service Hours as agreed by the Parties; it shall immediately notify the SANBS upon becoming aware of circumstances that may reasonably be expected to jeopardise the performance or timely performance of, or any part of, the Service or delivery of the Goods as required in this agreement; it is the owner of the Goods with the requisite rights and title to transfer ownership of the Goods. Other than the Service Provider no person has right or option to acquire or claim possession, ownership or transfer of the Goods. the Goods will not be encumbered; hypothecated, attached, or alienated whilst in possession of SANBS by it or any third party; the Goods are fit for the purpose for which they will be used;Business.
Appears in 1 contract
Samples: Workready Head Agreement
