Common use of Systems compliance Clause in Contracts

Systems compliance. (a) For the purposes of this paragraph, Systems means all the software, hardware and technology that are material to any Group Company in connection with the operation of its business as currently conducted. (b) No Group Company or, to the best of the Sellers’ knowledge, any third party, is in material breach of any material agreement relating to the Systems to which any Group Company is a party. (c) A Group Company is the exclusive owner and has direct control of and/or is validly licensed or otherwise authorised to use the Systems. The Systems and each Group Company’s ability to use all or any part of the Systems will not be affected by the execution and completion of this agreement or acquisition, direct or indirect, of the Shares by the Purchaser. (d) The Systems have been maintained in accordance with the manufacturer’s instructions. There have been no security breaches, breakdowns, malfunctions, data loss, failures or other defects in the Systems in the two year period ended on the date of this agreement which have had a material adverse effect on the operations of a Group Company.

Systems compliance. (a) For the purposes of this paragraph, Systems means all the software, hardware and technology that are material to any Group the Company in connection with the operation of its business as currently conducted. (b) No Group Neither the Company ornor, to the best of the Sellers’ Seller’s knowledge, any third party, is in material breach of any material agreement relating to the Systems to which any Group the Company is a party. (c) A Group The Company is the exclusive owner and has direct control of and/or is validly licensed or otherwise authorised to use the Systems. The Systems and each Group the Company’s ability to use all or any part of the Systems will not be affected by the execution and completion of this agreement or acquisition, direct or indirect, of the Shares by the Purchaser. (d) The Systems have been maintained in accordance with the manufacturer’s instructions. There have been no security breaches, breakdowns, malfunctions, data loss, failures or other defects in the Systems in the two year period ended on the date of this agreement which have had a material adverse effect on the operations of a Group the Company.