Undertakings by the Client. The Client undertakes:
4.1 to use its best endeavours to ensure the handover of the documents listed in Appendix 3 (the Handover List) is provided in full to the Agent, and any additional work agreed between the Client and the Agent as necessary to initiate and undertake the management service arising from the absence of such information is chargeable as per Appendix 2;
4.2 to settle invoices pursuant to Clauses 2.1, 2.2 and 2.3 within 14 days, unless such sums are available and properly payable from funds held, if any;
4.3 if payment is not taken by the Agent from rents received, or from service charge funds received, if applicable, then within 14 days of the Agent sending the statement referred to in Clause 1.11 above, to pay to the Agent the specified remuneration due to the Agent, and to reimburse any reasonable expenses and other disbursements due to the Agent, and to pay any VAT due, in every case without any deduction or set off in respect of any other claim by the Client against the Agent;
4.4 to pay interest on overdue remuneration expenses and other disbursements at the specified rate per cent above the base rate in force from time to time of the specified bank;
4.5 if not specifically agreed otherwise, to insure the property in its full reinstatement value, including demolition and site clearance, professional fees, and not less than three years’ loss of rent, unless otherwise defined in a relevant lease, in respect of all usual risks and to insure for property owners’ liability, providing copies of the policies and schedules to the Agent.
Undertakings by the Client. The Client hereby acknowledges and undertakes that:
6.1 the Equipment will only be used for the purpose for which it was intended;
6.2 it will not make any modification to the Equipment;
6.3 the Equipment constitutes "movable" property which has not been installed with the intention that it may accede to the building or structure to which it is installed and that ownership thereof will at all times remain vested in TMWM;
6.4 it will at all times maintain the Equipment in good working order, it being recorded and agreed that TMWM shall provide a 12 (twelve) month warranty against defective Equipment, subject at all times to the provisions of 6.5;
6.5 it will at all times only use mineral water supplied by TMWM in the Equipment.
Undertakings by the Client. 4.1 By virtue of Maxi Security implementing Activeye, the Client is authorised to use the Software, for the purpose of enhancing and assisting its internal business structure and processes, subject to its utilisa- tion being compliant with the Software Documents provided.
4.2 The Client is permitted to use the Software only at the Designated Location.
4.3 The Client undertakes to adhere to the minimum system requirements as set out in Annexure “B” here- to.
4.4 The Client undertakes to notify Maxi Security, timeously, of any network and/or logical infrastructure changes that may affect the use and/or functionality of the Software.
4.5 The Client undertakes not to permit any third party, to use the Software (the Client’s own employees and customers are excluded from this limitation of use provided that the use is in accordance to the stipulations of this Agreement). The Client furthermore undertakes not to permit an unauthorized third party to make any duplications of the Software provided. In furtherance hereof, the Client undertakes not to sub-license or transfer the Software, in any additional manner, to another and acknowledges that it has no right, in terms of this Agreement, to do so.
4.6 The Client furthermore undertakes not to modify, decompile, disassemble or otherwise reverse-engi- xxxx the Software, or attempt to do so, where such decompiling is not permitted by law.
4.7 The Client undertakes to grant Maxi Security access to the Designated Location, or other relevant premises, as the case may be, upon reasonable notice being given to it by Maxi Security, in order for the latter to audit the Client’s compliance with the provisions of this Agreement.
4.8 The Client undertakes to ensure its own compliance with all applicable legislation. Maxi Security will not be liable for the Client’s non-compliance with legislation.
Undertakings by the Client. 5.2.1 The Client undertakes with Provider to:
5.2.1.1 observe the terms under which the Consultants are employed by the Provider, as if the Client was the employer of the Consultants (other than the payment of remuneration which shall be the responsibility of the Provider) and shall not do or omit to do anything which would cause the Provider to breach any of its obligations to and in respect of the Consultants;;
5.2.1.2 report to the Provider every 6 months in writing on the conduct and progress of each of the Consultants;;
5.2.1.3 notify the Provider of any difficulty of a disciplinary or other nature arising in respect of any of the Consultants, and the Provider shall be entitled to deal with such difficulties as it considers appropriate. The Client shall not have authority to dismiss or otherwise discipline any of the Consultant;; and
5.2.1.4 keep all necessary and appropriate records concerning the Consultants, including, but not limited to, records of time worked by the Consultants for the purpose of complying with the Working Time Regulations 1998.
5.2.2 The Client acknowledges that the undertakings in this clause are fair and reasonable in the circumstances and without prejudice to the Provider’s rights in this agreement and clause 11.3 the Client shall identify the Provider for all claims, loss, damage and expense howsoever arising from any breach of the undertakings in sub-
2.1.1 to 5.2.1.4.
Undertakings by the Client. The Client undertakes to:-
a. Pay the Company for the services provided under this Agreement at the rates and charges specified in the Schedule;
b. Provide reasonable working conditions for the Company’s personnel providing the Consultancy Services, including the provision of those support services, facilities and amenities reasonably required to enable the Consultancy Services to be provided. These include (but are not limited to) office accommodation, suitable computing equipment, telephone, network and internet access;
c. Ensure that any specifications prepared under this Agreement meet the Client’s exact requirement;
d. Ensure that all work undertaken under this Agreement is checked, has been written to the necessary standards and is acceptable to the Client;
e. Appoint a member of staff with responsibility for liaising with the Company with regard to the activities arising out of this Agreement.
f. Accept exclusive responsibility for the care and control of the Company’s personnel providing the Consultancy Services, save only where the Company has explicitly accepted, in writing, project control responsibility.
Undertakings by the Client. The Client undertakes:
4.1 upon written notice by the Agent that the Agent requires the Client immediately to advance or reimburse sums pursuant to Clauses 2.1, 2.2 and 2.3, to immediately do so;
