VENDOR REPRESENTATIONS. Vendor expressly represents that:
A. Vendor has read and is fully familiar with all of the terms and conditions of this Agreement, the Contract Documents, and other related data and acknowledges that they are sufficient in scope and detail to indicate and convey understanding of all terms and conditions of the work to be performed by Vendor under this Agreement.
B. Vendor has disclosed, in writing, all known conflicts, errors, inconsistencies, discrepancies, or omissions discovered by Vendor in the Contract Documents, and that the City’s written resolution of same is acceptable to Vendor.
C. Vendor is familiar with all local, state, and Federal laws, regulations, and ordinances which may affect cost, progress, or its performance under this Agreement whatsoever.
VENDOR REPRESENTATIONS. Vendor represents that they are an equal opportunity employment provider, and will provide potential Candidates regardless of age, color, creed, disability, marital status, national origin, race, religion, sex, sexual orientation or any other illegal considerations.
VENDOR REPRESENTATIONS. Vendor expressly represents that:
A. Vendor has read and is fully familiar with all the terms and conditions of this Agreement, the Contract Documents, and other related data and acknowledges that they are sufficient in scope and detail to indicate and convey understanding of all terms and conditions of the work to be performed by Vendor under this Agreement.
B. Vendor has disclosed, in writing, all known conflicts, errors, inconsistencies, discrepancies, or omissions discovered by Vendor in the Contract Documents, and that the City’s written resolution of same is acceptable to Vendor.
C. Vendor is familiar with all local, state, and Federal laws, regulations, and ordinances which may affect cost, progress, or its performance under this Agreement whatsoever.
D. Vendor is satisfied with the site conditions that may affect cost, progress, and performance of the work, as observable or determinable by Vendor’s own investigation.
VENDOR REPRESENTATIONS. 9.1 Vendor represents and warrants that Vendor and each Vendor Employee providing Services under this Agreement are properly licensed and hold all certificates, permits, approvals, and authorizations required to perform such Services by the applicable licensing entities as required by law.
9.2 Vendor represents and warrants that it is registered to do business in the State of New York and the City of New York.
9.3 Vendor represents and warrants that it is financially capable of fulfilling all requirements of this Agreement, that there are no legal proceedings against it that could threaten performance of this Agreement, and that it is a validly organized entity that has the authority to enter into this Agreement. Vendor is not prohibited by any loan, contract, financing arrangement, trade covenant, or similar restriction from entering into this Agreement.
VENDOR REPRESENTATIONS. The Vendor represents and warrants to the Purchaser as representations and warranties that are true as at the date hereof, and will be true at the Closing Date, and that are to continue and to survive the purchase of the Purchased Assets, that:
(a) the Vendor is duly incorporated, validly existing, and in good standing with respect to the filing of annual reports under the law of British Columbia has full power, authority and capacity to enter into this Agreement and to carry out the transactions contemplated herein;
(b) all necessary corporate action on the part of the directors and shareholders of the Vendor has been taken to authorize and approve the execution and delivery of this Agreement and the completion of the transactions contemplated herein;
(c) to the Vendor’s knowledge after reasonable inquiry, the Vendor is the sole legal and beneficial owner of the Purchased Assets and has a good marketable title to the Purchased Assets free and clear of all mortgages, liens, charges, pledges, security interests, encumbrances and other claims except for the Existing Liabilities;
(d) except for the Existing Liabilities, to the knowledge of the Vendor, there is no litigation or administrative or governmental proceeding or inquiry pending, or threatened against or relating to the Assets, nor does the Vendor know of any reasonable basis for any such action, proceeding or inquiry;
(e) the Vendor sells, assigns, transfers and conveys all of its right, title and interest in and to the Assets to the Purchaser “as is” and “where is”, with no representations or warranties as to merchantability, fitness or use; and
(f) the Vendor is not a non-resident of Canada within the meaning of the Income Tax Act.
VENDOR REPRESENTATIONS. Vendor expressly represents that:
A. Vendor has read and is fully familiar with all the terms and conditions of this Agreement, the Contract Documents, and other related data and acknowledges that they are sufficient in scope and detail to indicate and convey understanding of all terms and conditions of the work to be performed by Vendor under this Agreement.
B. Vendor has disclosed, in writing, all known conflicts, errors, inconsistencies, discrepancies, or omissions discovered by Vendor in the Contract Documents, and that the City’s written resolution of same is acceptable to Vendor.
C. Vendor is familiar with all local, state, and Federal laws, regulations, and ordinances which may affect cost, progress, or its performance under this Agreement whatsoever.
D. Vendor understands that a “public entity crime” as defined in section 287.133(1)(g), Florida Statutes, is “a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or with the United States…” Vendor further understands that any person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime (1) may not submit a bid, proposal, or reply on a contract: (a) to provide any goods or services to a public entity; (b) for the construction or repair of a public building or public work; or (c) for leases of real property to a public entity; (2) may not be awarded or perform work as a Vendor, supplier, subcontractor, or consultant under a contract with any public entity; and (3) may not transact business with any public entity in excess of the threshold amount provided in section 287.017, Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list.
VENDOR REPRESENTATIONS. Vendor expressly represents that:
A. Vendor has read and is fully familiar with all the terms and conditions of this Agreement, the Contract Documents, and other related data and acknowledges that they are sufficient in scope and detail to indicate and convey understanding of all terms and conditions of the work to be performed by Vendor under this Agreement.
B. Vendor has disclosed, in writing, all known conflicts, errors, inconsistencies, discrepancies, or omissions discovered by Vendor in the Contract Documents, and that the City’s written resolution of same is acceptable to Vendor.
C. Vendor has had an opportunity to visit, has visited, and/or has had an opportunity to examine and ask questions regarding the sites upon which the work is to be performed and is satisfied with the site conditions that may affect cost, progress, and performance of the work, as observable or determinable by Vendor’s own investigation.
D. Vendor is familiar with all local, state, and Federal laws, regulations, and ordinances which may affect cost, progress, or its performance under this Agreement whatsoever.
VENDOR REPRESENTATIONS. Vendor expressly represents that:
A. Vendor has read and is fully familiar with all the terms and conditions of this Agreement, the Contract Documents, and other related data and acknowledges that they are sufficient in scope and detail to indicate and convey understanding of all terms and conditions of the work to be performed by Vendor under this Agreement.
B. Vendor has disclosed, in writing, all known conflicts, errors, inconsistencies, discrepancies, or omissions discovered by Vendor in the Contract Documents, and that the City’s written resolution of same is acceptable to Vendor.
C. Vendor is familiar with all local, state, and Federal laws, regulations, and ordinances which may affect cost, progress, or its performance under this Agreement whatsoever.
D. Neither Vendor, its parent corporations, subsidiaries, members, shareholders, partners, officers, directors or executives, nor any of its affiliates, Vendors, suppliers, subcontractors, or consultants under this Agreement have been placed on the convicted vendor list following a conviction of a public entity crime. Vendor understands that a “public entity crime” as defined in section 287.133(1)(g), Florida Statutes, is “a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or with the United States…” Vendor further understands that any person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime (1) may not submit a bid, proposal, or reply on a contract: (a) to provide any goods or services to a public entity;
VENDOR REPRESENTATIONS. Vendor represents and warrants that it and each of its Vendor Employees providing Services under this Agreement are properly licensed to perform such Services by the applicable licensing entities. Vendor represents and warrants that it is registered do business in the State of New York and the City of New York. Vendor represents and warrants that it is financially capable of fulfilling all requirements of this Agreement, that there are no legal proceedings against it that could threaten performance of this Agreement, and that it is a validly organized entity that has the authority to enter into this Agreement. Vendor is not prohibited by any loan, contract, financing arrangement, trade covenant, or similar restriction from entering into this Agreement.
VENDOR REPRESENTATIONS. 26.2.1 Vendor represents and warrants that it shall use sufficient numbers of personnel to perform the Services in accordance with the terms and conditions contained herein, including the Performance Standards and the Service Levels. Vendor further represents and warrants that each person assigned to the Company account shall have an appropriate degree of training, experience, and skill to perform the tasks assigned to such person.
26.2.2 Vendor represents and warrants that it shall perform the Services in accordance with all applicable laws, rules and regulations and in a professional and workmanlike manner, with at least the same degree of quality and efficiency as well-managed service providers providing services similar to the Services.
26.2.3 Vendor represents and warrants that it has the right to use all intellectual property used by it in connection with its performance of the Services.
26.2.4 Vendor represents and warrants that it shall maintain the equipment and software for which it is responsible hereunder in good working condition so that they operate in accordance with their specifications, including: (i) maintaining equipment in good operating condition, subject to normal wear and tear; (ii) undertaking repairs and preventive maintenance on equipment in accordance with the applicable equipment manufacturer’s recommendations and as necessary throughout the Term; and (iii) performing software maintenance in accordance with the applicable software licensor’s documentation and recommendations, except to the extent directed otherwise by Company.
26.2.5 Vendor represents and warrants that as of the Effective Date there are no existing or threatened legal proceedings against Vendor that would have a material adverse effect upon its ability to perform its obligations under this Agreement or its financial condition or operations.
26.2.6 Vendor represents and warrants that it shall not block calls properly routed to it by Company.
26.2.7 Vendor hereby assigns and agrees to deliver to Company all representations and warranties received by Vendor from third party suppliers, to the extent such warranties are assignable.
