Warranties and Acknowledgments. The Parties expressly warrant and represent to each other the following: (a) that no promise or inducement has been offered except as expressly provided in this Agreement; (b) that this Agreement is not in violation of or in conflict with any other agreement of the Parties; and (c) that the Parties have had the opportunity to resolve all questions concerning the meaning, legal nature, and binding effect of this Agreement with counsel of their choosing.
Warranties and Acknowledgments. 8.1 You hereby warrant and agree that:-
8.1.1 as a pre-condition to the payment of any payments due under this Agreement you have not breached any of the terms of this Agreement, in particular paragraphs 6 and 7.
1. Any payment due to you is conditional upon this being so;
8.1.2 as a pre-condition to the payment of any payments due under this Agreement you have not breached and remain bound by the ongoing terms of your Contract, and you have not committed any offence of gross misconduct or other repudiatory breach of your Contract which would entitle the Employer to terminate your employment;
8.1.3 if you later bring a claim against the Employer or Associated Employer in respect of any claims compromised or intended to be compromised by this Agreement, including for the avoidance of doubt any Employment Protection Claim listed in Schedule 2, you shall indemnify the Employer and any Associated Employer in respect of any award of compensation or damages made in your favour together with all costs and expenses incurred in defending the claim. This indemnity shall not apply to any claim you are permitted to pursue pursuant to paragraph 7.6 or in respect of the enforcement of the terms of this Agreement;
8.1.4 if you later bring a claim against the Employer or any Associated Employer in respect of any claims compromised or intended to be compromised by this Agreement, including for the avoidance of doubt any Employment Protection Claim listed in Schedule 2 and you are awarded damages, the payments made and benefits provided to you under this Agreement can be set off against the award of damages and you will indemnify the Employer and any Associated Employer for all the legal costs incurred in respect of defending your claims.
8.1.5 At the request of the Employer, you shall on or after the Termination Date re-execute a copy of this Agreement and shall procure that your solicitor shall advise you in the terms of the Legal Adviser's certificate and provide a further copy of the Legal Adviser's certificate completed by them. The Employer shall pay your legal advisers a further £500 inclusive of VAT.
8.2 You agree that if called upon to do so, unless certified unfit to do so by your doctor you will assist the Employer or Associated Employer in any audits or litigation where you are or may have been a material witness or where you are able to provide general assistance. This may be, for example, to provide a witness statement, to give oral or written evidence at a co...
Warranties and Acknowledgments. The Contractor acknowledges it is subject to any condition or warranty implied by the Competition and Consumer Act 2010 or the Fair Trading Act 1989 if and to the extent that such Acts are applicable to this Contract.
Warranties and Acknowledgments. 10.1 Subject to the remainder of this clause 10, the Supplier warrants that the Services will be provided with reasonable care and skill.
10.2 The Customer acknowledges that complex software is never wholly free from defects, errors and bugs and subject to the other provisions of this Agreement, the Supplier:
10.2.1 gives no warranty or representation that the Services or the Platform will be wholly free from defects, errors and bugs; and
10.2.2 gives no warranty or representation that the Services or the Platform will meet the Customer’s requirements, will be uninterrupted or error-free, timely, available on a specified date or time or will have the capacity to meet the Customer’s demand during specific hours.
10.3 The Customer acknowledges that:
10.3.1 the Supplier does not and will not provide any legal, financial, accountancy or taxation advice of any kind under this Agreement and/or in relation to the Services and/or through the Services; and
10.3.2 the Supplier cannot guarantee and makes no representation or warranty as to the accuracy, veracity, or completeness of any information provided to the Customer through the Services.
10.4 The Supplier shall not be liable for any failure of the Services to comply with the provisions of clause
10.1 where the same arises directly or indirectly and whether in whole or in part as a result of:
10.4.1 a breach by the Customer of any of its obligations under this Agreement;
10.4.2 an event of Force Majeure; or
10.4.3 any design, specification or requirement of the Customer.
10.5 The Supplier may make Non-Supplier Materials available for the Customer’s use in connection with the Services. The Customer agrees that:
10.5.1 the Supplier has no responsibility for the use or consequences of use of any Non-Supplier Materials;
10.5.2 the Customer’s use of any Non-Supplier Materials shall be governed by the applicable terms between the Customer and the owner or licensor of the relevant Non-Supplier Materials;
10.5.3 the Customer is solely responsible for any Non-Supplier Materials used in connection with the Services and for compliance with all applicable third party terms which may govern the use of such Non-Supplier Materials; and
10.5.4 the continued availability, compatibility with the Services and performance of the Non- Supplier Materials is outside the control of the Supplier and the Supplier has no responsibility for any unavailability of or degradation in the Services to the extent resulting from the availability, ...
Warranties and Acknowledgments. 6.1 BAN warrants that it is authorised to grant the Licence.
6.2 Subject to clause 7, BAN warrants that the AMS-C Software will perform substantially in conformance with the User Documentation provided within the system.
6.3 The Licensee acknowledges that the quality of results produced by the use of the AMS and the supply of any Professional Services depends upon the quality of information supplied by the Licensee.
6.4 The Licensee warrants that it has not relied on any representation made by BAN which has not been stated expressly in this Agreement.
6.5 The Licensee warrants that it shall conduct such tests and virus scanning as may be necessary, prior to the use of AMS, to ensure that files within the AMS do not contain any virus and that the use of AMS will not in any way corrupt the Licensee's data or systems or those of any other person.
Warranties and Acknowledgments. In relation to any Content you submit to us or the Platform as a Member or Vendor, you:
(a) warrant that you are the owner of the Content or are otherwise authorised or licensed to provide it to us;
(b) warrant that the Content is not Unacceptable;
(c) grant us a non-exclusive, worldwide, perpetual, royalty-free licence to use and republish your Content in any format, and to exercise all copyright, moral and publicity rights relating to your Content;
(d) acknowledge that we may edit your Content for brevity, style or clarity; and
(e) acknowledge that if we use and republish your Content in accordance with clause 4.6(c) we would attribute such Content to you and we would still attribute such Content to you if we make minor edits to your Content.
Warranties and Acknowledgments. 2.1 You warrant that:
a. at all times during the term of this Agreement you hold an AFSL which authorises you to provide financial product advice and to deal in financial products including the Resolution Life Products;
b. where a MAF is payable to you under this Agreement or where any other amount is payable from a Resolution Life Product to you under this Agreement, you have the fully informed and clear consent of your Client to Resolution Life paying the amount to you from the Resolution Life Product and otherwise comply with Part 7.7A of the Corporations Act and other provisions of the Corporations Act that apply to you in respect of your Facilitation of Resolution Life Products under this Agreement;
c. if you provide Credit Services—at all times during the term of this Agreement:
i. you hold an ACL, or are a Representative of an entity that holds an ACL, which licences you to provide Credit Services in relation to any Credit Products; and
ii. you comply with the terms of that ACL; and you repeat these warranties on each date you receive a payment under this Agreement.
2.2 You acknowledge that:
a. you are responsible for all financial services and any Credit Services provided by you or your Representatives to Clients;
b. when providing the financial services under, or for the purposes of, this Agreement, your Representatives act for and on behalf of you only, and not for or on behalf of Resolution Life;
c. payments to you under this Agreement are, as between Resolution Life and you, for your benefit; and
d. payments to you do not affect your responsibility for the payment of all remuneration to your Representatives.
Warranties and Acknowledgments. 5.1 The Dealer warrants that at the Start Date:
5.1.1 the Warranty Cover complies with the laws and regulations of the United Kingdom;
5.1.2 it is not aware of any matter, save as disclosed to the Insurer, which would materially affect the Insurer’s decision to offer the Warranty Cover.
5.2 The Warranty Cover is as set out in Appendix 1 and must not be amended by the Dealer without the prior written agreement of the Insurer via WD.
5.3 The Insurer shall not be responsible to pay Government imposed tax (including VAT) on the claim Costs or administration of the Warranty Cover.
Warranties and Acknowledgments. 5.1. The Purchaser by his signature to the Agreement warrants, acknowledges or confirms that (i) all of the information pertaining to him as specified in the online registration form is true and correct, and that he has the capacity and authority to enter into the Agreement (ii) he satisfied himself that the box in the online registration form has been correctly ticked (iii) he was given the opportunity to satisfy himself of the scope and content of the Tools for the Smart Trader course with reference to a training index and overview and the support facility of the SMC website prior to his electronic signature and satisfied himself with the Tools for the Smart Trader course for his purposes (iv) he must satisfy himself prior to conclusion of the Agreement that his computer and programs (including capacity) are compatible with and suitable for the Tools for the Smart Trader course and training materials, SMC accepting no responsibility in that regard, and (v) he read or was given the opportunity to read the Agreement prior to signature thereof.
Warranties and Acknowledgments. 9.1 The Customer acknowledges that complex software is never wholly free from defects, errors and bugs; and subject to the other provisions of this Agreement, the Supplier:
9.1.1 gives no warranty or representation that the Services or the Platform will be wholly free from defects, errors and bugs; and
9.1.2 gives no warranty or representation that the Services or the Platform will meet the Customer’s requirements, will be uninterrupted or error-free, timely, available on a specified date or time or will have the capacity to meet the Customer’s demand during specific hours.
9.2 The Customer acknowledges that:
9.2.1 the Supplier does not and will not provide any legal, financial, accountancy or taxation advice of any kind under this Agreement and/or in relation to the Services and/or through the Services; and
9.2.2 the Supplier cannot guarantee and makes no representation or warranty as to the accuracy, veracity, or completeness of any information provided to the Customer through the Services.
9.3 The Supplier warrants that the Services will be performed with reasonable care and skill.
9.4 The Supplier shall not be liable for any failure of the Services to comply with the provisions of clause
9.3 where the same arises directly or indirectly and whether in whole or in part as a result of:
9.4.1 a breach by the Customer of any of its obligations under this Agreement;
9.4.2 an event of Force Majeure; or
9.4.3 any design, specification or requirement of the Customer.
9.5 Except as set out in this clause 9:
9.5.1 the Supplier gives no warranty and makes no representations in relation to the Services;
9.5.2 shall have no liability for any non-compliance with the warranty in clause 9.3; and
9.5.3 the conditions implied by the Supply of Goods and Services Act 1982 ss 12–16 are expressly excluded.
