WARRANTIES; COMPLIANCE Sample Clauses

WARRANTIES; COMPLIANCE. 9.1 Except as may be otherwise stated on the face of an Accepted Order, Contractor warrants that in its performance of this Agreement and the Accepted Orders: Contractor, and each of its employees that will or are performing the Services, has all licenses, permits, consents and registrations necessary or appropriate to enter into this Agreement, any Accepted Order and to perform the Services; the Services will be performed with that standard of care, skill and diligence normally provided by a professional person or entity in the performance of services similar to the Services and will conform to all applicable descriptions, drawings, data and samples, and
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WARRANTIES; COMPLIANCE. 4.7.1 Except as may be otherwise stated on the face of an Accepted Order, Consultant warrants that in its performance of this Agreement, Accepted Orders and the Services: that all the Services will strictly comply with this Agreement and the applicable Accepted Order; the materials that may be provided as part of the Services will be of new materials and free from defects in material and workmanship; Consultant, and each of its employees that will or are performing the Services, has all licenses, permits, consents and registrations necessary or appropriate to enter into this Agreement, any Accepted Order and to perform the Services; the Services will be performed with that standard of care, skill and diligence normally provided by a professional person or entity in the performance of services similar to the Services (Consultant is hereby notified that Buyer will be relying on the accuracy, competence and completeness of the Services provided by Consultant as well as on Consultant’s familiarity with statutory and regulatory standards and procedures which apply to any Response Work performed pursuant to any Accepted Order); all Services performed shall be consistent with the NCP; and, Consultant in rendering the Services, has complied or will comply with all applicable Legal Requirements. These warranties are in addition to and shall not be construed as restricting or limiting any warranties of Consultant, express or implied, which are otherwise provided herein or exist by operation of law. Consultant is solely responsible for remitting all income related taxes, including but not limited to Social Security, FICA, and Canada Pension Plan and Employer Health tax, or equivalent types of taxes, in a timely manner, pursuant to federal, state, provincial and local tax laws for Consultant’s employees. Consultant further agrees to indemnify, defend (including reasonable attorney fees) and hold harmless Buyer from and against any claims by any taxing authority resulting from Consultant’s failure to pay any tax imposed on income derived from Consultant’s employees in performance of the Services.
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WARRANTIES; COMPLIANCE. Service Provider expressly warrants that (a) the Services will be performed in a competent, professional and workmanlike manner using fully qualified personnel, in accordance with the milestones and time frames set forth in the SOW, consistent with customary industry standards, and at least in accordance with the standards and service levels set forth in this Agreement; (b) each of the Service Provider Parties assigned to perform Services under this Agreement shall have the proper skill, training and background and the requisite certifications so as to be able to perform in a manner consistent with commercially reasonable standards and practices; (c) all Services and Deliverables will be free from defects in materials or workmanship, perform without material error and will substantially conform to the specifications and descriptions set forth in the SOW; (d) the Services and Deliverables will not conflict with, violate, infringe, or misappropriate any right (including, without limitation, any Intellectual Property Right) of any third party, and Ingredion’s exercise of any of its rights in and to the Services and Deliverables will not conflict with, violate, infringe, or misappropriate any such rights of any third party.
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WARRANTIES; COMPLIANCE a. Customer represents and warrants that it either (i) is the lawful owner and holds full title to the Products, which are not subject to any lien or security interest of others, aside from the liens set forth herein; or (ii) is the authorized agent of the lawful owner and of any holder of a lien or security interest (which lien or security interest is hereby subordinated to the lien and security interest of KeHE) and has full power and authority to enter into this Agreement; and (iii) has the right and authority to store the Products with KeHE. Customer agrees to notify all parties acquiring any interest in the Products of the terms and conditions of the this Agreement and to obtain, as a condition of granting such an interest, the agreement of such parties to be bound by the terms and conditions of this Agreement.
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Related to WARRANTIES; COMPLIANCE

  • Representations and Warranties; Compliance with Conditions The representations and warranties of Borrower contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the Closing Date with the same effect as if made on and as of such date, and no Default or an Event of Default shall have occurred and be continuing; and Borrower shall be in compliance in all material respects with all terms and conditions set forth in this Agreement and in each other Loan Document on its part to be observed or performed.

  • Representations and Warranties Complete The representations and warranties of the Company included in this Agreement and any list, statement, document or information set forth in, or attached to, any Schedule provided pursuant to this Agreement or delivered hereunder, are true and complete in all material respects and do not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading, under the circumstance under which they were made.

  • Representations and Warranties Correct The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects when made, and shall be true and correct in all material respects on the Closing Date, or the Subsequent Closing Date, as the case may be, with the same force and effect as if they had been made on and as of said date.

  • Warranties, etc Each Pledgor represents and warrants unto each Lender Party, as at the date of each pledge and delivery hereunder (including each pledge and delivery of Pledged Shares and each pledge and delivery of a Pledged Note) by such Pledgor to the Agent of any Collateral, as set forth in this Article.

  • REPRESENTATIONS AND WARRANTIES CONCERNING THE COMPANY The Company and Seller jointly and severally represent and warrant to the Purchaser that the statements contained in this Section 5 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 5).

  • Representations; Warranties; Covenants Grantor hereby represents, warrants and covenants that:

  • Representations and Warranties Concerning the Depositor The Depositor hereby represents and warrants to the Trustee, the Master Servicer and the Securities Administrator as follows:

  • Representations and Warranties Concerning Collateral, Etc The Company further represents and warrants to the Secured Party as follows: (a) the Company is the owner of or has other rights in or power to transfer the Collateral, free from any right or claim of any person or any adverse lien, except for the security interest created by this Agreement and the Permitted Liens, (b) none of the account debtors or other persons obligated on any of the Collateral is a governmental authority covered by the Federal Assignment of Claims Act or like federal, state or local statute or rule in respect of such Collateral, (c) the Company holds no commercial tort claim except as indicated on the Company's Perfection Certificate, (d) all other information set forth on the Company's Perfection Certificate pertaining to the Collateral is accurate and complete, and (e) there has been no change in any of such information since the date on which the Company's Perfection Certificate was signed by the Company.

  • Representations and Warranties; Covenants Each of the Seller and the Servicer hereby makes the representations and warranties, and hereby agrees to perform and observe the covenants, applicable to it set forth in Exhibits III and IV, respectively.

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