Warranty and Undertaking. 3.1 The Authorising Rightholder warrants that it has the full right and authority to enter into this Authority to Act and that the exercise by PICSEL of the Mandated Rights will not violate or infringe the right of any third party or be in breach of any applicable laws or regulations.
3.2 The Authorising Rightholder warrants and undertakes with PICSEL that, where applicable, it shall appropriately and effectively allocate and distribute payments from the exploitation of the Mandated Rights hereunder due to the relevant Rightholder(s) of the Image(s) in accordance with the agreement(s) between the Authorising Rightholder and such Rightsholder(s).
3.3 The Authorising Rightholder agrees that this Authority to Act shall also be subject to PICSEL’s Distribution Policy and any other relevant rules and policies validly adopted by PICSEL.
3.4 The Authorising Rightholder shall co-operate with PICSEL in any way that PICSEL may reasonably require (including without limitation the production of documents) to verify that it has the right to grant the Mandated Rights to PICSEL hereunder and that, where applicable, it is fulfilling its obligations under Clause 3.2 above.
Warranty and Undertaking. 24.1. You represent and warrant that you are not a party to any agreement, contract (whether of employment or otherwise) or understanding, which requires you to preserve the confidentiality of any information, client lists, trade secrets or other confidential information or which would in any way restrict or prohibit him from or conflict with or be breached by your undertaking or performing any of the duties of the employment in accordance with the terms and conditions of this Agreement.
24.2. You undertake that forthwith upon receiving from any person, firm or company an offer of employment, agency, consultancy, partnership or joint venture, or an approach which may result in such an offer being received, during the employment or whilst any of the restrictions in this Agreement continue in force you will forthwith notify the Company and provide the person, firm or company making the offer with a full and accurate copy of this Agreement.
Warranty and Undertaking. 3.1 The Authorising Rightsholder warrants that it has the full right and authority to enter into this Authority to Act and that the exercise by PICSEL of the Mandated Rights will not violate or infringe the right of any third party or be in breach of any applicable laws or regulations.
3.2 The Authorising Rightsholder warrants and undertakes with PICSEL that, where applicable, it shall appropriately and effectively allocate and distribute payments from the exploitation of the Mandated Rights hereunder due to the relevant Rightsholder(s) of the Image(s) in accordance with the agreement(s) between the Authorising Rightsholder and such Rightsholder(s).
3.3 The warranties set out in clauses 3.1 and 3.2 shall be deemed repeated with each claim made by the Authorising Rightsholder through RightShare® or any other distribution system which may be adopted by PICSEL from time to time.
Warranty and Undertaking. Etika undertakes there will be no Leakage between the Locked Boxed Date and the Option Closing Date, subject to relevant exclusions, limitations and qualifications set out in this Section 6.
Warranty and Undertaking. Geely undertakes there will be no Leakage between the Locked Boxed Date and the Option Closing Date, subject to relevant exclusions, limitations and qualifications set out in this Section 6.
Warranty and Undertaking. In addition and without prejudice to all other warranties express or implied by law:-
(a) The Seller warrants that all products, materials or articles delivered to the Purchaser (1) will conform to the Purchaser’s purchase orders, quality standards, instructions, specifications and (if specified in writing by the Purchaser) drawings,
Warranty and Undertaking. Subject to Completion, the Seller warrants to the Purchaser that there has been no Leakage between the Locked Box Date and the date of this Agreement and undertakes to the Purchaser that there will be no Leakage between the date of this Agreement and the Completion Date (in each case other than the Notified Leakage Amount), provided that the Seller shall have no liability to the Purchaser under this Clause 8 if Completion does not occur.
Warranty and Undertaking. The Seller:
(a) warrants to the Purchaser that from (but excluding) the Locked Box Date to (and including) the date of this Agreement, there has been; and
(b) undertakes to the Purchaser to procure that from the date of this Agreement to (and including) the Completion Date, there will be,
Warranty and Undertaking. (a) The Seller:
(i) warrants to the Buyer that, during the period commencing on the date immediately following the Locked Box Date and expiring on the date immediately preceding the date of this Agreement, there has been; and
(ii) undertakes to the Buyer that, during the Interim Period, there shall be, no Leakage provided that the Seller shall have no liability to the Buyer under this Clause 4.1 or Clause 4.4 if Closing does not occur.
(b) Compliance by the Seller with its obligations under Clause 6 (PreClosing Obligations) does not prevent something that would otherwise be Leakage from being Leakage.
Warranty and Undertaking. 1. Each party warrants to the other party that it has obtained all necessary authorizations, and all necessary approvals or authorizations have been obtained in execution hereof (including but not limited to governmental approval, approval or authorization of Board of Shareholders and Board of Directors). After execution and stamping hereof, either party shall not allege that the Agreement is invalid for no approval or authorization is obtained.
2. Each party warrants to the other party that its execution and performance hereof do not violate other contract, agreement and legal instrument signed with other parties. After effectiveness hereof, either party shall not allege that the Agreement is invalid or refuse to perform its obligation hereunder in the pretext of no necessary authorization for execution hereof or violation of other contract, agreement and legal instrument signed between other parties.
