Supplier represents and warrants that. (i) it has the full power to enter into the Ordering Documents and to perform its obligations under the Ordering Documents; (ii) it has the right and unrestricted ability to assign the Work to IP including, without limitation, the right to assign any Work performed by Supplier Personnel and Subcontractors; (iii) the Work, and IP’s use of the Work, do not and will not infringe upon any Third Party’s Intellectual Property Rights, right of publicity or privacy, or any other proprietary rights, whether contractual, statutory or common law; (iv) Supplier will not disclose to IP, bring onto IP's premises, or induce IP to use any confidential or proprietary information that belongs to anyone other than IP or Supplier and that is not covered by a non-disclosure agreement between IP and Supplier; (v) Software supplied by Supplier does not contain any Harmful Code and (vi) Supplier’s Work conforms to IP’s specifications, Supplier’s quotation or proposal, and Supplier’s brochures or catalogs, and if none of the foregoing is applicable, then such Work is suitable for the intended use. 8.2
