Customer’s Representations and Warranties Sample Clauses

Customer’s Representations and Warranties. 12.1 The Customer represents and warrants that: (a) the Customer is qualified to operate the Equipment and has obtained all necessary licenses, certifications, credentials, and permits required for operation of the Equipment; (b) the Customer will ensure anyone operating or using the Equipment is: (i) qualified and adequately experienced to operate or use the Equipment; (ii) provided with suitable training in the Equipment’s operation or use before operating or using it; (iii) not suffering from a physical or mental impairment of ability to operate or use it; (iv) not consuming or under the influence of any alcohol, drugs or other substances that impair their ability whilst operating the Equipment; and (v) only operating the Equipment under the Customer’s direct supervision; (c) the Customer is familiar with and will operate and use the Equipment for its intended use only in accordance with the manufacturer’s specifications for the Equipment as contained in the manufacturer’s operation and maintenance manual or other similar use guidelines, conditions or requirements made available to the Customer for the Equipment by Equipt (Manual) and in accordance with good practice and any applicable industry standards or guidelines (including from WorkSafe NZ), legislation, regulations and bylaws and the Customer will ensure that anyone using or engaging in the operation of the Equipment will so comply; (d) if a logbook is provided with the Equipment, the Customer will complete all required entries in the log book during the Rental Period; (e) the Customer will notify Equipt immediately when the Equipment is due for service in line with the Manual or any notification located on or within the Equipment or logbook (if a logbook has been provided) and will make the Equipment available for Equipt to perform such servicing; (f) the Customer will at all times take all reasonable precautions to prevent any loss or damage to the Equipment and will not use the Equipment in a manner that is likely to result in anything other than ordinary wear and tear of the Equipment; (g) the Customer is capable of and qualified to inspect the Equipment to determine its condition, state of repair, whether it is in good working order, safe to use and suitable for Customer’s intended use and the Customer will perform such an inspection on every occasion and undertake all pre-start checks required in the Manual before attempting to use the Equipment. If any issues are found during any inspectio...

Customer’s Representations and Warranties. Customer represents and warrants that (a) Customer has full right, power and authority to enter into this Agreement, and the person executing this Agreement on behalf of Customer is authorized to do so; (b) this Agreement is binding on Customer and enforceable against Customer in accordance with its terms; (c) Customer may lawfully establish and open the Account for the purpose of effecting purchases and sales of Contracts through ▇▇▇▇▇▇ ▇▇▇▇▇▇▇; (d) transactions entered into pursuant to this Agreement will not violate any applicable law (including any Applicable Law) to which Customer is subject or any agreement to which Customer is subject or a party; and (e) all information provided by Customer in the Account Application preceding this Agreement (which Application and the information contained therein hereby is incorporated into this Agreement) is true and correct and Customer shall immediately (and in no event later than within one business day) notify ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of any change in such information.

Customer’s Representations and Warranties. As of the date hereof, the date of each Contract and other transaction in Customer’s Account and any date on which Service Provider Risk Disclosure Statement or Trading Policies are revised, updated or amended, Customer represents and warrants to Service Provider and agrees for the benefit of Service Provider that: (a) If a natural person, Customer is of sound mind, legal age (18 in the USA) and legal competence. (b) If not a natural person (that is, if Customer is a corporation, LLC or other entity), Customer is duly organized and validly existing under the applicable laws of the jurisdiction of its organization. (c) Execution and delivery of this Agreement and all Contracts and other transactions contemplated hereunder and performance of all obligations contemplated under this Agreement and all Contracts and other transactions contemplated hereunder have been duly authorized by Customer and are legally binding. (d) Each person executing and delivering this Agreement and all Contracts and other transactions contemplated hereunder on behalf of Customer performing the obligations contemplated under this Agreement and any Contract and other transaction contemplated hereunder on behalf of Customer, has been duly authorized by Customer to do so. (e) Execution and delivery by Customer of this Agreement and all Contracts and other transactions contemplated hereunder, and performance of all of Customer’s obligations contemplated under this Agreement and any Contract and other transaction contemplated hereunder, will not violate any statute, rule, regulation, ordinance, charter, by-law or policy applicable to Customer. (f) Customer has full beneficial ownership of Customer’s Account. Customer has not granted and will not grant a security interest in Customer’s Account with Service Provider (other than the security interest granted to Service Provider hereunder) to any person without Service Provider prior written consent. Customer has full beneficial ownership of all collateral and will not grant any security interest in any Collateral to any person (other than the security interest granted to Service Provider hereunder) without prior written consent of Service Provider. (g) Customer will execute and deliver all documents, give all notices, make all filings and take such other actions as Service Provider, in its sole discretion, deems necessary or desirable to evidence or perfect any security interest in favor of Service Provider or to protect Service Provider int...

Customer’s Representations and Warranties. Customer represents and warrants that it has the right to enter into this License Agreement, that Customer is a corporation duly organized and existing (and in good standing) under the laws of the country or state of its incorporation and has the power and authority (corporate or otherwise) to execute and deliver this License Agreement.

Customer’s Representations and Warranties. Customer represents and warrants that (a) Customer has full right, power and authority to enter into this Agreement, and the person executing this Agreement on behalf of Customer is authorized to do so; (b) this Agreement is binding on Customer and enforceable against Customer in accordance with its terms; (c) Customer may lawfully establish and open the Account for the purpose of effecting purchases and sales of Contracts through Morgan Stanley; (d) transactions entered into pursuant to this Agre▇▇▇▇▇ w▇▇▇ ▇▇▇ violate any applicable law (including any Applicable Law) to which Customer is subject or any agreement to which Customer is subject or a party; and (e) all information provided by Customer in the Account Application preceding this Agreement (which Application and the information contained therein hereby is incorporated into this Agreement) is true and correct and Customer shall immediately (and in no event later than within one business day) notify Morgan Stanley of any change in such information.

Customer’s Representations and Warranties. 14.1.1. Subject to section 14.3.1, the Customer represents and warrants to the Transmitter as follows, and acknowledges and confirms that the Transmitter is relying on such representations and warranties without independent inquiry in entering into this Agreement: (a) it is duly incorporated, formed or registered (as applicable) under the laws of its jurisdiction of incorporation, formation or registration (as applicable); (b) it has all the necessary corporate power, authority, and capacity to enter into this Agreement and to perform its obligations hereunder; (c) the execution, delivery and performance of this Agreement by it has been duly authorized by all necessary corporate and/or governmental and/or other organizational action and does not (or would not with the giving of notice, the lapse of time or the happening of any other event or condition) result in a violation or a breach of or a default under or give rise to a right of termination, greater rights or increased costs, amendment or cancellation or the acceleration of any obligation under (i) any charter or by-law instruments of the Customer; (ii) any contracts or instruments to which the Customer is bound; or (iii) any laws applicable to it; (d) any individual executing this Agreement and any document in connection herewith, on behalf of the Customer has been duly authorized to execute this Agreement and has the full power and authority to bind the Customer; (e) this Agreement constitutes a legal and binding obligation on the Customer, enforceable against the Customer in accordance with its terms; (f) other than the facilities listed in Schedule H, its facilities meet the technical requirements of this Agreement; and (g) it holds all permits, licences and other authorizations that may be necessary to enable it to carry on its business.

Customer’s Representations and Warranties. Customer represents, warrants and covenants that: (i) it shall comply with good business practices and all laws and regulations relevant to this Agreement or the subject matter hereof, (ii) it shall use the then current names used by Seller for the Products, provided that all advertisements, promotional materials, packaging and anything else bearing any trademark of Seller's shall identify Seller as the trademark owner and shall be subject to Seller's prior written approval and (iii) it shall comply with all export laws, restrictions, national security controls and regulations of the United States or other applicable foreign agency or authority, and not to export or re-export, or allow the export or re-export of any Product or Proprietary Information of Seller or any direct product thereof in violation of any such restrictions, laws or regulations, or without all required licenses and proper authorizations, any Group D:I or E:2 country (or national of such country) specified in the then current U.S. Export Administration Regulations (or any successor supplement or regulations).

Customer’s Representations and Warranties. As a material inducement to entering into this Agreement, Customer represents and warrants to Gexa as follows: (a) it is a duly organized entity and is in good standing under the laws of Texas; (b) the execution and delivery of the Agreement are within its powers, have been duly authorized by all necessary action, and do not violate the terms or conditions of contracts it is party to or laws applicable to it; (c) performance of this Agreement will be duly authorized by all necessary action and will not violate the terms or conditions of contracts it is party to; (d) as of the date sales of electricity by Gexa to Customer under the Agreement start, Customer will have all regulatory authorizations necessary for it to legally perform its operations and such performance will not violate the terms or conditions of contracts it is party to or laws applicable to it; (e) this Agreement is a legal, valid, and binding obligation of Customer enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, and other laws affecting creditor's rights generally, and with regard to equitable remedies, subject to the discretion of the court before which proceedings to obtain the same may be pending; (f) there are no bankruptcy, insolvency, reorganization, receivership, or other similar proceedings pending or being contemplated by it, or to its knowledge threatened against it; (g) there are no suits, proceedings, judgments, rulings, or orders by or before any court or any government authority that could materially adversely affect its ability to perform the Agreement; and (h) as of the Effective Date and throughout the Term, there is no other contract for the purchase of electricity by Customer for the ESI ID(s), or, if such a contract presently exists, that it will terminate prior to delivery under this Agreement.

Customer’s Representations and Warranties. 8.2.1 Customer represents and warrants that, without the written consent of LST, Customer will not sublicense any right granted herein to any third party, except as provided in this Agreement. 8.2.2 Customer will not modify, adapt, translate, reverse engineer, decompile, disassemble, or sell or create derivative works based on the CViConnect Platform, in whole or in part, nor modify, adapt, translate or create derivative works based on the CViConnect Platform, in whole or in part, without the prior written consent of LST.