Warranties and Acknowledgments Clause Samples

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. 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. 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. 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. 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. 6.1 BAN warrants that it is authorised by BAN to grant the Licence. 6.2 Subject to clause 7, BAN warrants that the AMS Software will perform substantially in conformance with the User's Manual provided. 6.3 The Licensee acknowledges that the quality of results produced by use of the AMS and the supply of the 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 AMS does 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. ⦁ We warrant that we are the owner of each NFT and have the right to transfer ownership of the same to you without any restrictions or claims by anyone else (save for those set out in the Smart Contract). ⦁ You acknowledge that your purchase of an NFT means you have full ownership rights in the Purchased NFT itself, including the right to store, sell and transfer your Purchased NFT, subject to restrictions or obligations set out in the Smart Contract. Your purchase of the Purchased NFT does not provide any rights, express or implied, in (including, without limitation, any copyrights Intellectual Property Rights in and to) the Digital Asset underlying the Purchased NFT other than those rights (if any) expressly set out in this Agreement and the Smart Contract. Your rights and interest in the Digital Asset and the Purchased NFT provided by this Agreement will immediately terminate upon any subsequent sale, transfer, dispossession, or other relinquishment of the Purchased NFT. ⦁ You acknowledge that you have a sufficient understanding of the functionality, usage, storage, transmission mechanisms and other material characteristics of blockchain technology, non-fungible tokens, digital assets, digital wallets, and cryptocurrencies to understand this Agreement and to appreciate the risks and implications of purchasing NFTs and ou acknowledge that you have obtained sufficient information to make an informed decision to purchase an NFT. ⦁ You acknowledge that we do not guarantee that you will be able to receive, access or view an NFT and/or Digital Asset. We do not provide any application, or other service to enable you to view, receive, access or view an NFT and/or Digital Asset, and that it is your responsibility to procure a Digital Wallet or other means to allow us to transfer an NFT to you and for you to access or view the Digital Asset upon such transfer.
Warranties and Acknowledgments. In relation to any Content you submit to the Website as a Member, 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 4.7(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. Guarantor warrants and acknowledges that: 7.1.1 there are no conditions precedent to the effectiveness of this Guaranty, and this Guaranty shall be in full force and effect and binding on Guarantor regardless of whether Lender obtains other collateral or any guarantees from others or takes any other action contemplated by Guarantor; 7.1.2 Guarantor has established adequate means of obtaining from sources other than Lender, on a continuing basis, financial and other information pertaining to Borrower’s financial condition and Borrower’s activities relating thereto and the status of Borrower’s performance of obligations imposed by the Loan Documents, and Guarantor agrees to keep adequately informed from such means of any facts, events or circumstances which might in any way affect Guarantor’s risks hereunder, and Lender has made no representation to Guarantor as to any such matters; and 7.1.3 the most recent financial statements of Guarantor previously delivered to Lender are true and correct in all material respects, have been prepared in a manner which fairly presents the financial condition of Guarantor as of the respective dates thereof, and no material adverse change has occurred in the financial condition of Guarantor since the respective dates thereof; and 7.1.4 Guarantor has not and will not, without prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer or otherwise dispose of all or substantially all of Guarantor’s assets, other than in the ordinary course of Guarantor’s business.
Warranties and Acknowledgments. 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 Agreement (including the Schedules) is true and correct, and that he has the capacity and authority to enter into the Agreement (ii) he satisfied himself that all boxes in the Schedules (indicating the selection of an option) have been correctly ticked (iii) he was given the opportunity to inspect the Financial Markets training materials prior to his electronic signature and satisfied himself with the Financial Markets training 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 Financial Markets 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, and that he received a copy by email thereof.