Common use of Written Commitments Clause in Contracts

Written Commitments. Any written commitment by Contractor within the scope of this Contract shall be binding upon Contractor. Failure of Contractor to fulfill such a commitment may constitute a material breach and shall render Contractor liable for damages under the terms of this Contract. For purposes of this Section, a commitment by Contractor includes: (i) Charges, discounts, and options committed to remain in force over a specified period of time; and (ii) any warranty or representation made by Contractor in its Response or contained in any Contractor publications, written materials, schedules, charts, diagrams, tables, descriptions, other written representations, and any other communication medium accompanying or referred to in its Response or used to effect the sale to WSP. Legal and Regulatory Compliance. Contractor represents and warrants that the Services and Deliverables shall comply with all applicable federal and State laws, regulations, codes, Standards and ordinances, including but not limited to changes thereto during the term. Charges for such ongoing compliance are included in Contractor’s Charges. In the event that any Services performed or any Deliverables provided by Contractor are subsequently found to be in violation of such laws, regulations, codes, Standards or ordinances, it shall be the sole responsibility of Contractor to bring the Services and Deliverables into compliance at no additional cost to WSP. Performance Standards. Contractor warrants that it shall maintain the System, in whole and in part, to meet the Performance Standards. Contractor and WSP will conduct tests for measuring and certifying the achievement of the Performance Standards as described in Exhibit B. Contractor must implement all testing, measurement and monitoring tools and procedures required to measure and report Contractor’s performance of the System against the applicable Performance Standards. Such testing, measurement and monitoring must permit reporting at a level of detail sufficient to verify compliance with the Performance Standards, and will be subject to audit by WSP. Contractor will provide WSP with information and access to all information or work product produced by such tools and procedures upon request for purposes of verification.