Your Organisation’s warranties Sample Clauses

Your Organisation’s warranties representations and undertakings 9.6.1 Your Organisation represents and warrants to the Department that: a. where Your Organisation is a corporation it is duly incorporated; b. Your Organisation has full power and authority to enter into, perform and comply with Your Organisation’s obligations under this Agreement; c. Your Organisation has duly and validly authorised the execution, delivery and performance of this Agreement; d. Your Organisation’s execution of, and compliance with, this Agreement does not and will not contravene any Law, any of Your Organisation’s constituent documents or any other agreement or arrangement to which Your Organisation is a party; e. at the date of signing this Agreement Your Organisation is not bankrupt, insolvent or in the process of being wound up; f. unless otherwise disclosed in this Agreement, Your Organisation is not entering into this Agreement as trustee of any trust or settlement or as the agent of any Client; g. Your Organisation has not made any false declaration in respect of any current or past dealings with the Commonwealth or any Government Agency, including in any tender or application process or in any agreement; h. Your Organisation will ensure that Your Organisation’s Personnel have the skills, qualifications and experience (including as specified in the Programme Manual), to deliver each Activity in an efficient and controlled manner with a high degree of quality and responsiveness and to a standard that complies with this Agreement; i. Your Organisation has the necessary resources, including financial resources, to deliver each Activity and will use those resources to deliver each Activity; j. the recruitment and management of Personnel that Your Organisation employs or engages with the use of the Grant funds will be fair, open, and based on merit; k. Your Organisation will, as soon as practicable, notify and fully disclose to the Department if: i. a termination event specified in clause 10.2 [Termination for default] has occurred or is likely to occur; ii. Your Organisation seeks, or proposes to seek, expert advice to address or avoid significant governance, management or financial issues; or iii. proceedings are taking place, are pending, or are threatened against Your Organisation which could have an adverse effect upon Your Organisation’s reputation or upon Your Organisation’s capacity to perform Your Organisation’s obligations under this Agreement. 9.6.2 Your Organisation acknowledges that the Depar...

Related to Your Organisation’s warranties

  • Company’s Representations, Warranties and Agreements To induce the Subscriber to purchase the Shares, the Company hereby represents and warrants to the Subscriber and agrees with the Subscriber as follows:

  • Nonsurvival of Representations, Warranties and Agreements None of the representations, warranties, covenants and agreements in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which by their terms apply in whole or in part after the Effective Time.

  • Representations, Warranties and Agreements You will make to each other Underwriter participating in an Offering the same representations, warranties, and agreements, if any, made by the Underwriters to the Issuer, the Guarantor, or the Seller in the applicable Underwriting Agreement or any Intersyndicate Agreement, and you authorize the Manager to make such representations, warranties, and agreements to the Issuer, the Guarantor, or the Seller on your behalf.

  • Survival of Representations, Warranties and Agreements Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

  • Representations & Warranties 14.1 Each Party represents that it has authority to enter into this Agreement and to do all things necessary to procure the fulfilment of its obligations in terms of this Agreement. 14.2 The Disclosing Party warrants that disclosure of the Confidential Information to the Receiving Party: 14.2.1 will not result in a breach of any other Agreement to which it is a party; and 14.2.2 will not, to the best of its knowledge and belief, infringe the rights of any third party; and the Disclosing Party hereby indemnifies and holds the Receiving Party harmless against any liability for third party claims on such a basis.