By Client Sample Clauses

By Client. Client agrees to indemnify, defend and hold Agency, its officers, directors, employees, agents, attorneys, subsidiaries, affiliated companies, parent companies, representatives, and successors and assigns, harmless from and against all Losses to the extent such Losses arise out of or are primarily related to (i) the negligent or wrongful acts, errors, or omissions of Client or its employees, agents affiliates, assigns or any creditor or prior account holder, or the employees or agents of any of them, in connection with this Agreement, including but not limited to errors or omissions in connection with information furnished by Client to Agency concerning a Referred Account, or (ii) any collection effort by Client or any other collection agency as to a Referred Account.
By Client. Client agrees to indemnify, save and hold harmless Designer from any and all damages, liabilities, costs, losses or expenses arising out of any claim, demand, or action by a third party arising out of any breach of Client’s responsibilities or obligations, representations or warranties under this Agreement. Under such circumstances, Client shall promptly notify Designer in writing of any claim or suit. Client has sole control of the defense and all related settlement negotiations. Designer shall provide Client with commercially reasonable assistance, information and authority necessary to perform Client’s obligations under this section.
By Client. Client hereby represents and warrants to CBSW that, to the best of its knowledge, (i) it has the requisite intellectual property and legal rights related to the Client Deliverables and the Product to authorize the performance of CBSW's obligations under this Agreement, and (ii) the performance of the Development Plan and the production by CBSW of the Product as contemplated in this Agreement will not give rise to a potential cause of action by a third party against CBSW for infringement or another violation of intellectual property rights. Such representation and warranty will not apply to any production equipment supplied by CBSW.
By Client. The Client indemnifies Viterra and will keep it indemnified from and against all actions, claims, demands, proceedings and Losses suffered or incurred by Viterra arising directly or indirectly out of or in relation to:
By Client. Client represents, warrants and covenants to Designer that (a) Client owns all right, title, and interest in, or otherwise has full right and authority to permit the use of the Client Content, (b) to the best of Client’s knowledge, the Client Content does not infringe the rights of any third party, and use of the Client Content as well as any Trademarks in connection with the Project does not and will not violate the rights of any third parties, (c) Client shall comply with the terms and conditions of any licensing agreements which govern the use of Third Party Materials, and (d) Client shall comply with all laws and regulations as they relate to the Services and Deliverables.
By Client. The Client may terminate this Agreement immediately upon delivery of written notice to SPC. In addition, the Client, from time to time, may expand or reduce the scope of services provided by SPC. For example, as illustration, Client may determine that the number of employees at Client has increased to the level where human resource management should now be handled “in-house” rather than by SPC. The parties recognize that this will be a flexible and evolving relationship. If SPC shall incur any expenses in connection with and resulting from the Client’s expansion, reduction, or termination of any specific services or provision of technology hereunder, Client shall reimburse SPC for such costs or expenses promptly upon receipt of an itemized account thereof.
By Client. Client will continue to own all rights in any materials it developed or otherwise obtained outside of the scope of this Master Agreement and that it owned and or created prior to execution hereof. Notwithstanding anything to the contrary, TRITAN shall, to the extent necessary, have the right during the Term to access and use all materials owned or licensed by Client that are necessary for TRITAN to perform its obligations under this Master Agreement, subject to the terms and conditions of this Master Agreement.