By OneNeck Sample Clauses

By OneNeck. OneNeck represents and warrants that: i) it is a corporation validly existing and in good standing under the laws of the State of Arizona; ii) it has all requisite corporate power and authority to execute, deliver and perform its obligations under this Agreement; iii) no approval, authorization or consent of any governmental or regulatory authority is required to be obtained or made by it in order for it to enter into and perform its obligations under this Agreement; iv) in connection with performing its obligations under this Agreement, it shall comply with all applicable Federal, state and local laws and regulations and has obtained all necessary applicable permits, rights and licenses; v) it is the owner, or otherwise has the right (or shall acquire the right, as appropriate) to any writing or work of authorship created by OneNeck in the course of performing the Services (“Developed Software”) and that the Developed Software and the provision of the Services hereunder will not infringe upon the United States or European Union proprietary rights of any third party; vi) each of its employees providing Services hereunder shall have the proper training, skill and background, and that all Services shall be performed in a workmanlike manner consistent with good practice in the industry; vii) the Services shall be performed in accordance with the provisions of this Agreement; viii) the entering into and performance of this Agreement will not violate any judgment, order, law, or regulation applicable to OneNeck, or any provision of OneNeck’s Articles of Incorporation or by-laws; ix) shall use professional industry standards to secure information and data stored on the OneNeck system and transported from the OneNeck System to Client or to third parties; and x) there are no actions, suits, or proceedings pending, or to the knowledge of OneNeck, threatened, before any court or administrative agency, arbitrator, or governmental body which will, if determined adversely to OneNeck, materially adversely affect its ability to perform its obligations under this Agreement or any related agreement to which it is a party. The foregoing representations and warranties shall survive the execution and delivery of this Agreement and any amendments hereto.
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