Xxxxxx Warranties. Each party represents and warrants that (a) it has the legal power to enter into this Agreement, (b) it will not transmit to the other party any Malicious Code, (c) the execution, delivery, performance of this Agreement have been duly authorized by the requisite action on the part of each party, and (d) it is financially solvent, able to pay its debts as they mature and able to complete its obligations hereunder.
Xxxxxx Warranties. Each party warrants that it has full power and authority to enter into and perform its obligations under this Agreement which, when signed, will constitute binding obligations on the warranting party. SCHEDULE 1 - TOURPLAN CLOUD PLATFORM SERVICES TERMS AND CONDITIONS The terms and conditions in this schedule apply to your use of Tourplan NX provided through the Tourplan Cloud Platform Services. If you are not using the Tourplan Cloud Platform Services then this schedule will not apply to you and does not form part of this Agreement.
Xxxxxx Warranties. Xxxxxx warrants that all Equipment will be delivered in good condition and properly certified to the requirements of 49 CFR and warranted for defects in material or workmanship for the Equipment body, but not for parts or additions thereto, for the rental period. For intermodal Equipment, Xxxxxx warrants that the Equipment as leased will pass inspection by the United States Department of Transportation. Should the Equipment fail to conform to Xxxxxx’x warranties and representations under this Agreement during the Rental Term, Xxxxxx shall, at its sole discretion: (a) arrange for the repair of such Equipment at Xxxxxx’x expense, (b) arrange for Customer to receive substantially similar replacement Equipment, or (c) agree to xxxxx Customer’s obligations to pay rental fees for such Equipment.
Xxxxxx Warranties. Xxxxxx hereby represents and warrants (garandeert) to Vendors that each of the Warranties set out in Schedule 7.1 is true and correct as of the date of this Agreement and the Closing Date.
Xxxxxx Warranties. Each Party represents and warrants to the other Party that it holds all necessary and required permits and authorizations, including, but not limited to, those required by the FD&C Act, and will undertake throughout the Term of this Agreement to maintain the same in full force and effect. Each Party further covenants that it will use commercially reasonable efforts to obtain all such other permits and authorizations as may be reasonably required from time to time in either case to operate their respective facilities and/or businesses in order to manufacture, provide, distribute and/or sell Product hereunder.
Xxxxxx Warranties. Each party to this Agreement represents and warrants to the other that it has the right and authority to enter into this Agreement and to perform all of its respective obligations and undertakings. Each party further represents and warrants that: (a) this Agreement has been duly executed and delivered and constitutes a valid and binding agreement enforceable against such party in accordance with its terms; (b) no authorization or approval from any other person is required in connection with such party's execution, delivery, or performance of this Agreement; and (c) the execution, delivery, and performance of this Agreement does not violate the terms or conditions of any other agreement to which it is a party or by which it is otherwise bound.
Xxxxxx Warranties. XXXXXX represents and warrants that services it performs in the Production of Drug Product shall be in accordance with all applicable laws and regulations, including, without limitation, the FD&C Act and cGMP and the standards and practices that are generally accepted in the industry and exercised by other persons engaged in performing similar services. XXXXXX represents and warrants that it has obtained (or will obtain prior to Producing Drug Product), and will remain in compliance with during the term of this Agreement, all permits, licenses and other authorizations (the “Permits”) which are required under federal, state and local laws, rules and regulations applicable to the Production only of Drug Product as specified in the Project Plan; provided, however, XXXXXX shall have no obligation to obtain Permits relating to the sale, marketing, distribution or use of Bulk Drug Substance or Drug Product or with respect to the Labeling of Drug Product. XXXXXX makes no representation or warranty with respect to the sale, marketing, distribution or use of the Bulk Drug Substance or as to printed materials supplied by CLIENT or its consignee. XXXXXX further represents and warrants that it is not now and has never been (i) a corporation, partnership, or association that has been debarred by the FDA under 21 U.S.C. §335a (a) or (b), or by any other regulatory agency (a “Debarred Entity”), from submitting or assisting in the submission of an abbreviated new drug application, or (ii) an employer, employee, partner, shareholder, member, subsidiary or affiliate of a Debarred Entity. XXXXXX further represents and warrants that it has not been convicted of or pled guilty or no contest to a crime or been sanctioned by a federal or state law enforcement, regulatory, or licensing agency. XXXXXX further represents and warrants that it has no knowledge of any circumstances which may affect the accuracy of the forgoing representations, and that it will immediately notify CLIENT in the event of any such debarment, conviction, threat or indictment occurring during the term of this Agreement.
Xxxxxx Warranties. 7.1 Eaton warrants that the Services are supplied:
Xxxxxx Warranties. Each party represents and warrants to the other that: (a) this Agreement has been duly executed and delivered and constitutes a valid and binding agreement enforceable against such party in accordance with its terms; (b) no authorization or approval from any third party is required in connection with such party's execution, delivery, or performance of this Agreement; and (c) the execution, delivery, and performance of this Agreement does not violate the laws of any jurisdiction or the terms or conditions of any other agreement to which it is a party or by which it is otherwise bound.
Xxxxxx Warranties. XXXXXX represents and warrants that, as of the time of delivery to CLIENT in accordance with this Agreement, all Product Produced under this Agreement (a) conforms to the Kit Component Specifications and/or Kit Specifications (as applicable), (b) has been Produced in accordance with cGMP and all applicable laws and regulations set forth in the Product Master Plan and in accordance with the applicable Certificates of Analysis (provided in accordance with the Quality Agreement) accompanying each Batch of Product, and (c) is not adulterated or misbranded within the meaning of the FD&C Act. XXXXXX represents and warrants that it has obtained (or will obtain prior to Producing Product), and will remain in compliance with during the term of this Agreement, all permits, licenses and other authorizations (the "Permits") which are required under federal, state and local laws, rules and regulations applicable to the Production only of Product as specified in the Product Master Plan; provided, however, XXXXXX shall have no obligation to obtain Permits relating to the sale, marketing, distribution or use of Products or with respect to the labeling of Products. XXXXXX makes no representation or warranty with respect to the sale, marketing, distribution or use of Bulk Conjugated Antibody, other CLIENT Supplied Components or Products or as to printed materials specified by CLIENT or its consignee. XXXXXX represents and warrants that (i) no XXXXXX employees performing services on behalf of XXXXXX under this Agreement have been debarred under Section 306 of the FD&C Act, and (ii) to its knowledge, no persons (other than XXXXXX employees) performing services on behalf of XXXXXX under this Agreement have been debarred under Section 306 of the FD&C Act. 12.3
