Representations and Indemnification a.) The Company shall be deemed to make a representation of the accuracy of any and all material facts, material, information, and data which it supplies to the Consultant as of the date it supplies such information and data to the Consultant and the Company acknowledges its awareness that the Consultant will rely on such representation in disseminating such information and otherwise performing its financial public relations functions hereunder.
Representations and Indemnification. In the performance of this agreement, CONTRACTOR represents that it is a non profit for-profit organization (please check one) offering the services described herein to the general public. (If CONTRACTOR is incorporated, indicate date of incorporation and state of incorporation .) CONTRACTOR's employees are not agents or employees of the DEPARTMENT or XXXXX for any purpose and are not entitled to the benefits provided by XXXXX to its employees including, but not limited to, fringe benefits, health, workers' compensation, and unemployment insurance and pension plans or any other remuneration. CONTRACTOR shall assume full responsibility and liability for making and/or paying any and all federal, state, and/or municipal taxes, assessments, social security benefits and/or other deductions as required by law on behalf of itself and its employees. CONTRACTOR certifies that this agreement will not violate the terms of any contract with, or any obligation to, another institution or employer. CONTRACTOR may not contract with others to perform the same or similar services where such participation would interfere with the performance of CONTRACTOR's duties under this agreement. CONTRACTOR certifies that s/he is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. (If debarred, suspended, proposed for debarment, please check here. Payment from federal funds is prohibited in such cases.) CONTRACTOR further hereby exonerates, indemnifies and holds harmless XXXXX, including the Corporation, its trustees, officers, employees, and agents, for all liability, losses, damages or expenses from any and all fines, suits, claims, and demands, including reasonable attorney’s fees, arising from any actions of any kind or nature resulting from any acts, errors, or omissions of CONTRACTOR as a result of performing the services to be rendered hereunder, provided, however, that such indemnification shall not apply to any fines, suits, claims, and demands resulting from the sole negligence of DEPARTMENT or XXXXX. CONTRACTOR avers that it complies with all applicable federal and state laws and regulations governing employment relationships with its employees and subcontractors, including, but not limited to, equal employment and nondiscrimination, affirmative action, sexual harassment, equal pay, accommodation of disabilities, family and medical leave and workpla...
Representations and Indemnification a / Producer warrants and represents that he has the full right and ability to enter into this agreement, and is not under any disability, restriction, or prohibition with respect to the grant of rights hereunder. Producer warrants that the manufacture, sale, distribution, or other exploitation of the Masters hereunder will not infringe upon or violate any common law or statutory right of any person, firm, or corporation; including, without limitation, contractual rights, copyrights, and right(s) of privacy and publicity and will not constitute libel and/or slander. Artist warrants and represents that he has the full right and ability to enter into this agreement, and is not under any disability, restriction, or prohibition with respect to the grant of rights hereunder. Artist warrants that the manufacture, sale, distribution, or other exploitation of the Masters hereunder will not infringe upon or violate any common law or statutory right of any person, firm, or corporation; including, without limitation, contractual rights, copyrights, and right(s) of privacy and publicity and will not constitute libel and/or slander. The foregoing notwithstanding, Producer undertakes no responsibility whatsoever as to any elements added to the Masters by Artist, and Artist indemnifies and holds Producer harmless for any such elements. Producer warrants that he shall not "sample" (as that term is commonly understood in the recording industry) any copyrighted material or sound recordings belonging to any other person, firm, or corporation (hereinafter referred to as "Owner") without first having notified Artist and obtaining Artist's consent. Artist shall have no obligation to approve the use thereof; however, if approved, any payment in connection therewith, including any associated legal clearance costs, shall constitute an additional recording cost and expense and shall be borne by Artist. Knowledge by Artist that "samples" were used by Producer, which was not affirmatively disclosed by Producer to Artist, shall shift, in whole or in part, the liability for infringement or violation of the rights of any third party arising from the use of any such "sample" from Producer to Artist. At Artist's request, Producer shall cooperate with respect to any matters concerning "sampling" which may arise hereunder. The parties acknowledge that Producer did not incorporate any "samples" in the Master hereunder.
Representations and Indemnification. In the performance of this Agreement, Contractor expressly represents that the offering of services described herein is as an independent contractor and is entitled to be retained and compensated as such. The services described herein are offered to the general public. It is understood and agreed that Contractor will be subject to the control and direction of University only as stated herein and as to the intended result of Contractor’s work and not as to the manner, method or means by which it is accomplished. The relationship created by this Agreement extends only to the performance and completion of this project. The Contractor by its officers, employees and agents are not agents or employees of the Department or University for any purpose and is not entitled to the benefits provided by University to its employees, including, but not limited to, fringe benefits, health, workers' compensation, and unemployment insurance and pension plans or any other remuneration. The Contractor by its officers, employees or agents, is not authorized to assume or create any obligation or responsibility, express or implied, on behalf of, or in the name of, University or to bind University in any manner. As an independent contractor, Contractor shall assume full responsibility and liability for making and/or paying any and all federal, state, and/or local taxes, assessments, social security benefits and/or other deductions, as required by law. Should a determination by an agency, regulatory body, or court of competent jurisdiction be made to the contrary (i.e., that Contractor is not an independent contractor and/or is not entitled to be retained and compensated as an independent contractor under the circumstances of this engagement by the Department), Contractor shall assume full responsibility and liability for all taxes, assessments, and penalties imposed against Contractor and/or University resulting from such contrary interpretation, including, but not limited to, taxes, assessments and penalties which should have been withheld from payments to the Contractor. In consideration of University's engaging Contractor as an independent contractor, Contractor shall indemnify University against and hold harmless University, including its trustees, officers, employees, and agents, from any such liability or responsibility. Contractor certifies that this Agreement will not violate the terms of any agreement with, or any obligation to, another entity, institution, person or empl...
Representations and Indemnification. You represent and warrant to the Company that you have the right to continue to be employed by the Company and you are not subject to any contract, commitment, agreement, arrangement or restriction of any kind which might prevent you from performing your duties and obligations hereunder. You agree to indemnify the Company against any loss, liability, claim, damage and expense (including but not limited to reasonable attorney’s fees) to which the Company may be subject in any action brought by a third party arising out of or relating to a breach or alleged breach by you of any of your representations or warranties set forth above.
Representations and Indemnification. (a) G*A*C represents and warrants to Affiliate that (i) it is a corporation duly organized and validly existing under the laws of the State of Colorado; (ii) G*A*C has the corporate power and authority to enter into this Agreement and to fully perform its obligations hereunder; (iii) G*A*C is under no contractual or other legal obligation which in any way interferes with its ability to fully, promptly and completely perform hereunder; and (iv) nothing contained in the Service shall violate the civil or property rights, copyrights, trademark rights or right of privacy of any person, firm or corporation except that no representation and warranty is given with respect to music performance rights.
Representations and Indemnification. (a) PIN represents and warrants to Affiliate that (i) it is a general partnership duly organized and validly existing under the laws of the State of Colorado; (ii) PIN has the partnership power and authority to enter into this Agreement and to fully perform its obligations hereunder; (iii) PIN is under no contractual or other legal obligation which in any way interferes with its ability to fully, promptly and completely perform hereunder; and (iv) nothing contained in the Service shall violate the civil or property rights, copyrights, trademark rights or right of privacy or publicity of any person, firm or corporation, or libel or slander any person, firm or corporation, except that no representation and warranty is given with respect to music performance rights.
Representations and Indemnification. (a) In that GIVIGEST relies on information provided by COMPANY for a substantial part of its efforts, COMPANY represents that said information provided by COMPANY will be neither false nor misleading nor will COMPANY fail to disclose information necessary to make the other information provided not misleading.
Representations and Indemnification. (a) JIN represents and warrants to Affiliate that (i) it is a corporation duly organized and validly existing under the laws of the State of Colorado; (ii) JIN has the corporate power and authority to enter into this Agreement and to fully perform its obligations hereunder; (iii) JIN is under no contractual or other legal obligation which in any way interferes with its ability to fully, promptly and completely perform hereunder; and (iv) nothing contained in the Service shall violate the civil or property rights, copyrights, trademark rights or right of privacy of any person, firm or corporation except that no representation and warranty is given with respect to music performance rights.
Representations and Indemnification. 7.1 Representations Each party represents that: --------------------
