Provision Language
20. Warranties
20.1 Warranties. As of the date of signature of this agreement, Awardee warrants that the following statements (“Warranties“) are true and correct:
a. it has the full power and authority to enter into and assume its obligations under this agreement;
b. it is in material compliance with all statutes, regulations, directives and requirements of any governmental entity that relate to its activities and obligations;
c. to the best of its knowledge and belief, it does not infringe, misappropriate or violate the intellectual property, privacy or publicity rights of any third party that are relevant to the Project;
d. it has not granted rights to any third party in respect of project results (other than in accordance with the terms of this Agreement);
e. to the best of its knowledge and belief, no person has any right or claim to any payment or other compensation in respect of the use or exploitation of the Project Results, except as set out in pre-existing or contemplated licence agreements with third parties, copies of which have been provided to CEPI prior to the date of signature of this Agreement;
f. to the best of its knowledge and belief, none of awardee and its sub-awardees, nor any officer or employee of the foregoing has been debarred or is subject to debarment by a regulatory authority or funding agency anywhere;
g. it is not a restricted party; in breach of sanctions; or subject to or involved in any complaint, claim, proceeding, formal notice, investigation or other action by any regulatory or enforcement authority or third party concerning any Sanctions;
h. none of the funds provided under this agreement (whether via a sub-contract, sub-grant or otherwise) are used in any way directly or indirectly to provide support, resources, assets or any other benefit to, a Restricted Party in a manner that would violate Sanctions;
i. all financial statements and budgets submitted to CEPI as of the date of signature of this Agreement are true, complete and accurate;
j. to the best of its knowledge and belief, all encumbrances have been disclosed that could affect CEPI’s use of the Public Health License; and
k. the pre-award costs that CEPI has agreed to fund commencing on the pre-activities start date and included in the Budget have been performed in accordance with (i) the CEPI Policies and Procedures agreed upon in the prior funding agreement between the parties, effective as of 1 April 2019, as amended and (ii) the principles and requirements contained in the Third Party Code, as agreed between the Parties in the Declaration dated 30 September 2019.
20.2 The Awardee will: undertake during the term of this agreement that all of the statements warrantied above will remain true and correct, and shall notify CEPI promptly in the event that this changes.