[This Clause 18 describes the warranties and undertakings that CEPI requires of an awardee.]
18.1 Warranties. As of the Effective Date, 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 Effective Date;
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. all financial statements and budgets submitted to CEPI as of the Effective Date are true, complete and accurate; and
h. to the best of its knowledge and belief, all encumbrances have been disclosed that could affect CEPI’s use of the Public Health License.
18.2 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.