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<br />11. GENERAL WARRANTIES. <br />Company represents and warrants that: <br /> <br />11.1 It is a corporation duly incorporated, validly existing and in good standing under the <br />laws of Canada; <br /> <br />11.2 It has all the requisite corporate power and authority to execute, deliver and perform its <br />obligations under this Agreement; <br /> <br />11.3 The execution, delivery, and performance of this Agreement have been duly authorized <br />by Company; <br /> <br />11.4 No approval, authorization or consent of any governmental or regulatory authority is <br />required to be obtained or made by it in order for it to enter into and perform its <br />obligations under this Agreement; <br /> <br />11.5 In connection with its obligations under this Agreement, it shall comply with all <br />applicable federal, state and local laws and regulations and shall obtain all applicable <br />permits and licenses; and <br /> <br />11.6 The Company shall not violate any agreement with any third party by entering into or <br />performing this Agreement. <br /> <br />12. ADDITIONAL REPRESENTATIONS AND WARRANTIES. <br />Company represents warrants and covenants that: <br /> <br />12.1 The Services shall satisfy all requirements set forth in this Agreement, including but not <br />limited to the attached Exhibits; <br /> <br />12.2 Equipment warranties shall commence after acceptance of equipment has been <br />completed by the City. <br /> <br />12.3 All work performed by the Company and/or its subcontractors pursuant to this <br />Agreement shall meet industry accepted standards, and shall be performed in a <br />professional and workmanlike manner by staff with the necessary skills, experience and <br />knowledge customarily exercised by reputable members of Company's profession <br />practicing in the Metropolitan Northern California Area. Company will use reasonable <br />diligence and best judgment while exercising its professional skill and expertise; <br /> <br />12.4 Neither the Services, nor any Deliverables provided by the Company under this <br />Agreement will infringe or misappropriate any patent, copyright, trademark or trade <br />secret rights of any third party; and <br /> <br />12.5 The Company has taken and will continue to take precautions sufficient to ensure that it <br />will not be prevented from performing all or part of its obligations under this Agreement by <br />virtue of interruptions in the computer systems used by the Company. <br />