Client represents and warrants that: (a) At any time the Contracts will be in compliance with all applicable federal, state and local laws and regulations, enforceable in accordance with their terms and not subject to any setoff, counterclaim, or defense; (b) the assignment and ongoing terms of Contracts to Member Solutions will not violate the terms of any of the Contracts or any obligation or agreement to which the Client or the Contracts are bound; (c) Client will faithfully, and to the best of its ability, perform its obligations under the Contracts for the term of each Contract, and the Client will take no action that may injure Member Solutions' rights or interests with respect to the Contracts; (d) Client will cooperate with Member Solutions and furnish any additional information or documents requested by Member Solutions in connection with its obligations under this Agreement; (e) Client shall immediately notify Member Solutions in the event of the change, cancellation, modification or alteration to the account information. In the event of any legal violations, not only will our clients remain fully responsible for any lack of compliance with applicable laws, but the terms and conditions of our agreements shall continue to govern the relationship.