Disclaimer of Certain Warranties. Except as specifically set forth in Section 8.1 and 8.2, ARIDIS AND PVS EACH MAKE NO WARRANTIES TO THE OTHER, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES WITH RESPECT TO THE COMPLETION, SUCCESS OR PARTICULAR RESULTS OF THE PROJECT, STABILITY OR VIABILITY OF THE FINAL FORMULATION, OR THE CONDITION, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROJECT RESULTS.
Disclaimer of Certain Warranties. EXCEPT AS EXPRESSLY PROVIDED IN SECTION 11 ABOVE, LICENSOR MAKES NO EXPRESS OR IMPLIED WARRANTY OF ANY KIND, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. IF ANY OF THE FOREGOING DISCLAIMERS IS DETERMINED BY A COURT OF COMPETENT JURISDICTION TO BE UNENFORCEABLE, THEN ONLY THE INVALID DISCLAIMER SHALL BE STRICKEN AND ALL OTHERS WILL REMAIN IN FULL FORCE AND EFFECT.
Disclaimer of Certain Warranties. EXCEPT AS SET FORTH HEREIN, CLENE PROVIDES THIS AGREEMENT AND THE LICENSE HEREUNDER ON AN “AS IS” BASIS AND WITHOUT WARRANTY OF ANY KIND, AND HEREBY DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF SUFFICIENCY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, ACCURACY, AND RELIABILITY.
Disclaimer of Certain Warranties. EXCEPT AS EXPRESSLY PROVIDED IN ARTICLE 11.1, SELLER MAKES NO WARRANTIES OF ANY KIND OR CHARACTER EITHER EXPRESS OR IMPLIED UNDER THIS AGREEMENT. SELLER EXPRESSLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE EITHER EXPRESS OR IMPLIED WITH RESPECT TO THE CARBON DIOXIDE DELIVERED HEREUNDER.
Disclaimer of Certain Warranties. (i) It is the explicit intent and understanding of each party hereto that neither party hereto or any of such party’s Affiliates or Representatives is making any representation or warranty whatsoever, oral or written, express or implied, as to the accuracy or completeness of any information regarding the Business, the Transferred Assets or the Assumed Liabilities, except as expressly set forth in this Agreement, and neither party hereto is relying on any statement, representation or warranty, oral or written, express or implied, made by the other party hereto or such other party’s Affiliates or Representatives, except for the representations and warranties expressly set forth in this Agreement. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE BUYER ACKNOWLEDGES AND AGREES THAT, EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE SELLER DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES RELATING TO THE MAINTENANCE, REPAIR, CONDITION, DESIGN, PERFORMANCE OR MARKETABILITY OF ANY TRANSFERRED ASSET, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
(ii) None of the Seller, any of its Affiliates or any other Person shall have or be subject to any liability to the Buyer or any other Person with respect to any information, documents or materials furnished by the Seller, any of its Affiliates or any of their respective Representatives to the Buyer, including the Confidential Information Memorandum dated May 2005 prepared by Rxxxxx X. Xxxxx & Co. Incorporated and any information, documents or material made available to the Buyer and its Representatives in certain “data rooms,” management presentations or any other form in expectation of the transactions contemplated hereby. Without limiting the generality of the foregoing, in connection with the Buyer’s investigation of the Business, the Buyer has received certain estimates, projections and other forecasts regarding the Business and the Transferred Assets, including those contained in the Confidential Information Memorandum dated May 2005 prepared by Rxxxxx X. Xxxxx & Co. Incorporated, and the Buyer acknowledges that (A) there are uncertainties inherent in attempting to make such estimates, projections and other forecasts, (B) the Buyer is familiar with such uncertainties, (C) that the Buyer is taking full responsibility for making its own evaluation of the adequacy and accuracy of all estimates, projections and other forecasts so furnished to it (including the reasonablenes...
Disclaimer of Certain Warranties. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN THIS SECTION 7, THE DELIVERABLES PROVIDED BY XXXX TO CUSTOMER ARE PROVIDED BY XXXX “AS IS” WITHOUT ANY EXPRESSED OR IMPLIED WARRANTIES OR REPRESENTATIONS OF ANY KIND, INCLUDING, WITHOUT LMIITATION, (1) WARRANTIES AS TO MERCHANTABILITY OR USE FOR A PARTICULAR PURPOSE (INCLUDING, WITHOUT LIMITATION, INVESTMENT DECISIONS), WHETHER OR NOT XXXX KNOWS OR HAS REASON TO KNOW OR HAS BEEN ADVISED OF ANY SUCH PURPOSE, (2) WARRANTIES AS TO ANY RESULTS TO BE OBTAINED FROM ANY USE OF THE DELIVERABLES OR INFORMATION DERIVED FROM THE DELIVERABLES AND (3) ANY WARRANTY OF NONINFRINGEMENT. FURTHERMORE, XXXX MAKES NO GUARANTEE AS TO THE EFFICACY OR VALUE OF SUCH DELIVERABLES.
Disclaimer of Certain Warranties. Except as expressly provided in Section 11 above, licensor makes no express or implied warranty of any kind, including without limitation, any implied warranty of merchantability, title, non-infringement or fitness for a particular purpose. If any of the foregoing disclaimers is determined by a court of competent jurisdiction to be unenforceable, then only the invalid disclaimer shall be stricken and all others will remain in full force and effect.
Disclaimer of Certain Warranties. TO THE MAXIMUM EXTENT PERMISSIBLE IN LAW, EXCEPT FOR THE WARRANTIES SPECIFICALLY SET FORTH IN THIS ARTICLE 9 EACH PARTY DISCLAIMS ALL OTHER EXPRESS AND IMPLIED WARRANTIES WITH RESPECT TO THE ELEVANCE PRODUCTS AND THE CLARIANT PRODUCTS INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT OF THIRD PARTY INTELLECTUAL PROPERTY RIGHTS.
Disclaimer of Certain Warranties. Nothing in this Agreement is or shall be construed as:
(a) A warranty or representation by the KemPharm Parties that anything made, used, imported, sold, or offered for sale under the Acquired Products is or will be free from infringement of any Patent rights, foreign or domestic, or other intellectual property rights of any third party and/or KemPharm’s Patent rights beyond the Acquired Intellectual Property not covered by this Agreement; or
(b) An obligation of the KemPharm Parties to bring or prosecute actions or suits against third parties for infringement of the Acquired Products; or
(c) Granting, by implication, estoppel, or otherwise, any rights to Shire under Patents or other rights of the KemPharm Parties or third parties other than as expressly provided herein. EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE KEMPHARM PARTIES MAKE NO WARRANTIES WITH RESPECT TO ANY OF THE ACQUIRED PRODUCTS, WHETHER EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, BY STATUTE OR OTHERWISE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, KEMPHARM SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
Disclaimer of Certain Warranties. Information, reagents and materials (except Product) transferred from one Party to another in the course of this Agreement are supplied "as is" without warranties, express or implied, including any warranty of merchantability, title, freedom from infringement or fitness for a particular use.
