Common use of EXCEPT AS Clause in Contracts

EXCEPT AS. EXPRESSLY SET FORTH HEREIN, LICENSOR, AND ANY RELATED ENTITIES INCLUDING LICENSOR’S DIRECTORS, OFFICERS, EMPLOYEES, AND AFFILIATES MAKE NO REPRESENTATIONS AND EXTEND NO WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, VALIDITY OF ISSUED OR PENDING PATENT CLAIMS, IN THE ABSENCE OF LATENT OR OTHER DEFECTS, WHETHER OR NOT DISCOVERABLE. NOTHING IN THIS AGREEMENT SHALL BE CONSTRUED AS A REPRESENTATION MADE OR WARRANTY GIVEN BY LICENSOR THAT THE PRACTICE BY LICENSEE OF THE LICENSES GRANTED HEREUNDER SHALL NOT INFRINGE THE PATENT OR TRADEMARK RIGHTS OF ANY THIRD PARTY. IN NO EVENT SHALL LICENSOR, ITS DIRECTORS, OFFICERS, EMPLOYEES, OR AFFILIATES BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING ECONOMIC DAMAGE OR INJURY TO PROPERTY OR LOST PROFITS, REGARDLESS OF WHETHER LICENSOR SHALL BE ADVISED, SHALL HAVE OTHER REASON TO KNOW, OR IN FACT SHALL KNOW OF THE POSSIBILITY.

EXCEPT AS. EXPRESSLY SET FORTH HEREINPROVIDED IN SECTION 15.1, THE PARTIES ACKNOWLEDGE AND AGREE THAT EACH LICENSOR, AND ANY RELATED ENTITIES INCLUDING LICENSOR’S DIRECTORSITS AFFILIATES, OFFICERSAGENTS, EMPLOYEES, AND AFFILIATES MAKE THE INVENTORS HAVE MADE NO REPRESENTATIONS AND EXTEND NO WARRANTIES OF ANY KINDOR WARRANTIES, EITHER EXPRESSED EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO TO, WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, VALIDITY OF ISSUED OR PENDING PATENT CLAIMS, IN THE ABSENCE OF LATENT OR OTHER DEFECTS, WHETHER OR NOT DISCOVERABLE. NOTHING IN ANY CONDITIONS, WARRANTIES OR OTHER TERMS IMPLIED BY STATUTE OR COMMON LAW ARE HEREBY EXCLUDED FROM THIS AGREEMENT SHALL BE CONSTRUED AS A REPRESENTATION MADE OR WARRANTY GIVEN TO THE FULLEST EXTENT PERMITTED BY LICENSOR THAT THE PRACTICE BY LICENSEE OF THE LICENSES GRANTED HEREUNDER SHALL NOT INFRINGE THE PATENT OR TRADEMARK RIGHTS OF ANY THIRD PARTYLAW. IN NO EVENT SHALL ANY LICENSOR, ITS DIRECTORSAFFILIATES, OFFICERSAGENTS, EMPLOYEES, OR AFFILIATES AND THE INVENTORS BE LIABLE HELD RESPONSIBLE FOR INCIDENTAL ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR LOSS OF ANY KINDPROFIT (WHETHER DIRECT OR INDIRECT) OR LOSS OF REVENUE, INCLUDING ECONOMIC DAMAGE BUSINESS OPPORTUNITY OR INJURY TO PROPERTY OR LOST PROFITS, REGARDLESS GOODWILL ARISING OUT OF WHETHER LICENSOR SHALL BE ADVISED, SHALL HAVE OTHER REASON TO KNOW, OR IN FACT SHALL KNOW CONNECTION WITH THE EXERCISE OF THE POSSIBILITYRIGHTS GRANTED TO LICENSEE UNDER THIS AGREEMENT, EVEN IF ANY LICENSOR IS ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES.

EXCEPT AS. EXPRESSLY SET FORTH HEREIN, LICENSOR, AND ANY RELATED ENTITIES INCLUDING LICENSOR’S DIRECTORS, OFFICERS, EMPLOYEES, AND AFFILIATES MAKE NO REPRESENTATIONS AND EXTEND NO WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, VALIDITY OF ISSUED OR PENDING PATENT CLAIMS, IN THE ABSENCE OF LATENT OR OTHER DEFECTS, WHETHER OR NOT DISCOVERABLE. NOTHING PROVIDED IN THIS AGREEMENT SHALL BE CONSTRUED AS A REPRESENTATION MADE OR WARRANTY GIVEN BY LICENSOR THAT THE PRACTICE BY LICENSEE OF THE LICENSES GRANTED HEREUNDER SHALL NOT INFRINGE THE PATENT OR TRADEMARK RIGHTS OF ANY THIRD PARTY. IN NO EVENT SHALL LICENSORAGREEMENT, UHN (WHICH INCLUDES ITS DIRECTORS, OFFICERS, EMPLOYEES, STAFF MEMBERS, STUDENTS, RESEARCH TRAINEES AND AGENTS) MAKES NO CONDITIONS, REPRESENTATIONS, WARRANTIES, UNDERTAKINGS, PROMISES, INDUCEMENTS OR AFFILIATES BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES AGREEMENTS OF ANY KIND, INCLUDING ECONOMIC DAMAGE WHETHER DIRECT, INDIRECT, COLLATERAL, EXPRESS OR INJURY TO PROPERTY OR LOST PROFITSIMPLIED, REGARDLESS OF WHETHER LICENSOR SHALL BE ADVISEDAS TO: a. ANY MATTER WHATSOEVER, SHALL HAVE OTHER REASON TO KNOWINCLUDING, WITHOUT LIMITATION, THE CONDITION, ORIGINALITY, OR IN FACT SHALL KNOW ACCURACY OF DATA, RESULTS, CONCLUSIONS AND PRODUCTS ARISING THEREFROM, AND ANY OTHER DELIVERABLE OR MATTER ARISING FROM THE PROVISION OF THE POSSIBILITYSERVICES, WHETHER TANGIBLE OR INTANGIBLE, AND ANY INTELLECTUAL PROPERTY ASSOCIATED THEREWITH, CONCEIVED, DISCOVERED, OR DEVELOPED UNDER OR AS A RESULT OF THIS AGREEMENT, AND b. THE OWNERSHIP, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF SAID DATA, RESULTS, CONCLUSIONS AND PRODUCTS ARISING THEREFROM, AND ANY OTHER DELIVERABLE OR MATTER ARISING FROM THE PROVISION OF THE SERVICES, AND ANY INTELLECTUAL PROPERTY ASSOCIATED THEREWITH, INCLUDING WITHOUT LIMITATION, ANY REPRESENTATIONS AND WARRANTIES IN RESPECT OF INTELLECTUAL PROPERTY ASSOCIATED WITH THE PROVISION OF ANY SERVICES OR IN RESPECT OF ANY DELIVERABLE OR OTHER MATTER ARISING FROM THE PROVISION OF THE SERVICES.

EXCEPT AS. EXPRESSLY SET FORTH PROVIDED HEREIN, LICENSOR, THE PARTIES ----------------------- PROVIDE ALL SERVICES HEREUNDER "AS IS" AND ANY RELATED ENTITIES INCLUDING LICENSOR’S DIRECTORS, OFFICERS, EMPLOYEES, AND AFFILIATES MAKE NO REPRESENTATIONS AND EXTEND NO EACH PARTY DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESSED WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR NON-INFRINGEMENT AND IMPLIED WARRANTIES ARISING FROM USAGE OF TRADE, VALIDITY COURSE OF ISSUED DEALING OR PENDING PATENT CLAIMSCOURSE OF PERFORMANCE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NEITHER PARTY WARRANTS THAT THEIR RESPECTIVE SERVICES WELL BE FREE FROM BUGS, DEFECTS OR ERRORS, OR THAT THE ABSENCE SERVICES HEREUNDER WELL BE ACCESSIBLE WITHOUT INTERRUPTION. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, EVEN IF THAT PARTY HAS BEEN ADVISED OF LATENT THE POSSIBILITY OF SUCH DAMAGES, ARISING FROM ANY PROVISION OF THIS AGREEMENT, SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR OTHER DEFECTSANTICIPATED PROFITS OR LOST BUSINESS. EXCEPT FOR PAYMENT OBLIGATIONS UNDER SECTION 4 OF THE BODY OF TIES AGREEMENT, WHETHER OR NOT DISCOVERABLE. NOTHING IN NEITHER PARTY'S LIABILITY UNDER THIS AGREEMENT SHALL EXCEED THE TOTAL AMOUNTS TO BE CONSTRUED AS A REPRESENTATION MADE OR WARRANTY GIVEN BY LICENSOR THAT THE PRACTICE BY LICENSEE OF THE LICENSES GRANTED HEREUNDER SHALL NOT INFRINGE THE PATENT OR TRADEMARK RIGHTS OF ANY THIRD PARTY. IN NO EVENT SHALL LICENSOR, ITS DIRECTORS, OFFICERS, EMPLOYEES, OR AFFILIATES BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING ECONOMIC DAMAGE OR INJURY TO PROPERTY OR LOST PROFITS, REGARDLESS OF WHETHER LICENSOR SHALL BE ADVISED, SHALL HAVE OTHER REASON TO KNOW, OR IN FACT SHALL KNOW OF THE POSSIBILITYPAID HEREUNDER.