IP Warranty Sample Clauses

IP Warranty. Except with respect to the design and graphical elements and Web pages provided to ALPS by the Fund, ALPS warrants to the Fund that ALPS owns or has sufficient license or other legal rights in all software and intellectual property used by ALPS at its facilities to provide the ICS, and such use by ALPS does not infringe or otherwise violate the U.S. copyrights of any other party. In the event one or more ICS’ are not useable by Customer as a result of a breach of the foregoing warranty, then ALPS will use reasonable commercial efforts to: (a) procure for the Funds the right to continue using the ICS or infringing portion thereof, or (b) modify the ICS so that it becomes non-infringing but has substantially the same capabilities, or (c) replace the ICS or infringing part thereof by other systems of similar capability within a reasonable period of time under the circumstances. If ALPS is not able to satisfy the foregoing requirements, then, as the sole remedy, Fund will be entitled to terminate this Agreement immediately.
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IP Warranty. Seller warrants that the Seller's Equipment and the Services in the form in which they are delivered to the Buyer do not infringe any patent, trademark, trade name, copyright or registered design rights owned by any third party in the United States, Mexico or Canada. The foregoing warranty is referred to as the "IP Warranty"; the Base Warranties and the IP Warranties are collectively referred to as the "Warranties". The IP Warranty does not apply to any infringement which is due to WAB having followed a design or instruction provided by the Buyer or which is caused by or arises from the combination, association or utilization of WAB's Equipment or Services with articles or materials not supplied by WAB.
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IP Warranty. The Licensor warrants that to the best of its knowledge the IP that is the subject of the licence to the Licensee will not infringe the Intellectual Property rights of any third party if used for the Project.
Sample 1
IP Warranty. The Company is the legal and beneficial owner of all right, title and interest in and to the Intellectual Property, the Solutions and the Company Technology, having good title hereto, free and clear of any and all mortgages, liens, security interest and charges, and no person or entity has or shall have any claim of ownership with respect to the Intellectual Property, the Solutions or the Company Technology; The Intellectual Property is subsisting and is not invalid or unenforceable, in whole or in part; Company has not previously assigned, transferred, conveyed or otherwise encumbered any right, title or interest in the Intellectual Property, the Solutions or the Company Technology the subject of this Agreement and has not granted to any third party any license to use the Intellectual Property, Solutions or the Company Technology in any manner inconsistent with or in conflict with any provisions of this Agreement or the rights of Distributor under this Agreement, or any covenant not to xxx for any such use; Neither the Intellectual Property, the Solutions nor the Company Technology nor the disclosing, copying, making, using or selling of such Intellectual Property, Solutions or Company Technology, or products or services embodying such Intellectual Property, Solutions of Company Technology, violates, infringes or otherwise conflicts or interferes with any copyright, trade secret, trademark, service xxxx, patent or any other intellectual property or proprietary right of any third party; There are no claims, judgments or settlements relating to the Intellectual Property, the Solutions or the Company Technology to be paid by the Company, and no claim has been brought by any person or entity alleging that the Intellectual Property, the Solutions or the Company Technology or the disclosing, copying, making, using or selling of such Intellectual Property, Solutions or Company Technology or products or services embodying such Intellectual Property, Solutions or Company Technology, violates, infringes or otherwise conflicts or interferes with any copyright, trade secret, trademark, service xxxx, patent or any other intellectual property or proprietary right of any third party; and the Company does not know of any infringement by others of the Intellectual Property.
Sample 1
IP Warranty. The Council warrants that: (a) it is entitled; or (b) it will be entitled at the relevant time, to deal with the Intellectual Property in the Project Material in the manner provided for in this clause 17.
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IP Warranty. The Recipient warrants that: (a) it is entitled; or (b) it will be entitled at the relevant time, to licence the Intellectual Property in the Project Material and Existing Material in the manner provided for in this clause 17.
Sample 1

Related to IP Warranty

  • Virus Warranty The Contractor represents and warrants that Licensed Software contains no known viruses. Contractor is not responsible for viruses introduced at Licensee’s site.

  • Title Warranty Assignor warrants that: a. Except as specifically set forth in the Purchase and Sale Agreement described in Article 10. below or under the contracts and agreements listed in Exhibit 1 to this Assignment, and further except as a consequence of the formation of a unit, neither Assignor nor any parent, subsidiary or affiliate of Assignor during their respective periods of ownership has (A) executed any deed, conveyance, assignment or other instrument as an assignor, grantor, sublessor or in another capacity or (B) has breached any obligation under any Lease that would (i) result in Assignee's being entitled to receive less than the net revenue interest for any Lease, well or unit set forth in Exhibit 1 of all oil and gas in, under, and that may be produced, saved and marketed from or attributable to such Lease, well or unit, or (ii) obligate Assignee to bear the costs and expenses relating to the maintenance, development and operation of such Lease, well or unit in an amount greater than the working interest for such Lease, well or unit set forth in Exhibit 1, unless the net revenue interest attributable to said working interest is increased by a proportionate or greater amount; and b. Except as specifically set forth in the Purchase and Sale Agreement described in Article 10. below or under the contracts and agreements listed in Exhibit 1 to this Assignment, the Assets are free of all liens, security interests and encumbrances; (the limited warranty set forth in subparagraphs (a) and (b) above shall hereinafter be referred to as the Special Limited Warranty ). Assignor shall convey the Assets with no warranty whatsoever other than the Special Limited Warranty, but with full substitution and subrogation to Assignee in and to all covenants, agreements, representations and warranties made by others heretofore given or made in connection with the Assets or any part thereof.

  • Software Warranty We warrant that the Tyler Software will perform without Defects during the term of this Agreement. If the Tyler Software does not perform as warranted, we will use all reasonable efforts, consistent with industry standards, to cure the Defect in accordance with the maintenance and support process set forth in Section C(9), below, the SLA and our then current Support Call Process.

  • Hardware Warranty Company warrants that for a period of one (1) year from delivery of Hardware, Hardware will be free from defects in material and workmanship in normal use, but does not cover any of the following: (i) improper installation, maintenance, adjustment, repair or modification by Customer or a third party; (ii) misuse, neglect, or any other cause other than ordinary use, including without limitation, accidents or acts of God; (iii) improper environment, excessive or inadequate heating or air conditioning, electrical power failures, surges, water damage or other irregularities; (iv) third party software or software drivers; or (v) damage during shipment.

  • Customer Warranty Customer’s and its End Users’ use of the Services must always comply with all applicable Laws and this Agreement.

  • Workmanship Warranty Contract warrants that all components or deliverables specified and furnished by or through Contractor under the Project Definition/Work Order meet the completion criteria set forth in the Project Definition/Work Order and any subsequent statement(s) of work, and that services will be provided in a workmanlike manner in accordance with industry standards.

  • Price Warranty The Contractor warrants that the prices for the items sold to the City hereunder are not less favorable than those currently extended to any other customer for the same or similar items in similar quantities. The Contractor warrants that prices shown on this Purchase Order/Vendor Contract are complete, and that no additional charge of any type shall be added without the City’s express written consent.

  • Service Warranty Provider has carefully examined and analyzed the provisions of this Agreement, including but not limited to all exhibits attached and incorporated into it, and can and will perform, or cause, the Services to be performed in strict accordance with the provisions and requirements of the Agreement. Services will be performed in a timely, professional and workmanlike manner in accordance with all applicable industry and professional standards.

  • Manufacturer’s Warranty The Goods include the manufacturer’s standard limited parts warranty to replace defective parts covered under such warranty exclusive of labor. Labor is warranted by the Elevator Contractor for 90 days following installation. The manufacturer’s parts warranty may require that the Goods be maintained throughout the warranty period by an authorized manufacturer’s representative under a separate maintenance contract. Any warranty is conditioned on written notice to the Elevator Contractor within warranty period and contingent upon receipt of final payment to Elevator Contractor.

  • Representation / Warranty a. All statements contained herein or made in the Proclamation of Sale or otherwise relating to the Property are made without responsibility on the part of the Assignee, the Assignee’s Solicitors, the Auctioneer or their respective servants or agents. b. Such statements are statements of opinions and are not to be taken or relied upon as or implying a statement or representation of fact and any intending bidders must satisfy themselves by inspection or otherwise as to the correctness of any such statements. c. Neither the Assignee, the Assignee’s Solicitors, the Auctioneer nor any person in their employment has any authority to make or give any representation or warranty whatsoever in relation to the Property. d. No error, mis-statement, mis-description, omission or the existence of and/or intention for encroachment or acquisition shall annul the sale nor shall any abatement or compensation be allowed in respect thereof.

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