Limited Warranty of Non-Infringement Sample Clauses

Limited Warranty of Non-Infringement. In addition to FIBERSTARS’ representations and warranties as a Supplying Party under the Master Services Agreement, FIBERSTARS represents and warrants that to the best of its knowledge none of the Services, Custom Deliverables, Developed IP or Background IP provided under this Fiberstars Development Agreement do or will at any time infringe upon any of the Intellectual Property Rights or other proprietary rights of any third party.
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Limited Warranty of Non-Infringement. In addition to ADLT’s representations and warranties as a Supplying Party under the Master Services Agreement, ADLT represents and warrants that to the best of its knowledge none of the Services, Custom Deliverables, Developed IP or Background IP provided under this ADLT Development Agreement do or will at any time infringe upon any of the Intellectual Property Rights or other proprietary rights of any third party.
Sample 1
Limited Warranty of Non-Infringement. GSK makes NO representations or warranties that ViroPharma’s exercise of its rights hereunder will not infringe the patent rights or other intellectual property of Third Parties. Except as disclosed on Schedule 12.1, GSK represents and warrants to ViroPharma, that to GSK’s knowledge, as of the Effective Date, there is no action, suit, proceeding, alternative dispute resolution, mediation or investigation pending against GSK relating to the Patent Rights. Except as disclosed in Schedule 12.1, GSK further represents and warrants to GSK, that to GSK’s knowledge, as of the Effective Date, the manufacture, marketing, sale and use of the GSK Compounds in the Territory do not infringe or violate any patent rights of Third Parties. Except as disclosed in Schedule 12.1, as of the Effective Date, GSK has not received notice of any material claim that the practice of the Patent Rights infringes or violates any patent rights of Third Parties, which would have a material adverse effect on the Patent Rights conveyed under this Agreement.
Sample 1

Related to Limited Warranty of Non-Infringement

  • Non-Infringement Except as disclosed on Schedule 3.12(d)(i) of the Disclosure Schedule, to the knowledge of the Company, there is no unauthorized use, unauthorized disclosure, infringement or misappropriation of any material Company-Owned IP Rights by any third party. Except as disclosed on Schedule 3.12(d)(ii) of the Disclosure Schedule, since January 1, 2018, the operation of the Business including (i) the design, development, manufacturing, reproduction, marketing, licensing, sale, offer for sale, importation, distribution, provision and/or use of any Company Product and/or Company-Owned IP Rights and (ii) the Company’s use of any product, device, process or service used in the Business as previously conducted, currently conducted and as proposed to be conducted, has not, does not and will not infringe (directly or indirectly, including via contribution or inducement), misappropriate or violate any Third Party Intellectual Property Rights, breach any terms of service, click-through agreement or any other agreement or rules, policies or guidelines applicable to use of such Third Party Intellectual Property Rights, and does not constitute unfair competition or unfair trade practices under the applicable Law of any jurisdiction in which the Company conducts the Business or in which Company Products are marketed, distributed, licensed or sold, in each case except as would not reasonably be expected to result in a material and adverse effect to the Company, and, to the knowledge of the Company, there is no reasonable basis for any such claims. Except as disclosed on Schedule 3.12(d)(ii) of the Disclosure Schedule, since January 1, 2018, the Company has not been sued in any Proceeding or received written notice alleging that the Company has infringed, misappropriated, or violated or, by conducting the Business, would infringe, misappropriate, or violate any Intellectual Property of any other person or entity. Except in relation to the items disclosed on Schedule 3.12(d)(ii) of the Disclosure Schedule, the Company has not received any opinion of counsel that any Company Product or Company-Owned IP Rights or the operation of the Business, as previously, currently conducted, or as proposed to be conducted, infringes or misappropriates any Third Party Intellectual Property Rights.

  • Patent Infringement 3.1 Each party will notify the other promptly in writing when any infringement by another is uncovered or suspected.

  • Disclaimer of Implied Warranties EACH PARTY DISCLAIMS ALL WARRANTIES IN RESPECT OF GOODS OR SERVICES SUPPLIED BY IT UNDER THIS AGREEMENT THAT ARE IMPLIED BY LAW OR BY THE TERMS OF THE AGREEMENT, EXCEPT FOR THE WARRANTIES SET FORTH IN SECTION 2.1. THIS DISCLAIMER SHALL NOT BE CONSTRUED TO NEGATE OR LIMIT ANY WARRANTY OF TITLE OR RIGHT TO SELL IMPLIED BY LAW OR CUSTOM OF TRADE AND EACH PARTY EXPRESSLY WARRANTS, IN RESPECT OF ALL GOODS TO BE SOLD, THAT IT WILL HAVE AND WILL CONVEY TO OFFICEMAX GOOD AND MERCHANTABLE TITLE TO SUCH GOODS AND THAT IT WILL WARRANT AND DEFEND SUCH TITLE AGAINST THE CLAIMS OF ALL PERSONS WHATSOEVER.

  • Trademark Infringement (a) If either Party learns that a third party is infringing the ACTIMMUNE xxxx, it shall promptly notify the other in writing. The Parties shall use reasonable efforts in cooperation with each other to stop such trademark infringement without litigation.

  • Intellectual Property Infringement To the knowledge of the Company and the Operating Partnership and except as disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus, neither the Company nor any of its Subsidiaries has infringed or is infringing the intellectual property of a third party, and neither the Company nor any of its Subsidiaries has received notice of a claim by a third party to the contrary, except for any such notice that would not reasonably be expected to have a Material Adverse Effect.

  • Limited Warranty 17.1 The Regents warrants that it has the lawful right to grant this license to Licensee.

  • Other Infringement The Parties shall mutually agree on a case-by-case basis (A) whether to bring (or defend) and control any action or proceeding with respect to Competitive Infringement of any Patent Right that is not a Relevant Patent Right, (B) which Party would bring (or defend) and control such action, and (C) how the expenses of, and any recovery from, any such action would be allocated.

  • Warranty of Quality 9.1 GUARANTEE OF MATERIAL AND WORKMANSHIP 9.2 NOTICE OF DEFECTS 9.3 REMEDY OF DEFECTS

  • Breach of Representations or Warranties Any representation or warranty made by the Borrower to the Lenders or the Administrative Agent under this Agreement, or any certificate or information delivered in connection with this Agreement, shall be false in any material respect when made or deemed made.

  • No Third Party Infringement To the Knowledge of the Company, no person has or is infringing or misappropriating any material Company Owned Intellectual Property.

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