Medical Practice Warranties Sample Clauses

Medical Practice Warranties. Medical Practice represents and warrants to EZDERM that (i) Medical Practice has full right, title, and interest in and to the Medical Practice Data it supplies to EZDERM or enters into the Software; (ii) the Medical Practice Data supplied by Medical Practice to EZDERM hereunder or entered into the Software is accurate and complete; (iii) Medical Practice and Medical Practice’s use of the Software, Documentation, Subscription, and Services will comply with all applicable federal, state, county, and local laws, ordinances, orders, codes, rule, and regulations; (iv) Medical Practice will use the Software, Documentation, Subscription, and Services strictly in accordance with the terms of this Agreement; (v) Medical Practice will not engage in any Prohibited Conduct; (vi) no Medical Practice Data will infringe the intellectual property rights or other rights of any third party; (vii) Medical Practice has secured all necessary licenses, consents, and/or authorizations for EZDERM to use the Medical Practice Data pursuant to the terms of this Agreement; (viii) Medical Practice holds, and will continue to hold, all necessary consents, licenses, permits, approvals, and/or authorizations required in order to perform any and all activities permitted under this Agreement; (ix) Medical Practice shall inform all of Medical Practice’s personnel (including, but not limited to, any agents of Medical Practice and all Authorized Users) using the Software, Documentation, Subscription, and Services that the use of the Software, Documentation, Subscription, and Services is subject to the terms of this Agreement and the Terms of Use, and shall ensure compliance by such personnel (including, but not limited to, any agents of Medical Practice and all Authorized Users) with the terms of this Agreement and the Terms of Use; (x) the performance by Medical Practice of its obligations under this Agreement, will not violate any provision of any existing law or regulation or any order or decree of any court or the organizational documents of such Party, or constitute a material breach of any mortgage, indenture, contract, or other agreements to which Medical Practice is a party or by which Medical Practice is bound; and (xi) neither Medical Practice nor its Authorized Users will transmit to EZDERM any Malicious Code.
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Related to Medical Practice Warranties

  • Definitions For purposes of this Agreement:

  • Miscellaneous The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in the Program at any time with or without cause. Nothing in the Agreement or in any other communication between TIPS and the Vendor may be construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the right to request additional proposals for items or services already on Agreement at any time.

  • Entire Agreement This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter contained in this Agreement and supersedes all prior agreements, understandings and negotiations between the parties.

  • IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.

  • NOW, THEREFORE the parties hereto agree as follows:

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • Notices Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the Purchase Agreement.

  • Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

  • WHEREAS the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

  • Termination This Agreement may be terminated at any time prior to the Closing:

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