Mutual Disclaimer. Each of Senior Lender and Junior Lender is a sophisticated lender and/or investor in real estate and its respective decision to enter into the Senior Loan and the Junior Loan, as applicable, is based upon its own independent expert evaluation of the terms, covenants, conditions and provisions of, respectively, the Senior Loan Documents and the Junior Loan Documents and such other matters, materials and market conditions and criteria which Senior Lender and Junior Lender, as applicable, deems relevant. Each of Senior Lender and Junior Lender has not relied in entering into this Agreement and, respectively, the Senior Loan and the Senior Loan Documents or the Junior Loan and the Junior Loan Documents, upon any oral or written information, representation, warranty or covenant from the other, or any of the other’s representatives, employees, Affiliates or agents (other than the representations and warranties of the other contained herein). Each of Senior Lender and Junior Lender further acknowledges that no employee, agent or representative of the other has been authorized to make, and that each of Senior Lender and Junior Lender has not relied upon, any statements, representations, warranties or covenants of the other, other than those specifically contained in this Agreement. Without limiting the foregoing, each of Senior Lender and Junior Lender acknowledges that the other has made no representations or warranties as to the Senior Loan or the Junior Loan, as applicable, or the Premises (including, without limitation, the cash flow of the Premises, the value, marketability, condition or future performance thereof, the existence, status, adequacy or sufficiency of the leases, the tenancies or occupancies of the Premises, or the sufficiency of the cash flow of the Premises to pay all amounts which may become due from time to time pursuant to the Senior Loan or the Junior Loan). Each of Senior Lender and Junior Lender acknowledges that the Senior Loan and the Junior Loan Documents are distinct, separate transactions and loans, separate and apart from each other.
Mutual Disclaimer. (a) Each of Senior Lender and Mezzanine Lender are sophisticated lenders and/or investors in real estate and their respective decision to enter into the Senior Loan and the Mezzanine Loan is based upon their own independent expert evaluation of the terms, covenants, conditions and provisions of, respectively, the Senior Loan Documents and the Mezzanine Loan Documents and such other matters, materials and market conditions and criteria which each of Senior Lender and Mezzanine Lender deem relevant. Each of Senior Lender and Mezzanine Lender has not relied in entering into this Agreement, and respectively, the Senior Loan, the Senior Loan Documents, the Mezzanine Loan or the Mezzanine Loan Documents, upon any oral or written information, representation, warranty or covenant from the other, or any of the other’s representatives, employees, Affiliates or agents other than the representations and warranties of the other contained herein. Each of Senior Lender and Mezzanine Lender further acknowledges that no employee, agent or representative of the other has been authorized to make, and that each of Senior Lender and Mezzanine Lender have not relied upon, any statements, representations, warranties or covenants other than those specifically contained in this Agreement. Without limiting the foregoing, each of Senior Lender and Mezzanine Lender acknowledges that the other has made no representations or warranties as to the Senior Loan or the Mezzanine Loan or the Premises (including, without limitation, the cash flow of the Premises, the value, marketability, condition or future performance thereof, the existence, status, adequacy or sufficiency of the leases, the tenancies or occupancies of the Premises, or the sufficiency of the cash flow of the Premises, to pay all amounts which may become due from time to time pursuant to the Senior Loan or the Mezzanine Loan).
Mutual Disclaimer. This Agreement is entered into to provide Executive with a retirement package and to terminate the parties’ relationship on an amicable basis and shall not be construed as an admission of liability by either party. Accordingly, Executive states under penalties of perjury that - at the time Executive executes this Agreement - Executive is not aware of any facts or incidents of wrongdoing, liability, or discrimination by the Company from the beginning of time up to the date Executive signs the Agreement. The parties further understand that the retirement package creates no precedent for the Company in dealing with any future separations.
Mutual Disclaimer. Except as expressly set forth herein, THE TECHNOLOGY AND INTELLECTUAL PROPERTY RIGHTS PROVIDED HEREUNDER ARE PROVIDED “AS IS” AND EACH PARTY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THE INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES, OR ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICES, IN ALL CASES WITH RESPECT THERETO. Without limiting the generality of the foregoing, each party expressly does not warrant the success of any product or the safety or usefulness for any purpose of the technology it provides hereunder.
Mutual Disclaimer. This Agreement is entered into to provide Executive with separation benefits and to terminate the parties’ relationship on an amicable basis and shall not be construed as an admission of liability by either party. Accordingly, Executive states under penalties of perjury that, as of the date he executed this Agreement, he is not aware of any facts or incidents of wrongdoing, liability, or discrimination by the Company from the beginning of time up to the date Executive signs the Agreement. The parties further understand that the separation benefits described in this Agreement create no precedent for the Company in dealing with any future separations.
Mutual Disclaimer. EXCEPT AS OTHERWISE STATED IN THIS AGREEMENT, ----------------- OR A STATEMENT OF WORK, NEITHER BULL NOR PERITUS MAKES ANY WARRANTIES WITH RESPECT TO THIS AGREEMENT OR THE PRODUCTS OR SERVICES PROVIDED HEREUNDER, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
Mutual Disclaimer. NO PARTY MAKES ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES MADE BY THE PARTIES IN THIS AGREEMENT. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY EXPRESSLY DISCLAIMS ANY AND ALL OTHER REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION ANY IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, NONINFRINGEMENT, TITLE OR UNINTERRUPTED SERVICE OR IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE.
Mutual Disclaimer. 9.1. It is understood that this Agreement constitutes a non-disclosure agreement only. It shall not be construed as giving effect to or otherwise implying a teaming, joint venture, partnership, agency or other such arrangement. Nothing in this Agreement shall grant to any Party the right to make commitments of any kind for or on behalf of any other Party or Parties without the prior written consent of said other Party or Parties.
Mutual Disclaimer. It is understood that this Agreement constitutes a Non Disclosure Agreement only. It shall not be construed as giving effect to or otherwise implying a teaming, joint venture, partnership, agency or other such arrangement. Nothing in this Agreement shall grant to either Party the right to make commitments of any kind for or on behalf of the other Party without the prior written consent of the other Party. It is expressly agreed by the Parties hereto that the disclosure and provision of Proprietary and Confidential Information under this Agreement by either Party shall not be construed as granting the receiving Party any rights, either express or implied by license or otherwise on the matters, inventions or discoveries to which such information pertains or any copyright, trademark or trade secret rights. This Agreement and the rights and obligations hereunder may not be transferred or assigned by one Party without the prior written approval of the other Party hereto, which shall not be unreasonably withheld, with the exception to their affiliated companies. CLAUSE 7 MISCELLANEOUS The Disclosing Party declares that it has the unrestricted right to disclose, exchange, transmit, publish or otherwise use the Confidential Information disclosed to the Receiving Party hereunder. The rights and obligations provided by this Agreement shall take precedence over specific legends or statements associated with Proprietary and Confidential Information when received.
Mutual Disclaimer. Except as expressly set forth herein, NEITHER PARTY MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND OR NATURE, THE TECHNOLOGY AND INTELLECTUAL PROPERTY RIGHTS PROVIDED HEREUNDER (INCLUDING, WITHOUT LIMITATION, THE OPTHERION TECHNOLOGY) ARE PROVIDED “AS IS” AND EACH PARTY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THE INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES, OR ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICES, IN ALL CASES WITH RESPECT THERETO. Without limiting the generality of the foregoing, each party expressly does not warrant the success of any Licensed Product or the safety or usefulness for any purpose of the technology (including, without limitation, the Optherion Technology) it provides hereunder. ***Confidential Treatment Requested Sequenom-Optherion License Agreement – Confidential 22
