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OFAC Warranty Sample Clauses

OFAC WarrantyEach Party warrants that neither it, nor any of its Affiliates nor any of its employees, officers or directors, nor to the knowledge of the Party, any agent, or other person acting on its behalf (i) has been or is designated on the Specially Designated Nationals and Blocked Persons List maintained by the Office of Foreign Assets Control of the United States Department of the Treasury (“OFAC”), or, to the extent applicable, any similar list of sanctioned persons issued by the United Nations Security Council, the European Union, Her Majesty's Treasury or any other relevant governmental authority administering sanctions, including the U.S. Department of State, (ii) is a national or citizen of, organized under the laws of, or resident or operating in any country or territory which is itself the subject of country-wide or territory-wide sanctions, including, but not limited to, as of the date of this CRA, Iran, Cuba, Syria, Crimea Region of the Ukraine, and North Korea, (iii) is a Person owned or controlled by any Persons described in clauses (i) and/or (ii) of this sentence, or (iv) is a person identified on the United States Department of Commerce, Bureau of Industry and Security’s “Denied Persons List” or “Entity List. Each Party agrees that it will promptly notify the other Party in writing if the notifying Party becomes aware of any changes to this warranty or if to the notifying Party’s knowledge any change is threatened. In such event, the notified Party shall have the ability to terminate this CRA without affording the notifying Party an opportunity to cure.
OFAC WarrantyEach party warrants to the best of its knowledge that neither it nor such party’s agents are on any list maintained by the United States Treasury Department’s Office of Foreign Assets Control of persons, entities, or prohibited or restricted jurisdictions. Each party agrees that it will promptly notify the other party in writing if the notifying party becomes aware of any changes to this warranty or if to the notifying party’s knowledge any change is threatened. In such event, the notified party shall have the ability to terminate this MSA without affording the notifying party an opportunity to cure. This Section 12 shall survive any expiration or termination of this MSA.
OFAC WarrantyCustomer warrants that neither it, nor any of its Affiliates or such party’s agents are on any list maintained by the United States Treasury Department's Office of Foreign Assets Control of persons, entities, or prohibited or restricted jurisdictions. Customer agrees that it will promptly notify SecureWorks in writing if it becomes aware of any changes to this warranty or if to Customer’s knowledge any change is threatened. In such event, SecureWorks shall have the ability to immediately terminate this Agreement without affording Customer an opportunity to cure.
OFAC Warranty. Licensor warrants that neither it, nor any of its owners (including, but not limited to, shareholders, partners and members, as applicable), are on any list maintained by the United States Treasury Department's Office of Foreign Assets Control (the "OFAC list") of persons, entities, or prohibited or restricted jurisdictions. In addition, Licensor warrants that with respect to each individual assigned by Licensor to perform services for Licensee it has taken all commercially reasonable steps to ensure that such individual is not on the OFAC list. Licensor further warrants that it has taken all commercially reasonable steps to ensure that no entity or individual to which Licensor subcontracts any work under this Agreement is on the OFAC list. Unless otherwise stated, Licensee is responsible for the following:

Related to OFAC Warranty

  • Limited Warranty Seller warrants to Customer for a period of twelve (12) months following delivery only that (a) the Products shall conform to the description and specifications, subject to industry standard tolerances and variations; and (b) Seller has good title to the Products free and clear of liens, security interests or encumbrances by any party claiming by, through or under Seller. SELLER HEREBY DISCLAIMS AND CUSTOMER HEREBY WAIVES ANY AND ALL OTHER ORAL OR WRITTEN WARRANTIES IN RESPECT OF THE PRODUCTS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF DESIGN, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. SELLER EXPRESSLY DISCLAIMS ANY AND ALL OTHER WARRANTIES UNLESS EXPRESSLY MADE IN WRITING AND SIGNED BY AN OFFICER OF SELLER. Seller’s liability shall be limited, at Seller’s option, to repair or replacement of non-conforming Products or refund of the purchase price. The foregoing sets forth Seller’s entire obligation and liability to Customer in respect of the Products, and Customer accepts the same as its entire right and sole remedy in relation to any breach by Seller of these Terms and Conditions. IN NO EVENT OR CIRCUMSTANCE WHATSOEVER SHALL SELLER BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES OF ANY TYPE OR NATURE EVEN IF SELLER HAS REASON TO KNOW OF THE POSSIBILITY OF SUCH DAMAGES. SELLER’S TOTAL LIABILITY ARISING OUT OF OR IN ANY WAY RELATED TO THE PRODUCTS, WHETHER BASED IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE AND/OR GROSS NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER CAUSE OF ACTION, SHALL IN NO EVENT EXCEED THE PURCHASE PRICE ACTUALLY PAID BY CUSTOMER FOR THE PRODUCTS TO WHICH SUCH LIABILITY RELATES.