OWNERSHIP AND LIABILITY Sample Clauses

OWNERSHIP AND LIABILITY. All Aviron Assets are owned by Aviron. Aviron shall bear the risk of loss or damage to Aviron Assets, except for loss or damage caused by Medeva's negligence or willful misconduct in which circumstance Medeva shall be liable to Aviron for such loss or damage. Aviron shall insure and provide evidence to Medeva's reasonable satisfaction that Aviron Assets are appropriately insured and that such insurance covers any loss of or damage to Medeva's property, personnel or business as a consequence of any damage whatsoever caused to or by such equipment or its loss, damage, or destruction, unless due to the negligence or willful misconduct of Medeva.
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OWNERSHIP AND LIABILITY. The confidential information shall remain the property of the Disclosing Party. This Agreement shall not give the Receiving Party, either directly or indirectly, any claim to grant or transfer any rights whatsoever, especially not patent or licensing rights, in the confidential information. The Parties shall not be liable either for the completeness nor correctness of the confidential information made public, nor for possible losses incurred by the Receiving Party from the use of the confidential information disclosed.
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OWNERSHIP AND LIABILITY. 1. The Contractor is responsible for any part of the Work until official record of its Handover to PIN and it shall be also liable for any damages that may occur to any part of the Work during this period. The extent of the insurance shall correspond with the requirements in the Tender Notice. 2. XXX becomes owner of any part of the Work in the moment of the Handover confirmed by the signature of the Handover Protocol. The risk of damage shall be transferred from the Contractor to PIN in the moment of the signature of the Handover Protocol. 3. The Contractor shall handover the completed Work properly and on time, without any defects or unfinished parts. The Work is considered to have defects if any of its part (such as, but not limited to, the operation of the Machinery, its Design or Installation, etc.) does not meet requirements specified herein and/or the Tender Notice and/or the Technical Proposal and/or if it does not allow a flawless operation of Recycling Plant. 4. The Contractor does not perform properly, if he does not point out defects of the Work (e.g. Design, Machinery, Installation, Commissioning or during the Pilot Phase), although such defects do not usually occur in technologies with similar requirements and technological specifications. Another defect for which the Contractor is to be liable, is the fact that the Contractor, in conflict with the reality, assures PIN that the Work does not show any defects and the Work and individual parts and components, are suitable for the Project. 5. The Contractor shall be liable for breach of contractual obligations stipulated herein as well as for any defects of the Work which the Work has at the time of the Handover to PIN (regardless if such defects are described in the Handover Protocol or not) and during Warranty Period. 6. Rights of PIN based on the defective performance of the Contractor do not exclude the right of PIN to claim reimbursement of damages in full extend.
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OWNERSHIP AND LIABILITY. 18.1 No provision of this Contract shall be construed to create any type of joint or equity ownership of any property, any partnership or joint venture, nor shall same create any other rights or liabilities and Sachse payments (whether past, present, or future) will not be construed as granting Sachse partial ownership of, pre-paid capacity in, or equity in the Garland System. 18.2 Liability for damages arising out of the transportation, delivery, reception, treatment, and disposal of all wastewater discharged into the Garland System shall remain with Sachse, together with title and ownership thereto, until such wastewater passes through the Point of Entry to the Garland System, at which time title, ownership and liability for such damage shall pass to Garland, save and except that title to any prohibited discharge and any liability therefor shall not pass to Garland unless such prohibited discharge originated in the Garland System. Any effluent produced by and discharged by Garland from any treatment plants owned and/or operated by Garland shall be owned by Garland, regardless of originating source of wastewater. Further, to the extent allowed by law, the parties hereto agree to indemnify, save and hold the other party harmless from any and all claims, demands, causes of action, damages, losses, costs, fines and expenses, including reasonable attorney's fees, that may be asserted by anyone at any time on account of the transportation, delivery, reception, treatment and/or disposal while title to the wastewater is in such party. If such liability for damages is not attributable to a specific customer or Garland, such liability shall become a Garland System Cost. 18.3 Contracts made and entered into by either Sachse or Garland for the construction, reconstruction or repair of any delivery facility shall include the requirements that the independent contractor(s) must provide adequate insurance protecting both the Sachse and Garland as insured. Such contract must also provide that the independent contractor(s) covenant to indemnify, hold harmless and defend both the Sachse and Garland against any and all suits or claims for damages of any nature arising out of the performance of such contract.
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OWNERSHIP AND LIABILITY. All Aviron Assets are owned by Aviron. [ * ] shall bear the risk of loss or damage to Aviron Assets, except for loss or damage caused by [ * ] in which circumstance [ * ] shall be liable to [ * ] for such loss or damage. Aviron shall [ * ] and [ * ] that Aviron Assets are [ * ] and that such [ * ] any [ * ] of [ * ] to [ * ] as a consequence of [ * ] to or [ * ] or [ * ] unless [ * ] to the [ * ].
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OWNERSHIP AND LIABILITY a. The Vendor shall assume ownership for imported prescription drugs under this Program upon the transfer of title(s) from the Canadian Supplier(s) or manufacturer(s) and delivery to its facility in the U.S. b. The Vendor shall obtain and maintain insurance for imported prescription drugs due to loss, theft, security breach, accident, contamination, adulteration, mis-delivery, or other factors that have direct responsibility for the reduction of the quantity and quality, as applicable, at all points of in the chain of custody, including: i. While the imported prescription drugs are in the Vendor’s or its delegate’s possession. Such policy must cover at a minimum ($5,000,000.00) per occurrence and ($10,000,000.00) annual aggregate. ii. While imported prescription drugs are in transit either from the Canadian manufacturer or wholesaler to the Vendor’s facility or from the Vendor’s facility to the ordering state agency or its designee. Such policy must cover at a minimum ($2,000,000.00) per occurrence and ($4,000,000.00) annual aggregate. All amounts are in U.S. currency.
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OWNERSHIP AND LIABILITY 
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Related to OWNERSHIP AND LIABILITY

  • Ownership and License 5.1 Unless otherwise specified in a SOW and except as provided in Section 5.2, Cisco is the sole and exclusive owner of all Deliverables and Supplier hereby irrevocably assigns and transfers to Cisco all of its worldwide right and title to, and interest in, the Deliverables, including all associated Intellectual Property Rights. 5.2 Unless otherwise specified in a SOW, each party owns all right, title, and interest in and to any of its Preexisting Materials. Supplier hereby grants Cisco a perpetual, irrevocable, worldwide, transferable, royalty-free, nonexclusive license, with the right to sublicense and authorize the granting of sublicenses, to use and reproduce Supplier's Preexisting Materials in the Deliverables to the extent necessary for Cisco’s exercise and exploitation of its rights in the Deliverables. 5.3 Unless otherwise specified in an SOW, Supplier will obtain and assign to Cisco a non- exclusive, royalty-free, worldwide, perpetual, irrevocable, transferable, sub-licensable license to use all Third Party Intellectual Property Rights incorporated into, required to use, or delivered with the Work. Supplier will deliver copies of the above releases and licenses to Cisco upon Xxxxx’s request.

  • Ownership and Liens The Borrower has title to, or valid leasehold interests in, all of its properties and assets, real and personal, including the properties and assets and leasehold interests reflected in the financial statements referred to in Section 4.04 (other than any properties or assets disposed of in the ordinary course of business), and none of the properties and assets owned by the Borrower and none of its leasehold interests is subject to any Lien, except such as may be permitted pursuant to Section 6.01 of this Agreement.

  • Ownership and Licenses 54 Section 16.01 Property damage.....................................................................................................................55 Section 16.02 Risk of Loss.............................................................................................................................55 Section 16.03 Limitation of HHSC’s Liability..................................................................................................55 Section 17.01 Insurance Coverage................................................................................................................55 Section 17.02 Performance Bond..................................................................................................................57 Section 17.03 TDI Fidelity Bond.....................................................................................................................57

  • Risk and Liability 16.1 When receiving the Products at the Take Over Point, the Contractor shall ensure that any and all damage or discrepancies observed are noted and notify ArcelorMittal immediately, but not later than within 6 (six) hours of the Contractor becoming aware of any such damages or discrepancies. The Contractor undertakes not to handle any damaged Products until ArcelorMittal has inspected such damaged Products. ArcelorMittal shall carry out such inspection when it deems it to be necessary. 16.2 The Contractor shall be liable for loss or damage to the Products, whilst the Products are in custody and control of the Contractor. The Products will be considered to be in the Contractor’s custody and under its control from the time of receipt at the Take Over Point until delivered to the Destination. 16.3 Notwithstanding any instruction that maybe given by ArcelorMittal, the Contractor shall be liable for any loss or damage to the Products resulting from defects or damage or other factors caused by handling methods or equipment of the Contractor or Contractor Employees. 16.4 The Contractor shall be responsible for any delays or damages whatsoever incurred due to the inability of the Contractor or Contractor Employees to perform in terms of this Agreement. 16.5 ArcelorMittal shall not be liable for, or in respect of, or in consequence of, any accident or damage caused to any property belonging to the Contractor or Contractor Employees and the Contractor indemnifies ArcelorMittal against all such damages and compensation against all claims, demands, proceedings, costs, charges and expenses, whatsoever, in respect thereof or in relation thereto. The Contractor is obliged to inform the Contractor Employees of the foregoing as any such claim shall be referred to the Contractor in terms of this clause. 16.6 ArcelorMittal reserves the right to subject all vehicles and personnel of the Contractor or Contractor Employees to a security check whilst entering or leaving the property of ArcelorMittal which security check may, with due observance of all statutory provisions, include a vehicle search, body search, and breathalyser test of any employee of the Contractor or Contractor Employees.

  • Ownership and Use (A) Unless CITY states otherwise in writing, each document— including, but not limited to, each report, draft, record, drawing, or specification (collectively, “work product”)— that CONSULTANT prepares, reproduces, or causes its preparation or reproduction for this Agreement is CITY’s exclusive property. (B) CONSULTANT acknowledges that its use of the work product is limited to the purposes contemplated by the Scope of Work. CONSULTANT makes no representation of the work product’s application to, or suitability for use in, circumstances not contemplated by the Scope of Work.

  • Reliance and Liability (a) Administrative Agent may, without incurring any liability hereunder, (i) consult with any of its Related Persons and, whether or not selected by it, any other advisors, accountants and other experts (including advisors to, and accountants and experts engaged by, any Obligor) and (ii) rely and act upon any document and information and any telephone message or conversation, in each case believed by it to be genuine and transmitted, signed or otherwise authenticated by the appropriate parties. (b) None of Administrative Agent and its Related Persons shall be liable for any action taken or omitted to be taken by any of them under or in connection with any Loan Document, and each Lender and each Obligor hereby waives and shall not assert any right, claim or cause of action based thereon, except to the extent of liabilities resulting primarily from the gross negligence or willful misconduct of Administrative Agent or, as the case may be, such Related Person (each as determined in a final, non-appealable judgment by a court of competent jurisdiction) in connection with the duties expressly set forth herein. Without limiting the foregoing, Administrative Agent: (i) shall not be responsible or otherwise incur liability for any action or omission taken in reliance upon the instructions of the Majority Lenders or for the actions or omissions of any of its Related Persons selected with reasonable care (other than employees, officers and directors of Administrative Agent, when acting on behalf of Administrative Agent); (ii) shall not be responsible to any Secured Party for the due execution, legality, validity, enforceability, effectiveness, genuineness, sufficiency or value of, or the attachment, perfection or priority of any Lien created or purported to be created under or in connection with, any Loan Document; (iii) makes no warranty or representation, and shall not be responsible, to any Secured Party for any statement, document, information, representation or warranty made or furnished by or on behalf of any Related Person, in or in connection with any Loan Document or any transaction contemplated therein, whether or not transmitted by Administrative Agent, including as to completeness, accuracy, scope or adequacy thereof, or for the scope, nature or results of any due diligence performed by Administrative Agent in connection with the Loan Documents; and (iv) shall not have any duty to ascertain or to inquire as to the performance or observance of any provision of any Loan Document, whether any condition set forth in any Loan Document is satisfied or waived, as to the financial condition of any Obligor or as to the existence or continuation or possible occurrence or continuation of any Default or Event of Default and shall not be deemed to have notice or knowledge of such occurrence or continuation unless it has received a notice from Borrower or any Lender describing such Default or Event of Default clearly labeled “notice of default” (in which case Administrative Agent shall promptly give notice of such receipt to all Lenders); and, for each of the items set forth in clauses (i) through (iv) above, each Lender and each Obligor hereby waives and agrees not to assert any right, claim or cause of action it might have against Administrative Agent based thereon.

  • Indemnity and Liability Subject to Section 3.1, the Company shall (i) indemnify, exonerate and hold the Service Provider and each of its partners, shareholders, members, affiliates, directors, officers, fiduciaries, managers, controlling persons, employees, independent contractors and agents and each of the partners, shareholders, members, affiliates, directors, officers, fiduciaries, managers, controlling persons, employees, independent contractors and agents of each of the foregoing (collectively, the “Related Parties”) free and harmless from and against any and all actions, causes of action, suits, claims, liabilities, losses, damages and costs and out-of-pocket expenses in connection therewith (including attorneys’ fees and expenses) incurred by the Related Parties or any of them before or after the date of this Agreement (collectively, the “Indemnified Liabilities”), arising out of any action, cause of action, suit, arbitration, investigation or claim arising out of, or in any way relating to, (i) this Agreement, any transaction to which the Company is a party or any other circumstances with respect to the Company or (ii) the operations of, or the Services or Office Space provided by the Service Provider to, the Company, or any of its affiliates from time to time; provided, however, that the foregoing indemnification rights will not be available to the extent that any such Indemnified Liabilities arose on account of such Indemnitee’s gross negligence or willful misconduct; and provided, further, that if and to the extent that the foregoing undertaking may be unavailable or unenforceable for any reason, the Company hereby agrees to make the maximum contribution to the payment and satisfaction of each of the Indemnified Liabilities which is permissible under applicable law. For purposes of this Section 5.1, none of the circumstances described in the limitations contained in the two provisos in the immediately preceding sentence will be deemed to apply absent a final non-appealable judgment of a court of competent jurisdiction to such effect, in which case to the extent any such limitation is so determined to apply to any Indemnitee as to any previously advanced indemnity payments made by the Company, then such payments will be promptly repaid by such Indemnitee to the Company without interest. The rights of any Indemnitee to indemnification hereunder will be in addition to any other rights any such person may have under any other agreement or instrument to which such Indemnitee is or becomes a party or is or otherwise becomes a beneficiary or under law or regulation.

  • Warranty and Liability Except to the extent prohibited by Applicable Law, Free of Charge Services are provided “as is” without warranties of any kind and in the then-current version made available by us from time to time without support and availability commitments. We are not obliged to offer post- termination assistance. Siemens’ entire liability for all claims, damages, and indemnities arising out of or related to your use of a Free of Charge Service will not exceed, in the aggregate, the amount of EUR 1,000.00 (or the equivalent amount in local currency).

  • Responsibility and Liability 6.1 Apple shall have no responsibility for the installation and/or use of any of the Licensed Applications by any End-User. You shall be solely responsible for any and all product warranties, End-User assistance and product support with respect to each of the Licensed Applications. 6.2 You shall be solely responsible for, and Apple shall have no responsibility or liability whatsoever with respect to, any and all claims, suits, liabilities, losses, damages, costs and expenses arising from, or attributable to, the Licensed Applications and/or the use of those Licensed Applications by any End-User, including, but not limited to: (i) claims of breach of warranty, whether specified in the XXXX or established under applicable law; (ii) product liability claims; and (iii) claims that any of the Licensed Applications and/or the End-User’s possession or use of those Licensed Applications infringes the copyright or other intellectual property rights of any third party. 6.3 In the event that Apple receives any notice or claim from any End-User that: (i) the End-User wishes to cancel its license to any of the Licensed Applications within ninety (90) days of the date of download of that Licensed Application by that End-User or the end of the auto-renewing subscription period offered pursuant to section 3.8, if such period is less than ninety (90) days; or (ii) a Licensed Application fails to conform to Your specifications or Your product warranty or the requirements of any applicable law, Apple may refund to the End-User the full amount of the price paid by the End-User for that Licensed Application. In the event that Apple refunds any such price to an End-User, You shall reimburse, or grant Apple a credit for, an amount equal to the price for that Licensed Application. In the event that Apple receives any notice or claim from a payment provider that an End-User has obtained a refund for a Licensed Application, You shall reimburse, or grant Apple a credit for, an amount equal to the price for that Licensed Application.

  • OWNERSHIP AND RISK 8.1 Miele remains the owner of the product/s until the price is paid in full to Miele and the product/s have been delivered to the customer. 8.2 The customer must not sell or otherwise deal with the product/s until the price is paid in full to Miele. If the customer purports to do so, the customer will be deemed to hold the proceeds of sale or other realisation (or the amount equal to the outstanding) on trust for Miele. 8.3 Notwithstanding clauses 8.1 and 8 .2, the risk of loss of or damage to the product/s passes to the customer upon delivery. After delivery, the customer is responsible for storing the product/s prior to any installation and is liable for any loss or damage which occurs during such storage.

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