Patent Warranty. The Contractor/Supplier warrants to the University that the Goods furnished hereunder and the use thereof, do not infringe any patent rights, copyrights, trademark rights or other intellectual or industrial property rights, that the Contractor/Supplier will defend at its own expense any suit that may arise in respect thereof, and that the Contractor/Supplier will indemnify and save harmless the University from all costs, damages, expenses and claims of any nature relating thereto.
Patent Warranty. To the best knowledge of the officers of SP (i) none of the Drug Candidates for HBV infringe patents of third parties on the Transfer Date unless written notice is otherwise provided to BIOCHEM by SP prior to the Transfer Date and (ii) none of the Dimerescent Compounds infringe patents of third parties on the date of execution of the option unless written notice is otherwise provided to BIOCHEM prior to execution of the options.
Patent Warranty. MP warrants that at least basic patent ---------------- applications covering the technology for use in making Licensed Products in the Field have been filed, that some patents have been issued, and that other applications have been filed, and that MP is not aware of any valid patents of third parties which would be infringed by IGEN's, or its Affiliates or sublicensees, making, using or selling Licensed Products. This warranty does not extend to variations or modifications of the Licensed Products distinct from those products being made by IGEN (and its Affiliates or sublicensees) as of the Effective Date of this Agreement.
Patent Warranty. Seller warrants that (i) neither the goods furnished hereunder nor the sale or use thereof will infringe any United States or Foreign Letters Patent, trademark, copyright, or other proprietary or similar rights; (ii) Seller will, at its own expense, defend any suit that may arise with respect to any aforementioned infringement or allegation thereof; and (iii) Seller will indemnify and hold PURCHASER and/or its customers harmless from all loss and expense incurred on account of any alleged or actual infringement. PURCHASER shall promptly notify Seller of any such infringement claim made against it. The warranty provided here shall not apply to goods to the extent such goods comply with specifications furnished by PURCHASER. In the event that the use of said goods or any part thereof is enjoined, PURCHASER at its election may require Seller, at Seller's sole cost and expense, to: (i) procure for PURCHASER, within thirty (30) days, the right to continue using said goods or part; (ii) modify same so it becomes non-infringing; (iii) replace it with non-infringing goods or part; or (iv) take back the goods and refund PURCHASER's purchase price.
Patent Warranty. 14.1. Each party (“Indemnitor”) will indemnify the other party (“Indemnitee”) against any loss or expense arising out of any claim brought against the Indemnitee for a claim of infringement of any third party intellectual property rights alleged or determined to be caused by Indemnitor’s design or process relating to the Supplies; provided, that Indemnitee notifies Indemnitor promptly of any such claim; allow Indemnitor, at Indemnitor’s option, to participate in or fully control the defense with Indemnitor’s counsel; and, fully cooperates with such defense.
Patent Warranty. The supplying party warrants that the use or sale of the Products delivered hereunder will not infringe the claims of any validly issued patent covering the Products themselves, but does not warrant against infringement due to: (a) the use of the Products in combination with other Products (or third party products of other manufacturers) or materials or in the operation of any process, or (b) the compliance by supplying party with any specifications provided to supplying party by the receiving party.
Patent Warranty. Seller warrants that: (i) neither the goods furnished hereunder nor the sale or use thereof will infringe any United States or Foreign Letters Patent, trademark, copyright, or other proprietary or similar rights; (ii) Seller will, at its own expense, defend any suit that may arise with respect to any aforementioned infringement or allegation thereof; and (iii) Seller will indemnify and hold Buyer and/or its customers harmless from all loss and expense incurred on account of any alleged or actual infringement. Buyer shall promptly notify Seller of any such infringement claim made against it. The warranty provided here shall not apply to goods to the extent such goods comply with specifications furnished by Buyer.
Patent Warranty. 14.1 PHS represents and warrants that it has no knowledge, and has no reason to believe, as of the date of execution of this Sub-License Agreement (a) of the existence of any patent rights held by others that would be infringed by the making, using and selling of UOB-TM- Systems or use of the Licensed UOB-TM- Patents or the UOB-TM- Technology and (b) that there are no third party claims against HBT or PHS, HBT's affiliates or other licensees, for infringement or misappropriation of any of the know-how, inventions, improvements, patent rights or other intellectual property or trade secrets which constitutes or is part of the Licensed UOB-TM- Patents or the UOB-TM- Technology.
14.2 If a claim is made or proceedings are commenced against PGS, or any customer or user of PGS, for the alleged infringement of patent rights allegedly owned by others by reason of any products which are based upon the Licensed UOB-TM- Patents or the UOB-TM- Technology, PGS shall advise PHS and HBT promptly, and having been so advised, or PHS or HBT becoming otherwise aware of such claim or proceeding, PHS shall cause HBT to defend, indemnify and hold PGS harmless therefrom. In such event, PHS will cause HBT to pay for and provide a defense against any such claims. If PGS fails to promptly notify PHS of the existence of a claim as to which PHS is obligated to cause HBT to indemnify, defend and hold harmless, such lack of proper notification shall not invalidate PHS' obligations hereunder, other than to the extent PHS and/or HBT have been damaged by such failure.
14.3 PGS and PHS shall be obligated to notify each other promptly of any infringements of the Licensed UOB-TM- Patents or other rights in the UOB-TM- Technology. In the event that any such infringement occurs at a commercial level and affects, or is likely to affect, the profitability of PGS, PHS undertakes that it will cause HBT to vigorously pursue any and all available steps to end the infringement, including, if appropriate, the institution of legal proceedings at its sole expense. However, PGS shall assist to the extent of its ability to provide witnesses and documents and any other information without cost to PHS and HBT.
14.4 If for any reason HBT fails to indemnify, defend and hold harmless as referred to in paragraph 14.2 hereof, or to pursue steps to end an infringement as referred to in paragraph 14.3 hereof, PGS shall notify PHS of its dissatisfaction, upon which if PHS agrees, PHS may take the appropriate steps, ...
Patent Warranty. The Vendor warrants to the Municipality that the Goods/Services furnished hereunder and the use thereof, do not infringe any patent rights, copyrights, trademark rights or other intellectual or industrial property rights. The Vendor shall defend at its own expense any suit that may arise in respect thereof, and that the Vendor will indemnify and save harmless the Municipality from all costs, damages, expenses and claims of any nature relating thereto.
Patent Warranty. Seller warrants that the products in the condition and at the time shipped will not infringe any valid claim of any U.S. patent covering the products, unless the products are made pursuant to Buyer's specifications or instructions, in which case no patent warranty is made. The warranty shall not extend to infringement of third party patents attributable to the combination of products sold hereunder with other compounds, compositions, or materials. Seller may discontinue, without liability, delivery of products hereunder if in its opinion their manufacture, sale or use would constitute patent infringement or if the use or resale of the goods is enjoined.
