Product Liability. The Company has no Liability (and there is no basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of them giving rise to any Liability) arising out of any injury to individuals or property as a result of the ownership, possession, or use of any product manufactured, sold, leased, or delivered by the Company.
Product Liability. Sellers do not have any Liability (and there is no Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of them giving rise to any Liability) arising out of any injury to individuals or property as a result of the ownership, possession, or use of any product manufactured, sold, leased, or delivered by Division.
Product Liability. Except for any liability resulting from any negligent acts, willful misconduct or omissions of the Contractor and the Government, the Participant indemnifies the Government and the Contractor for all damages, costs, and expenses, including attorney’s fees, arising from personal injury or property damage occurring as a result of the making, using, or selling of a product, process, or service by or on behalf of the Participant, its assignees, or licensees, which was derived from the work performed under this CRADA. In respect to this article, neither the Government nor the Contractor shall be considered assignees or licensees of the Participant, as a result of reserved Government and Contractor rights. The indemnity set forth in this paragraph shall apply only if the Participant shall have been informed as soon and as completely as practical by the Contractor and/or the Government of the action alleging such claim and shall have been given an opportunity, to the maximum extent afforded by applicable laws, rules, or regulations, to participate in and control its defense, and the Contractor and/or the Government shall have provided all reasonably available information and reasonable assistance requested by the Participant. No settlement for which the Participant would be responsible shall be made without the Participant’s consent unless required by final decree of a court of competent jurisdiction.
Product Liability. Prior to initial human testing or first commercial sale of any LICENSED PRODUCT(S) or LICENSED SERVICE(S) as the case may be in any particular country, Company shall establish and maintain, in each country in which Company, an AFFILIATED COMPANY or SUBLICENSEE(S) shall test or sell LICENSED PRODUCT(S) and LICENSED SERVICE(S), product liability or other appropriate insurance coverage in the minimum amount of five million dollars ($5,000,000) per claim and will annually present evidence to JHU that such coverage is being maintained. Upon JHU’s request, Company will furnish JHU with a Certificate of Insurance of each product liability insurance policy obtained. JHU shall be listed as an additional insured in Company’s said insurance policies. If such Product Liability insurance is underwritten on a ‘claims made’ basis, Company agrees that any change in underwriters during the term of this Agreement will require the purchase of ‘prior acts’ coverage to ensure that coverage will be continuous throughout the term of this Agreement.
Product Liability. To the Knowledge of Seller, Seller has no liability arising out of any injury to individuals or property as a result of the ownership, possession or use of any product sold or delivered by the Business prior to the Closing.
Product Liability. To the Buyer’s knowledge, the Buyer does not have any Liability (and there is no Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of them giving rise to any Liability) arising out of any injury to individuals or property as a result of the ownership, possession, or use of any product manufactured, sold, leased, or delivered by the Buyer.
Product Liability. (a) Unless and until Portola exercises its Opt-Out Option for a particular Product, any Claims arising out of any Third Party claim, suit, action, proceeding, liability or obligation involving any actual or alleged death or bodily injury arising out of or resulting from the Development, Manufacture or Commercialization of such Product for use or sale in the Licensed Field in the Profit Share Territory, to the extent that such Claims exceed the amount (if any) covered by the applicable Party’s product liability insurance (“Excess Product Liability Costs”), shall be paid by Biogen Idec and shared by the Parties as Collaboration Operating Losses for such Product, except to the extent such Claims are based on the negligence or willful misconduct of any Portola Indemnitee or Biogen Idec Indemnitee or are subject to Portola’s indemnification obligations under Section 4.1(c)(iv), in which case the Parties’ respective rights and obligations with respect to such Excess Product Liability Costs shall be governed under Section 13.1 or 13.2, as applicable.
(b) Each party shall maintain appropriate product liability insurance with respect to the Development, Manufacture and Commercialization of any Products for use or sale in the Licensed Field with reputable and financially secure insurance carriers, with coverage limits of not less than [*] per occurrence subject to such deductibles and policy exclusions as are reasonable and customary. Notwithstanding the foregoing, Biogen Idec may self-insure to the extent that it self-insures for its other products but only if Biogen Idec’s sales of pharmaceutical products exceeds [*] in the most recently completed Calendar Year for which Biogen Idec elects to be self-insured, provided that, in the event of such self-insurance, Biogen Idec’s per occurrence coverage limit shall be deemed [*] for the purpose of calculating the Excess Product Liability Costs.
(c) For clarity, if Portola has not exercised its Opt-Out Option for a particular Product, the risk of product liability for such Product shall be shared by Biogen Idec and Portola 75:25 through the operation of the Collaboration Operating Profit (or Loss), except (i) to the extent such Claim is covered by product liability insurance of a Party, (ii) [*] or (iii) in respect of Claims which arise from the negligence or willful misconduct of a Biogen Idec Indemnitee or Portola Indemnitee, in which case the responsible Party shall be solely responsible for the related Losses, whethe...
Product Liability. 29 4.24 Employees......................................................................................29 4.25
Product Liability. Licensee shall be solely responsible in respect of any product liability or any other statutory liability under any regulation, in respect of API or the Product.
Product Liability. None of the Company and its Subsidiaries has any material liability (whether known or unknown, whether asserted or unasserted, whether absolute or contingent, whether accrued or unaccrued, whether liquidated or unliquidated, and whether due or to become due) arising out of any injury to individuals or property as a result of the ownership, possession, or use of any product manufactured, sold, leased, or delivered by any of the Company and its Subsidiaries.
