PRODUCT LIABILITY AND INSURANCE. In the event that the Supplier is responsible for defective products it shall be obligated to release the Customer from third-party claims for damages upon its first request inasmuch as the cause lies within the scope of control and organization of the Supplier and it is liable for damages to third parties.
PRODUCT LIABILITY AND INSURANCE. 15.1 Subject to fulfilment by the Distributor of all the conditions contained in this Clause 13, and the limitations of section 15, the Supplier shall indemnify the Distributor against any liability incurred by the Distributor in respect of damage to property, death or personal injury arising from any fault or defect in the materials or workmanship of the Products and any reasonable costs, claims, demands and expenses arising out of or in connection with that liability (the “Relevant Claim”), except to the extent that the liability arises as a result of the omission or negligence of the Distributor.
15.2 The Distributor shall, immediately it becomes aware of a matter which may result in a Relevant Claim:
(a) give written notice to the Supplier of the details of the matter;
(b) afford access to the Supplier and permit copies to be taken of any materials, records or documents as the Supplier may require to take action under Clause 12.2(c);
(c) allow the Supplier the exclusive conduct of any proceedings and take whatever action as the Supplier shall direct to defend or resist the matter, including the use of professional advisers nominated by the Supplier; and
(d) not admit liability or settle the matter without the written consent of the Supplier.
15.3 The Supplier shall for the duration of this Agreement maintain with a reputable insurance company, professional indemnity insurance, product liability insurance and public liability insurance to cover such heads of liability as may arise under or in connection with this Agreement, which as a minimum shall be not less than $5 million for any one occurrence and not less than $5 million in the aggregate in any one year and shall provide a copy of the insurance policy to the Distributor on written request.
15.4 The Distributor undertakes to maintain appropriate up-to-date and accurate records of the location of Products in the event that recall or remedial action be required. The Distributor shall, at the Supplier’s cost, give such assistance as the Supplier shall require for the purpose of recalling or re-working as a matter of urgency any Products.
PRODUCT LIABILITY AND INSURANCE. 11.1 Dermal shall indemnify and keep DBJ indemnified against any and all damages, losses, costs, expenses and liability incurred by DBJ in respect of damage to property, death or personal injury arising from any fault or defect in the Products for which Dermal is liable and any reasonable costs, claims, demands and expenses arising out of or in connection with that liability ("Dermal Relevant Claim"), except to the extent the liability arises as a result of the action or omission of DBJ.
11.2 DBJ shall, as soon as it becomes aware of a matter which may result in a Dermal Relevant Claim:
11.2.1 give Dermal written notice of the details of the matter;
11.2.2 give Dermal access to and allow copies to be taken of any materials, records or documents as Dermal may require to take action under clause 11.2.3;
11.2.3 allow Dermal the exclusive conduct of any proceedings and take any action that Dermal requires to defend or resist the matter, including using professional advisers nominated by Dermal; and
11.2.4 not admit liability or settle the matter without Dermal's written consent.
11.3 During the Term, Dermal shall maintain product liability insurance with a reputable insurer of no less than £1 million for any one occurrence and no less than £10 million in total in any one year for any and all liability (however arising) for a claim that the Products are faulty or defective. Dermal shall provide a copy of the insurance policy and proof of payment of the current premium to DBJ on request.
11.4 DBJ shall indemnify and keep Dermal indemnified against any and all damages, losses, costs, expenses and liability incurred by Dermal in respect of damage to property, death or personal injury arising from any fault or defect in the Products for which DBJ is liable and any reasonable costs, claims, demands and expenses arising out of or in connection with that liability ("DBJ Relevant Claim"), except to the extent the liability arises as a result of the action or omission of Dermal.
11.5 Dermal shall, as soon as it becomes aware of a matter which may result in a DBJ Relevant Claim:
11.5.1 give DBJ written notice of the details of the matter;
11.5.2 give DBJ access to and allow copies to be taken of any materials, records or documents as Dermal may require to take action under clause 11.5.3;
11.5.3 allow DBJ the exclusive conduct of any proceedings and take any action that DBJ requires to defend or resist the matter, including using professional advisers nominated by DBJ; an...
PRODUCT LIABILITY AND INSURANCE. 12.1. Each of the Distributors shall, immediately after it becomes aware of any liability incurred by the Distributors in respect of damage to property, death or personal injury arising from any fault or defect in the materials or workmanship of the Kits or, as applicable, of any Other Products and any reasonable costs, claims, demands and expenses arising out of or in connection with that liability (a “Relevant Claim”):
12.1.1. immediately give notice to the Company of the details of the matter;
12.1.2. afford access to the Company and permit copies to be taken of any materials, records or documents as the Company may require to take action under clause 12.1.3;
12.1.3. allow the Company the exclusive conduct of any proceedings and/or take whatever action at Company’s sole cost, as the Company shall direct to defend or resist the matter, including the use of professional advisers nominated by the Company; and
12.1.4. not admit liability or settle the matter without the written consent of the Company.
12.2. The Company shall maintain product liability insurance for the Term of this Agreement of not less than £1,000,000.00 in aggregate per annum with a reputable insurer and shall provide a copy of the insurance policy and proof of payment of the current premium to the Distributors upon request by the latter.
12.3. The Distributors undertake to maintain appropriate up-to-date and accurate records in compliance with the Company’s quality assurance procedures as amended from time to time to enable the immediate recall of any batches of the Kits or any of them or, as applicable, any Other Product from the retail and/or wholesale markets. These records shall include records of deliveries to customers (including details of batch numbers, delivery date, name and address of customer, and telephone number and fax or telex number if available).
12.4. The Distributors shall, at the Company’s cost, give such assistance as the Company shall require for the purpose of recalling as a matter of urgency any quantities of the Kits or any of them or, as applicable, any Other Products from the retail and/or wholesale market.
PRODUCT LIABILITY AND INSURANCE. Acusphere agrees to indemnify and hold Nycomed and its Affiliates, employees, officers and directors harmless from any and all liabilities (including any claim for product liability or any claim for injury or death with respect to the Product), damages, costs or expenses, including internal costs and including reasonable attorneys fees and expenses, as well as damages payable as part of a final judgment or settlement of a claim (collectively "Losses") resulting from any threatened or pending lawsuit, action or investigation, private or governmental, arising from the Manufacture of any Product Manufactured by Acusphere, or Manufactured by a Third Party on behalf of Acusphere, hereunder, or arising as the result of shipment of the Product by Acusphere to Nycomed. Nycomed agrees to indemnify and hold Acusphere harmless from all Losses resulting from any threatened or pending lawsuit, action or investigation, private or governmental, arising from the shipping, storage or handling of the Product after it has been received by Nycomed at its facility or such other facility as may have been designated by Nycomed as the destination or its designee, the Manufacture of any Product Manufactured by Nycomed or by a Third Party on behalf of Nycomed, or from the use or sale of the Product in the Territory; provided, however, that any such Losses are not due to the Manufacture of the Product by Acusphere or a Third Party on behalf of Acusphere, and thus subject to Acusphere's obligation to indemnify and hold Nycomed harmless. Each Party shall maintain adequate insurance with a financial sound carrier against any and all such Losses in accordance with Section 17.01 below.
PRODUCT LIABILITY AND INSURANCE. Shenzhen Yi Jia shall be responsible for any loss or damage caused by the Product. Shenzhen Yi Jia shall maintain product liability insurance with covereage limited of not less that $1,000,000 per incident which covers the Products sold by Shenzhen Yi Jia to Aspire and shall keep such insurance in force and effect during the term of this Agreement and for five years thereafter.
PRODUCT LIABILITY AND INSURANCE. 10.1 Subject to fulfillment by the Agent of its obligations under this Agreement, the Principal shall indemnify the Agent against any liability incurred by the Agent in respect of damage to property, death or personal injury arising from any fault or defect in the materials or workmanship of the Products and any reasonable costs, claims, demands and expenses arising out of or in connection with that liability (a "Relevant Claim"), except to the extent that the liability arises as a result of the action or omission of the Agent.
10.2 The Principal shall maintain adequate product liability insurance for the duration of this Agreement with a reputable insurer and shall provide a copy of the insurance policy to the Agent upon request by the later.
10.3 The Agent shall immediately it becomes aware of a matter which may result in a Relevant Claim (whether against the Agent or only against the Principal):
10.3.1 give notice to the Principal of the details of the mater;
10.3.2 afford access to the Principal and permit copies to be taken of any materials, records or documents as the Principal may require to take action under sub-clause 10.3.3;
10.3.3 allow the Principal the exclusive conduct of any proceedings and/or take whatever action as the Principal shall direct to defend or resist the matter,, including the use of professional advisers nominated by the Principal; and
10.3.4 not admit liability or settle the mater without the prior written consent of the Principal.
10.4 The Agent undertakes to maintain appropriate up-to-date and accurate records to enable the immediate recall of any of the Products or any of them from the retail and/or wholesale markets. These records shall include records of deliveries to customers (including details of batch numbers, delivery date, name and address of customer, and telephone number and fax or telex number (and e-mail address if available)).
10.5 The Agent shall, at the Principal's cost, give such assistance as the Principal shall require for the purpose of recalling as a matter of urgency any quantities of the Products or any of them from the retail and/or wholesale market.
PRODUCT LIABILITY AND INSURANCE. (a) So far as the Sellers are aware, no Group Company has given any guarantees or indemnity, in respect of goods or services supplied or accepted any liability which would apply after any such goods or services have been supplied other than as may be implied by Law or contained in its standard terms of business.
(b) There have not been any regulatory product recalls or written correspondence concerning the same with any relevant Governmental Entity with respect to any products manufactured by the Group during the 12 months period prior to the Offer Date.
(c) The Group has at all times maintained adequate insurance cover against risks normally insured against by companies carrying on similar businesses or owning property and/or assets of a similar nature to the Group (“Policies”) and, in particular, has maintained all insurance required by Law and adequate third party product, environmental liability insurance and ill-health or disablement at work, accident at work and life insurance and has insured its assets to their full reinstatement or replacement value with a well-established and reputable insurer.
(d) All premiums due on the Policies have been duly paid and each of the Policies is in full force and effect and nothing has been done or omitted to be done which would be reasonably likely to make any such Policy void or voidable.
(e) There are no claims outstanding under the Policies and no event has occurred during the period of two years prior to the Offer Date which might reasonably give rise to a claim.
(f) Details of all claims made under the Policies during the period of two years prior to the Offer Date are set out in the Disclosure Documents.
PRODUCT LIABILITY AND INSURANCE. 10.1 Subject to the Distributor fulfilling all the conditions in this clause 10, the Supplier shall indemnify the Distributor against any liability incurred by the Distributor in respect of damage to property, death or personal injury arising from any fault or defect in the materials or workmanship of the Products and any reasonable costs, claims, demands and expenses arising out of or in connection with that liability (Relevant Claim), except to the extent the liability arises as a result of the action or omission of the Distributor.
PRODUCT LIABILITY AND INSURANCE. 10.1 To the extent Stena Aluminium may incur product Liability on its behalf or on behalf of third parties, the Supplier shall indemnify Stena Aluminium to the extent Stena Aluminium's liability is owing to Substandard Products. The Supplier shall present proof of business and product liability insurance with sufficient coverage for the business effect that may arise for Stena Aluminium in connection with the purchasing of Products. The Supplier must maintain such insurance for the risk covered and the respective insurance amount for the whole duration of the Agreement. Such insurance shall also cover subcontractors or subsuppliers the Supplier may come to use in accordance with the Agreement.
