Product Warranties and Liabilities. All products manufactured, sold or delivered by the Target Company have been in conformity with all applicable contractual commitments and applicable Law and all express and implied warranties, and the Target Company has no Liability (and, to the Target Company’s Knowledge, there is no reasonable basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim or demand against it giving rise to any such Liability) for replacement thereof or other damages in connection therewith in excess of any warranty reserve specifically established with respect thereto and included on the face of the Balance Sheet (rather than the notes thereto). No products manufactured, sold or delivered by the Target Company are subject to any guaranty, warranty or other indemnity beyond the applicable standard terms and conditions of such sale as described on Section 3.22 of the Disclosure Schedules (including as a result of any course of conduct between the Target Company and any Person or as a result of any statements in any of the Target Company’s product or promotional literature). Section 3.22 of the Disclosure Schedules includes copies of such standard terms and conditions of sale for the Target Company (containing applicable guaranty, warranty and indemnity provisions). The Target Company has not been notified in writing of any claims for (and the Target Company has no knowledge of any threatened claims for) any extraordinary product returns, warranty obligations or product services relating to any of its products or services. Except as set forth on Section 3.22 of the Disclosure Schedules, there have been no product recalls, withdrawals or seizures with respect to any products manufactured, sold or delivered by the Target Company. Except as set forth on Section 3.22 of the Disclosure Schedules, the Target Company has not had or has any Liability (and, to the Target Company’s Knowledge, there is no reasonable basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim or demand against it 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 products manufactured, sold or delivered by the Target Company or with respect to any services rendered by the Target Company.
Product Warranties and Liabilities. Intel’s standard terms and conditions of sale set forth the exclusive warranties, remedies, and liabilities applicable to the products sold by Intel to Mobileye.
Product Warranties and Liabilities. Neither the Company nor any Subsidiary of the Company has any forms of warranties or guarantees of its products and services that are in effect or proposed to be used by it. There are no pending or, to the knowledge of the Company, threatened Actions under any warranty or guaranty against the Company or any Subsidiary of the Company. Neither the Company nor any Subsidiary of the Company has incurred, nor does the Company know or have any reason to believe that there is any basis for alleging, any material liability, damage, loss, cost or expense as a result of any material defect or other deficiency (whether of design, materials, workmanship, labeling instructions or otherwise) ("PRODUCT LIABILITY") with respect to any product sold or services rendered by or on behalf of the Company or any Subsidiary of the Company whether such Product Liability is incurred by reason of any express or implied warranty (including, without limitation, any warranty of merchantability or fitness), any doctrine of common law (tort, contract or other), any statutory provision or otherwise and irrespective of whether such Product Liability is covered by insurance, except for any Product Liability which would not have a Material Adverse Effect on the Company.
Product Warranties and Liabilities. 21 5.24 Insurance..................................................22 5.25
Product Warranties and Liabilities. (a) Except as set forth in Schedule 4.24(a), each product manufactured, shipped or sold by the Access Business has been in conformity with all applicable contractual commitments and all express and implied warranties (except as properly disclaimed in the applicable Contract), and the Access Business does not have any liability (and, to the Seller's knowledge, there is no basis for any present or future Proceeding, hearing, investigation, charge, complaint, claim or demand against it giving rise to any liability) for replacement or repair thereof or other damages in connection therewith, except for nonconformities and liabilities that would not reasonably be expected to have a material adverse effect on the Access Business' relationship with any customer or distributor.
Product Warranties and Liabilities. (a) Except as set forth in Section 2.19(a) of the Company Disclosure Schedule, there is no pending or, to the Knowledge of the Company, threatened, and, to the Knowledge of the Company, there is no basis for any, Proceeding relating to injury to person or property of any Person suffered as a result of any product manufactured, distributed or sold by or on behalf of any of the Company or performance of any service by the Company, including claims arising out of any breach of product warranty (other than warranty service and repair claims in the ordinary course of business not material in amount or significance), strict liability in tort, negligent manufacture of product, negligent provision of services or any other allegation of liability, including or resulting in, but not limited to, product recalls, arising from the materials, design, testing, manufacture, packaging, labeling (including instructions for use), materials or workmanship or sale of its products or from the provision of services or otherwise alleging any liability of the Company as a result of any defect or other deficiency with respect to any product manufactured, processed, distributed or sold by or on behalf of the Company or performance of any service by and of the Company (hereafter collectively referred to as “Product Liability Claims”) prior to the Closing.
Product Warranties and Liabilities. Except as stated in Schedule 5.9(o) and Schedule 5.14, neither Quantime nor Subsidiary has given or made any express or implied warranties (except for implied warranties that may not be disclaimed pursuant to applicable law) with respect to any products licensed, distributed, offered or sold or services performed by them, except for the limited warranties stated in standard form customer contracts, previously made available to SPSS, with modifications that, in the aggregate, would not have a material adverse effect on business, prospects or financial condition of either Quantime or Subsidiary. The Quantime Insiders do not have any knowledge of any fact or of the occurrence of any event forming the basis of any present or future claim against either Quantime or Subsidiary, whether or not fully covered by insurance, for liability on account of products liability or on account of any express or implied product warranty, except for warranty obligations and product returns in the ordinary course of business and as set forth in Schedule 5.23.
Product Warranties and Liabilities. Each of the Target or its Subsidiaries has no forms of warranties or Guarantees of its products and services that are in effect or proposed to be used by it. The Disclosure Schedule sets forth a description of each pending or, to the knowledge of each of the Target and its Subsidiaries, threatened suit, claim. action, proceeding or investigation under any warranty or guaranty against each of the Target and its Subsidiaries. None of the Target or its Subsidiaries has incurred, nor does any of the Target or its Subsidiaries know or have any reason to believe there is any basis for alleging, any material liability, damage, loss, cost or expense as a result of any material defect or other deficiency (whether of design, materials, workmanship, labeling instructions or otherwise) ("Product Liability") with respect to any product sold or services rendered by or on behalf of any of the Target or its Subsidiaries (including any lessee thereof), whether such Product Liability is incurred by reason of any express or implied warranty (including, without limitation, any warranty of merchantability or fitness), any doctrine of common law (tort, contract or other), any statutory provision or otherwise and irrespective of whether such Product Liability is covered by insurance.
Product Warranties and Liabilities. Except as set forth in the SEC Reports or as otherwise set forth in Schedule 2.23 or in Section 2.21 to the Gensia Disclosure Schedule or Section 3.21 to the Rakepoll Disclosure Schedule, the Company and each Subsidiary have no forms of warranties or guarantees of its products and services that are in effect or proposed to be used by it. Schedule 2.23 sets forth a description, which is true and correct in all material respects, of each pending or, to the knowledge of the Company, threatened material action under any warranty or guaranty of the Company or any Subsidiary which is not accurately described in all material respects in the SEC Reports. Except for amounts covered by specific reserves in the 1996 Financial Statements, the Company and each Subsidiary have not incurred, nor does the Company or any Subsidiary know or have any reason to believe there is any basis for alleging, any material liability, damage, loss, cost or expense as a result of any material defect or other deficiency (whether of design, materials, workmanship, labeling instructions or otherwise) ("Product Liability") with respect to any product sold or services rendered by or on behalf of the Company or any Subsidiary (including any lessee thereof), whether such Product Liability is incurred by reason of any express or implied warranty (including, without limitation, any warranty of merchantability or fitness), any doctrine of common law (tort, contract or other), any statutory provision or otherwise and irrespective of whether such Product Liability is covered by insurance.
Product Warranties and Liabilities. (a) [***] does not manufacture any products.
