Software and Documentation Warranties Sample Clauses

Software and Documentation Warranties. The Vendor represents and warrants to the City that: the Vendor is the sole owner of all Intellectual Property Rights in and to the Software and Documentation which has been developed solely by employees of the Vendor or independent contractors who have transferred in writing (or will transfer in writing) in respect of future modifications) their ownership rights in the Software to the Vendor, and the Vendor has the right to enter into this Contract and to perform all of its obligations including delivery of the Software and granting of the Licence; the Vendor has used commercially reasonable efforts to ensure that the Software delivered to the City under this Contract does not contain any viruses which would materially adversely affect the City’s ability to use the Software; the Software does not contain any disabling or other device that would allow the Vendor or any third party to in any way reduce or interrupt the use and operation of the Software by the City; all software (including the Software, Third Party Software, Documentation, and other materials to be delivered hereunder) will be delivered with the Intellectual Property Rights necessary to permit the City to freely use and operate same in accordance with the terms and conditions of this Contract; at the time of commencement of each Acceptance Test, the Software or Documentation being tested will be the agreed-upon Release of such Software or Documentation suitable for operation on the Hardware and Software Platform; the Licence is and will remain at all times in perpetuity free, non -exclusive and clear of all liens, charges and encumbrances, subject always to the City’s payment obligations as outlined in Schedule J [Payment Schedule]; Subject to Schedule I [Acceptance Tests], the Software will operate in accordance with the Functional Requirements when operated on the Hardware and Software Platform, upon issuance or deemed issuance of the Certificate of Acceptance; the Software, Services, Documentation, and Hardware and Software Platform will, upon issuance or deemed issuance of the Certificate of Final Acceptance, be compatible with each other and will operate together; and the Software and Documentation will, upon issuance or deemed issuance of the Certificate of Final Acceptance and when operated on the Software and Hardware Platform, support the level of activity and volumes set out in Schedule H [Performance Standard Warranties] and will otherwise meet the representations and warranties s...
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Software and Documentation Warranties. To the extent Products include or constitute Software and related Documentation, in addition to the warranties set forth in Article (7) of the Agreement, Supplier hereby warrants and represents to HP that:
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Related to Software and Documentation Warranties

  • Customer Warranties Customer represents and warrants that:

  • Software Warranty We warrant that the Tyler Software will perform without Defects during the term of this Agreement. If the Tyler Software does not perform as warranted, we will use all reasonable efforts, consistent with industry standards, to cure the Defect in accordance with the maintenance and support process set forth in Section C(9), below, the SLA and our then current Support Call Process.

  • Contractor’s Warranties and Guaranties Landlord hereby assigns to Tenant all warranties and guaranties by Contractor relating to the Tenant Improvements, and Tenant hereby waives all claims against Landlord relating to, or arising out of the construction of, the Tenant Improvements.

  • Product and Service Warranties 21- SECTION 3.30

  • Manufacturer’s Warranties If a Lease Vehicle is covered by a Manufacturer’s warranty, the Lessee, during the Vehicle Term for such Lease Vehicle, shall have the right to make any claims under such warranty that the Lessor could make.

  • Limited Warranties State Street represents and warrants that it is the owner of and has the right to grant access to the System and to provide the Remote Access Services contemplated herein. Because of the nature of computer information technology including, but not limited to, the use of the Internet, and the necessity of relying upon third party sources, and data and pricing information obtained from third parties, the System and Remote Access Services are provided “AS IS”, and the Customer and its Authorized Designees shall be solely responsible for the investment decisions, results obtained, regulatory reports and statements produced using the Remote Access Services. State Street and its relevant licensors will not be liable to the Customer or its Authorized Designees for any direct or indirect, special, incidental, punitive or consequential damages arising out of or in any way connected with the System or the Remote Access Services, nor shall either party be responsible for delays or nonperformance under this Addendum arising out of any cause or event beyond such party’s control. State Street will take reasonable steps to ensure that its products (and those of its third-party suppliers) reflect the available state of the art technology to offer products that are Year 2000 compliant, including, but not limited to, century recognition of dates, calculations that correctly compute same century and multi century formulas and date values, and interface values that reflect the date issues arising between now and the next one-hundred years, and if any changes are required, State Street will make the changes to its products at no cost to you and in a commercially reasonable time frame and will require third-party suppliers to do likewise. The Customer will do likewise for its systems. EXCEPT AS EXPRESSLY SET FORTH IN THIS ADDENDUM, STATE STREET, FOR ITSELF AND ITS RELEVANT LICENSORS, EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES CONCERNING THE SYSTEM AND THE SERVICES TO BE RENDERED HEREUNDER, WHETHER EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE. Infringement State Street will defend or, at our option, settle any claim or action brought against the Customer to the extent that it is based upon an assertion that access to the System or use of the Remote Access Services by the Customer under this Addendum constitutes direct infringement of any patent or copyright or misappropriation of a trade secret, provided that the Customer notifies State Street promptly in writing of any such claim or proceeding and cooperates with State Street in the defense of such claim or proceeding. Should the System or the Remote Access Services or any part thereof become, or in State Street’s opinion be likely to become, the subject of a claim of infringement or the like under any applicable patent or copyright or trade secret laws, State Street shall have the right, at State Street’s sole option, to (i) procure for the Customer the right to continue using the System or the Remote Access Services, (ii) replace or modify the System or the Remote Access Services so that the System or the Remote Access Services becomes noninfringing, or (iii) terminate this Addendum without further obligation.

  • Representations, Warranties and Agreements of Seller The Seller agrees and acknowledges that it shall, as a condition to the consummation of the transactions contemplated hereby, make the representations and warranties specified in Section 3.01 and 3.02 of the Seller's Warranties and Servicing Agreement, as of the Closing Date. The meaning of the term "Agreement" as used in Sections 3.01 and 3.02 of the Seller's Warranties and Servicing Agreement shall include this Agreement. The Seller, without conceding that the Mortgage Loans are securities, hereby makes the following additional representations, warranties and agreements which shall be deemed to have been made as of the Closing Date:

  • Warranties and Guaranties 10 3.8 Insurance..................................................................................... 10 3.9

  • Company’s Representations, Warranties and Agreements To induce the Subscriber to purchase the Shares, the Company hereby represents and warrants to the Subscriber and agrees with the Subscriber as follows:

  • Contractor’s Warranties Tenant waives all claims against Landlord relating to any defects in the Tenant Improvements; provided, however, that if, within 30 days after substantial completion of the Tenant Improvement Work, Tenant provides notice to Landlord of any non-latent defect in the Tenant Improvements, or if, within 11 months after substantial completion of the Tenant Improvement Work, Tenant provides notice to Landlord of any latent defect in the Tenant Improvements, then Landlord shall promptly cause such defect to be corrected.

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