Warranties and Product Liabilities Sample Clauses

Warranties and Product Liabilities. Since January 1, 2011, there have been no claims against the Company or its Subsidiaries for product liability, personal injury, property damage, indemnity, warranty or other similar claims arising from the ingestion or other use of the Products of the Company or its Subsidiaries. There are no material Liabilities arising from any injury resulting from the ingestion or other use of the Company’s Products, or arising from warranty or other claims or returns with respect to any Product(s), individually or in the aggregate. All Products have been designed, developed, manufactured, labeled, packaged, processed, handled, stored, advertised, marketed, sold, transported and/or distributed so as to meet and comply in all material respects with all applicable standards and requirements of any Governmental Authority, product specifications, applicable licenses or contractual commitments and express warranties.
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Warranties and Product Liabilities. (a) Each service rendered or product or item assembled, marketed, distributed, installed and/or sold by the Company has been in conformity with all applicable contractual commitments and all express and implied warranties provided by the Company. There are no claims outstanding or, to the Company’s knowledge, threatened for breach of any warranty relating to any service rendered or any products or items assembled, marketed, distributed, installed and/or sold by the Company that would cause the Company to suffer a liability greater than $10,000 individually or $100,000 in the aggregate. All warranty claims made against, and returns of product or item to, the Company over the past three years have been property reflected as warranty expense in the Financial Statements. (b) Except as set forth in the Company’s standard terms of service and sale, including any warranties, guarantees or indemnities, given by the Company, or as described on Schedule 3.24, the Company has not made any express or implied warranties or guarantees to any third party, or given any indemnity, with respect to any service rendered or product or item assembled, marketed, distributed, installed and/or sold by the Company. However, when requested by a customer, Company does provide extended warranties and service contracts, on a case by case basis, for an additional charge. (c) The Company has no Liability arising from or alleged to arise from any actual or alleged injury to Persons, damage to property or other loss as a result of the ownership, possession or use of any product or item assembled, marketed, distributed, installed and/or sold, by the Company which is not covered by existing insurance.
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Warranties and Product Liabilities. 35 5.28. No Finder..........................................................35 5.29. No Third Party Options.............................................35 5.30. Disclosure.........................................................36
Sample 1
Warranties and Product Liabilities. Except as described in Schedule 6.37 attached hereto, the Corporation has not given any guarantee or warranty in respect of any of the products sold or the services provided as part of its business, except warranties made in the ordinary course of business and for warranties implied by law. Except as disclosed in Schedule 6.32, there is and there has not been during the past three (3) years any action, suit, inquiry, proceeding or investigation by or before any governmental authority pending or, to the knowledge of the Corporation or the Subsidiaries, threatened against or involving the Corporation or the Subsidiaries relating to any product alleged to have been manufactured or sold by the Corporation or the Subsidiaries and alleged to have been defective, or improperly designed or manufactured and the Corporation and the Subsidiaries know of no reason for any such action, proceeding or investigation.
Sample 1
Warranties and Product Liabilities. SELLER has previously delivered to BUYER true, correct and complete copies of all outstanding standard product warranties and guarantees given by SELLER with respect to the FD Business. Except as fully described in Schedule 15, there are no pending claims or actions against the SELLER for breach of warranty or based upon product liability (whether based on tort or contract principles) and, to the Best Knowledge of SELLER, no such claims or actions are threatened. Except as disclosed in Schedule 9 or 15, there are no defects in craftsmanship, and to the Best Knowledge of SELLER there are no design or engineering defects with respect to any product now or previously sold or manufactured by SELLER in the FD Business which may constitute the basis for any such claim against SELLER or BUYER.
Sample 1
Warranties and Product Liabilities. Each product manufactured, sold, leased or delivered by Seller has been in conformity with all applicable contractual commitments and all expressed and implied warranties, and Seller has no liability (and there is no basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim or demand against anything giving rise to any liability) for replacement or repair thereof or other damages in connection therewith, subject only to the reserve for product warranty claims set forth on the Unaudited Balance Sheets. No product manufactured, sold, leased or delivered is subject to any guaranty, warranty or other indemnity beyond the applicable terms and conditions of sale or lease. Schedule 3.28 includes copies of the standard current conditions of sale of Seller (including applicable guaranty, warranty and indemnity provisions) and a summary of the warranty expense incurred by the Seller during the last two fiscal years. Seller has no liability (and there is no basis for any present or future action, suit, proceeding, hearing, investigation, charge, compliant, claim or demand against Seller 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 Seller.
Sample 1
Warranties and Product Liabilities. (a) Each product manufactured, sold, leased or delivered by the Business has been in conformity with all applicable contractual commitments and all express and implied warranties, and the Business 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) for replacement or repair thereof or other damages in connection therewith, subject only to the reserve for product warranty claims set forth on the face of the Balance Sheet rather than in any notes thereto) as adjusted for the passage of time through the Closing Date in accordance with the past custom and practice of the Business. No product manufactured, sold, leased, or delivered by the Business is subject to any guaranty, warranty, or other indemnity beyond the applicable standard terms and conditions of sale or lease. Schedule 5.27 includes copies of the standard terms and conditions of sale or lease for the Business (containing applicable guaranty, warranty and indemnity provisions) and a summary of the warranty expense incurred by the Business during each of the last three fiscal years. (b) The Business 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 Business.
Sample 1
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Related to Warranties and Product Liabilities

  • Warranties and Liabilities You acknowledge and agree that: a) We do not warrant the operability or functionality of Mobile Payment Services for Small Business or that it will be available to complete a Transaction; b) We do not warrant that any particular merchant will offer the payment method accessed through Mobile Payment Services for Small Business; and c) We do not guarantee the availability or operability of any wireless networks or of any Mobile Device. You understand that You should keep Your physical Debit Card with You to use in the event Mobile Payment Services for Small Business are unavailable for whatever reason. Furthermore, You explicitly exclude Us, all partners and associated service providers from all liability whatsoever in relation to Mobile Payments Services for Small Business, and by extension their respective directors, officers and employees, including, without limitation, any liability in relation to the sale, distribution, use or the performance or non-performance of Mobile Payments Services for Small Business. You acknowledge and confirm ownership of the respective intellectual property rights by the Financial Institution and its partners and associated service providers.

  • Warranties and Liability 10.1. Each Party warrants to the other that it has the full right and power to enter into this Deed. Save as explicitly notified to the other Party at the Effective Date, each Party warrants that as at the Effective Date it has not knowingly misappropriated any third party confidential information or knowingly infringed any third party Intellectual Property Right. 10.2. Each Party warrants that save as explicitly otherwise provided in this Deed (a) it has the rights to grant the licences in clause 3 of this Deed; and (b) it has not granted to any third party any option, licence or right of first refusal in relation to the Licensed Patents, Results or Know-How; and (c) it has not assigned, transferred or granted any option to assign or transfer any of its rights in the Licensed Patents, Results or Know-How. 10.3. Both Parties acknowledge that in entering into this Deed they do not do so in reliance on any representation, warranty or other provision except as expressly provided in this Deed and any conditions, warranties or other terms implied by statute or common law are excluded from this Deed to the full extent permitted by law. 10.4. Without limiting the scope of clauses 10.1 to 10.3, neither Party gives any warranty, representation or undertaking: 10.4.1. as to the efficacy, usefulness or quality of the Licensed Patents, Results or Know-How; 10.4.2. that any of the Licensed Patents are or will be valid or subsisting or (in the case of applications) will proceed to grant; or 10.4.3. that the exploitation of any the Licensed Patents, Results or Know-How or the manufacture, Marketing, or use of Licensed Products or products or the exercise of any other rights granted under this Deed will not infringe any Intellectual Property Rights or other rights of any third party. 10.5. Both Parties accept that there is no restriction imposed on the other Party in relation to the independent development of any Adaptimmune Licensed Products in the case of Adaptimmune, or Immunocore Licensed Products, in the case of Immunocore using TCRs which do not form part of any Project or which are not comprised within the Licensed Patents, Know-How or Results (“New TCRs”). In particular, subject to clause 3, (a) each Party is free to enter into agreements with third parties in relation to development of products comprising New TCRs; (b) each Party is free to enter into any licence in relation to New TCRs; and (c) each Party is free to independently isolate New TCRs for Adaptimmune Licensed Products in the case of Adaptimmune, or Immunocore Licensed Products, in the case of Immunocore respectively. 10.6. The liability of either Party under this Deed (whether arising for breach or arising in any other way out of the subject matter of this Deed, including whether under contract or tort) will not include any indirect, incidental or consequential damages or loss (including as relevant any indirect loss of profits). 10.7. Nothing in this Deed will operate to limit or exclude the liability of either party for death or personal injury arising from its negligence or for liability for fraud.

  • User Warranties and Indemnification You warrant to Credit Union that:

  • Disclaimer of Implied Warranties The warranty set forth herein is in lieu of, and ‘Reseller’ expressly disclaims all other product warranties of any kind whatsoever whether express, implied, statutory, arising by course of dealing or performance, custom, usage in the trade or otherwise, any warranty of merchantability, or fitness for a particular purpose, and in any event no such implied warranty has applicability beyond the time period covered by this warranty.

  • Implied Warranties DAS does not disclaim, exclude or modify the implied warranty of fitness for a particular purpose or the warranty of merchantability.

  • Customer Warranties Customer warrants that (i) if an entity, it is duly organized and validly existing in good standing; (ii) it is duly authorized to execute, deliver, and perform its obligations under this Agreement; (iii) when duly executed and delivered by each Party, the Agreement will constitute Customer’s legal, valid, and binding obligation, enforceable against it in accordance with its terms; (iv) it is not insolvent and is paying all of its debts as they become due; (v) any payments made pursuant to the Agreement are intended by it to be a substantially contemporaneous exchange for new value given to it; (vi) each payment made of a debt incurred by it under this Agreement is or was in the ordinary course of its business or financial affairs, and (vii) all information supplied by Customer is complete and accurate.

  • Breach of Representations or Warranties Any representation or warranty made by the Borrower to the Lenders or the Administrative Agent under this Agreement, or any certificate or information delivered in connection with this Agreement, shall be false in any material respect when made or deemed made.

  • Supplier Warranties The warranties made by Supplier with respect to each Product are solely those that are contained in the product insert accompanying such Product. No other affirmation of fact or promise made by Distributor or its Suppliers, whether or not in this Agreement, by words or action shall constitute a warranty. The foregoing warranty does not extend to any Product that is modified or altered, or treated with abuse, negligence or other improper treatment. Standard Limited Warranty. Distributor shall pass on to Subdistributor so that it may pass on to the customers the Supplier’s standard limited warranty for Products, including limitations set for in subsection (b) Limitation of Liability and Warranty below. Except for the stated warranty set forth on, or included with, the Products as delivered to the Subdistributor and /or its customers, the warranty and remedy set forth in this 0 are exclusive and all other warranties, guarantees or representations, express or implied, by Distributor’s Suppliers with respect to the applicable Products, including, without limitation, warranties of merchantability and fitness for particular purpose, and any other obligation or liability of Distributor and its Suppliers to Subdistributor or to any third party with respect to the Products, are hereby excluded. This warranty is contingent upon proper use of a Product in the application for which such Product was intended and does not cover Products that were modified without Distributor or its Supplier’s prior written approval, that have expired or that were subjected to physical, chemical or electrical stress that the products were not originally designed for.

  • Warranties and Indemnity 24.1 By signing the Deal Memo the Writer warrants that the Writer: a) is or will be the sole author of the Script which is wholly original to the Writer (except to the extent that it is based on or relates to the work of third parties provided by the BBC) and does not infringe the copyright or any other right of any third party nor contain any defamatory statement or innuendo which if published in any form whatsoever might confer on any person firm or company a right of action or claim for damages (provided however that the Writer shall not be liable for any defamatory matter which in the reasonable opinion of the BBC was included in the Script without negligence or malice on the Writer’s part); b) is free to accept this engagement and has no commitments and will not make or accept any commitment which shall prevent the full rendering of the Writer’s services required to the BBC in accordance with this Agreement; c) is a “qualifying person” within the meaning of the Act;

  • Warranties and Indemnification Employee warrants that he is not a party to any contract, restrictive covenant, or other agreement purporting to limit or otherwise adversely affecting his ability to secure employment with any third party. Alternatively, should any such agreement exist, Employee warrants that the contemplated services to be performed hereunder will not violate the terms and conditions of any such agreement. In either event, Employee agrees to fully indemnify and hold the Company harmless from any and all claims arising from, or involving the enforcement of, any such restrictive covenants or other agreements.

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