Common use of WARRANTIES; DISCLAIMERS OF WARRANTIES Clause in Contracts

WARRANTIES; DISCLAIMERS OF WARRANTIES. EACH PARTY REPRESENTS AND WARRANTS THAT IT SHALL OBTAIN, MAINTAIN AND COMPLY WITH ALL PERMITS, CONSENTS AND APPROVALS NECESSARY FOR SUCH PARTY TO ENTER INTO AND FULFILL ITS OBLIGATIONS UNDER THIS AGREEMENT. FINRA WILL ENDEAVOR TO OFFER THE INFORMATION AS PROMPTLY AND AS ACCURATELY AS IS REASONABLY PRACTICABLE. IN THE EVENT THAT THE INFORMATION IS NOT AVAILABLE AS A RESULT OF A FAILURE BY FINRA OR ITS THIRD PARTY PROVIDERS TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, FINRA OR ITS THIRD PARTY PROVIDERS WILL ENDEAVOR, GIVING DUE REGARD FOR THE COST, TIME, AND EFFECT ON OTHER USERS, TO CORRECT ANY SUCH FAILURE. IN THE EVENT THAT THE INFORMATION IS NOT AVAILABLE, IS DELAYED, IS INTERRUPTED, IS INCOMPLETE OR IS NOT ACCURATE OR IS OTHERWISE MATERIALLY AFFECTED FOR AN ENTIRE BUSINESS DAY AND REMAINS AFFECTED AT THE COMMENCEMENT OF THE IMMEDIATELY SUCCEEDING BUSINESS DAY DUE TO THE SOLE NEGLIGENCE OF FINRA (EXCEPT FOR A REASON PERMITTED IN THE VENDOR AGREEMENT), SUBSCRIBER’S EXCLUSIVE REMEDY AGAINST FINRA SHALL BE, (A) IF SUBSCRIBER CONTINUES TO RECEIVE THE INFORMATION OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRA, A PRORATED CREDIT OF ANY MONIES DUE FOR AND DIRECTLY ATTRIBUTABLE TO THE AFFECTED INFORMATION TO FINRA FROM SUBSCRIBER FOR THE PERIOD AT ISSUE OR, (B) IF SUBSCRIBER NO LONGER RECEIVES EITHER THE INFORMATION OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRA, A PRORATED REFUND OF ANY MONIES DUE FOR THE AFFECTED INFORMATION TO FINRA FROM SUBSCRIBER FOR THE PERIOD AT ISSUE. SUCH CREDIT OR REFUND SHALL BE REQUESTED BY NOTICE TO FINRA WITH ALL PERTINENT DETAILS. BEYOND THE WARRANTIES STATED IN THIS SECTION, THERE ARE NO OTHER WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY (INCLUDING TITLE, OWNERSHIP, INTELLECTUAL PROPERTY INFRINGEMENT, TIMELINESS, TRUTHFULNESS, SEQUENCE, COMPLETENESS, ACCURACY, AVAILABILITY, FREEDOM FROM INTERRUPTION, ANY IMPLIED WARRANTIES ARISING FROM TRADE USAGE, COURSE OF DEALING, OR COURSE OF PERFORMANCE, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE).

WARRANTIES; DISCLAIMERS OF WARRANTIES. (a) EACH PARTY REPRESENTS AND WARRANTS THAT IT SHALL OBTAIN, MAINTAIN AND COMPLY WITH ALL PERMITS, CONSENTS AND APPROVALS NECESSARY FOR SUCH PARTY TO ENTER INTO AND FULFILL ITS OBLIGATIONS UNDER THIS AGREEMENT. FINRA WILL ENDEAVOR TO OFFER THE INFORMATION AS PROMPTLY AND AS ACCURATELY AS IS REASONABLY PRACTICABLE. IN THE EVENT THAT THE INFORMATION SERVICE IS NOT AVAILABLE AVAILABLE, OR IS MATERIALLY INTERRUPTED, DELAYED, INCOMPLETE, INACCURATE, OR AFFECTED AS A RESULT OF A FAILURE BY FINRA OR ITS THIRD PARTY PROVIDERS TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, FINRA FINRA'S ENTIRE LIABILITY AND PARTICIPANT’S EXCLUSIVE REMEDY UNDER THIS LICENSE AGREEMENT FOR SERVICE OR ITS THIRD PARTY PROVIDERS WILL ENDEAVORPROGRAM DEFECTS SHALL BE, IN FINRA'S SOLE DISCRETION, EITHER (A) THE GOOD FAITH CORRECTION OR ATTEMPTED CORRECTION BY FINRA, GIVING DUE REGARD FOR THE COST, TIME, AND EFFECT ON OTHER USERS, TO CORRECT ANY SUCH FAILUREOF REPRODUCIBLE PROGRAM DEFECTS OR THE PROVISION OF A BYPASS FOR A MATERIAL PROGRAMMING DEFECT. IN THE EVENT THAT THE INFORMATION SERVICE OR PROGRAM IS NOT AVAILABLE, IS MATERIALLY DELAYED, IS INTERRUPTED, IS INCOMPLETE INCOMPLETE, INACCURATE OR IS NOT ACCURATE OR IS OTHERWISE MATERIALLY NEGATIVELY AFFECTED FOR AN ENTIRE BUSINESS DAY AND REMAINS SO AFFECTED AT THE COMMENCEMENT OF THE IMMEDIATELY SUCCEEDING BUSINESS DAY DUE TO THE SOLE NEGLIGENCE FAULT OF FINRA (EXCEPT FOR A REASON PERMITTED IN THE VENDOR THIS AGREEMENT), SUBSCRIBERPARTICIPANT’S EXCLUSIVE REMEDY AGAINST FINRA SHALL BE, (A) IF SUBSCRIBER PARTICIPANT CONTINUES TO RECEIVE THE INFORMATION SERVICE OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRA, A PRORATED MONTH’S CREDIT OF ANY MONIES DUE FOR AND DIRECTLY ATTRIBUTABLE TO THE AFFECTED INFORMATION SERVICE TO FINRA FROM SUBSCRIBER PARTICIPANT FOR THE PERIOD AT ISSUE OR, (B) IF SUBSCRIBER PARTICIPANT NO LONGER RECEIVES EITHER THE INFORMATION SERVICE OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRA, A PRORATED MONTH’S REFUND OF ANY MONIES DUE FOR THE AFFECTED INFORMATION SERVICE TO FINRA FROM SUBSCRIBER PARTICIPANT FOR THE PERIOD AT ISSUE. SUCH CREDIT OR REFUND SHALL BE REQUESTED BY NOTICE TO FINRA WITH ALL PERTINENT DETAILS. NOTWITHSTANDING THE FOREGOING, FINRA MAKES NO WARRARITES WHATSOEVER WITH REGARD TO TESTING SERVICES. ALL SUCH TESTING SERVICES ARE PROVIDED “AS IS.” BEYOND THE WARRANTIES STATED IN THIS SECTION, THERE ARE NO OTHER WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY (INCLUDING TITLE, OWNERSHIP, INTELLECTUAL PROPERTY INFRINGEMENT, TIMELINESS, TRUTHFULNESS, SEQUENCE, COMPLETENESS, ACCURACY, AVAILABILITY, FREEDOM FROM 18 Copyrighted 2011-122013 FINRA. ALLAll rights reserved. FINRA PARTICIPATION AGREEMENT V. v. 1.1 (REV. 0512)2 (Rev. 04-2013) INTERRUPTION, ANY IMPLIED WARRANTIES ARISING FROM TRADE USAGE, COURSE OF DEALING, OR COURSE OF PERFORMANCE, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE).

WARRANTIES; DISCLAIMERS OF WARRANTIES. EACH PARTY REPRESENTS AND WARRANTS THAT IT SHALL OBTAIN, MAINTAIN AND COMPLY WITH ALL PERMITS, CONSENTS AND APPROVALS NECESSARY FOR SUCH PARTY TO ENTER INTO AND FULFILL ITS OBLIGATIONS UNDER THIS AGREEMENT. FINRA XXXX WILL ENDEAVOR TO OFFER THE INFORMATION AS PROMPTLY AND AS ACCURATELY AS IS REASONABLY PRACTICABLE. IN THE EVENT THAT THE INFORMATION IS NOT AVAILABLE AS A RESULT OF A FAILURE BY FINRA NASD OR ITS THIRD PARTY PROVIDERS TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, FINRA NASD OR ITS THIRD PARTY PROVIDERS WILL ENDEAVOR, GIVING DUE REGARD FOR THE COST, TIME, AND EFFECT ON OTHER USERS, TO CORRECT ANY SUCH FAILURE. IN THE EVENT THAT THE INFORMATION IS NOT AVAILABLE, IS DELAYED, IS INTERRUPTED, IS INCOMPLETE OR IS NOT ACCURATE OR IS OTHERWISE MATERIALLY AFFECTED FOR AN ENTIRE BUSINESS DAY AND REMAINS AFFECTED AT THE COMMENCEMENT OF THE IMMEDIATELY SUCCEEDING BUSINESS DAY DUE TO THE SOLE NEGLIGENCE OF FINRA NASD (EXCEPT FOR A REASON PERMITTED IN THE BTDS VENDOR AGREEMENT), SUBSCRIBER’S EXCLUSIVE REMEDY AGAINST FINRA NASD SHALL BE, (A) IF SUBSCRIBER CONTINUES TO RECEIVE THE INFORMATION OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRAXXXX, A PRORATED CREDIT OF ANY MONIES DUE FOR AND DIRECTLY ATTRIBUTABLE TO THE AFFECTED INFORMATION TO FINRA NASD FROM SUBSCRIBER FOR THE PERIOD AT ISSUE OR, (B) IF SUBSCRIBER NO LONGER RECEIVES EITHER THE INFORMATION OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRANASD, A PRORATED REFUND OF ANY MONIES DUE FOR THE AFFECTED INFORMATION TO FINRA NASD FROM SUBSCRIBER FOR THE PERIOD AT ISSUE. SUCH CREDIT OR REFUND SHALL BE REQUESTED BY NOTICE TO FINRA NASD WITH ALL PERTINENT DETAILS. BEYOND THE WARRANTIES STATED IN THIS SECTION, THERE ARE NO OTHER WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY (INCLUDING TITLE, OWNERSHIP, INTELLECTUAL PROPERTY INFRINGEMENT, TIMELINESS, TRUTHFULNESS, SEQUENCE, COMPLETENESS, ACCURACY, AVAILABILITY, FREEDOM FROM INTERRUPTION, ANY IMPLIED WARRANTIES ARISING FROM TRADE USAGE, COURSE OF DEALING, OR COURSE OF PERFORMANCE, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE).

WARRANTIES; DISCLAIMERS OF WARRANTIES. EACH PARTY REPRESENTS AND WARRANTS THAT IT SHALL OBTAIN, MAINTAIN AND COMPLY WITH ALL PERMITS, CONSENTS AND APPROVALS NECESSARY FOR SUCH PARTY TO ENTER INTO AND FULFILL ITS OBLIGATIONS UNDER THIS AGREEMENT. FINRA NASD WILL ENDEAVOR TO OFFER THE INFORMATION AS PROMPTLY AND AS ACCURATELY AS IS REASONABLY PRACTICABLE. IN THE EVENT THAT THE INFORMATION IS NOT AVAILABLE AS A RESULT OF A FAILURE BY FINRA NASD OR ITS THIRD PARTY PROVIDERS TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, FINRA NASD OR ITS THIRD PARTY PROVIDERS WILL ENDEAVOR, GIVING DUE REGARD FOR THE COST, TIME, AND EFFECT ON OTHER USERS, TO CORRECT ANY SUCH FAILURE. IN THE EVENT THAT THE INFORMATION IS NOT AVAILABLE, IS DELAYED, IS INTERRUPTED, IS INCOMPLETE OR IS NOT ACCURATE OR IS OTHERWISE MATERIALLY AFFECTED FOR AN ENTIRE BUSINESS DAY AND REMAINS AFFECTED AT THE COMMENCEMENT OF THE IMMEDIATELY SUCCEEDING BUSINESS DAY DUE TO THE SOLE NEGLIGENCE OF FINRA NASD (EXCEPT FOR A REASON PERMITTED IN THE BTDS VENDOR AGREEMENT), SUBSCRIBER’S EXCLUSIVE REMEDY AGAINST FINRA NASD SHALL BE, (A) IF SUBSCRIBER CONTINUES TO RECEIVE THE INFORMATION OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRANASD, A PRORATED CREDIT OF ANY MONIES DUE FOR AND DIRECTLY ATTRIBUTABLE TO THE AFFECTED INFORMATION TO FINRA NASD FROM SUBSCRIBER FOR THE PERIOD AT ISSUE OR, (B) IF SUBSCRIBER NO LONGER RECEIVES EITHER THE INFORMATION OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRANASD, A PRORATED REFUND OF ANY MONIES DUE FOR THE AFFECTED INFORMATION TO FINRA NASD FROM SUBSCRIBER FOR THE PERIOD AT ISSUE. SUCH CREDIT OR REFUND SHALL BE REQUESTED BY NOTICE TO FINRA NASD WITH ALL PERTINENT DETAILS. BEYOND THE WARRANTIES STATED IN THIS SECTION, THERE ARE NO OTHER WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY (INCLUDING TITLE, OWNERSHIP, INTELLECTUAL PROPERTY INFRINGEMENT, TIMELINESS, TRUTHFULNESS, SEQUENCE, COMPLETENESS, ACCURACY, AVAILABILITY, FREEDOM FROM INTERRUPTION, ANY IMPLIED WARRANTIES ARISING FROM TRADE USAGE, COURSE OF DEALING, OR COURSE OF PERFORMANCE, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE).

WARRANTIES; DISCLAIMERS OF WARRANTIES. (a) EACH PARTY REPRESENTS AND WARRANTS THAT IT SHALL OBTAIN, MAINTAIN AND COMPLY WITH ALL PERMITS, CONSENTS AND APPROVALS NECESSARY FOR SUCH PARTY TO ENTER INTO AND FULFILL ITS OBLIGATIONS UNDER THIS AGREEMENT. FINRA WILL ENDEAVOR TO OFFER THE INFORMATION AS PROMPTLY AND AS ACCURATELY AS IS REASONABLY PRACTICABLE. IN THE EVENT THAT THE INFORMATION SERVICE IS NOT AVAILABLE AVAILABLE, OR IS MATERIALLY INTERRUPTED, DELAYED, INCOMPLETE, INACCURATE, OR AFFECTED AS A RESULT OF A FAILURE BY FINRA OR ITS THIRD PARTY PROVIDERS TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, FINRA FINRA'S ENTIRE LIABILITY AND PARTICIPANT’S EXCLUSIVE REMEDY UNDER THIS LICENSE AGREEMENT FOR SERVICE OR ITS THIRD PARTY PROVIDERS WILL ENDEAVORPROGRAM DEFECTS SHALL BE, IN FINRA'S SOLE DISCRETION, EITHER (A) THE GOOD FAITH CORRECTION OR ATTEMPTED CORRECTION BY FINRA, GIVING DUE REGARD FOR THE COST, TIME, AND EFFECT ON OTHER USERS, TO CORRECT ANY SUCH FAILUREOF REPRODUCIBLE PROGRAM DEFECTS OR THE PROVISION OF A BYPASS FOR A MATERIAL PROGRAMMING DEFECT. IN THE EVENT THAT THE INFORMATION SERVICE OR PROGRAM IS NOT AVAILABLE, IS MATERIALLY DELAYED, IS INTERRUPTED, IS INCOMPLETE INCOMPLETE, INACCURATE OR IS NOT ACCURATE OR IS OTHERWISE MATERIALLY NEGATIVELY AFFECTED FOR AN ENTIRE BUSINESS DAY AND REMAINS SO AFFECTED AT THE COMMENCEMENT OF THE IMMEDIATELY SUCCEEDING BUSINESS DAY DUE TO THE SOLE NEGLIGENCE FAULT OF FINRA (EXCEPT FOR A REASON PERMITTED IN THE VENDOR THIS AGREEMENT), SUBSCRIBERPARTICIPANT’S EXCLUSIVE REMEDY AGAINST FINRA SHALL BE, (A) IF SUBSCRIBER CONTINUES TO RECEIVE THE INFORMATION OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRA, A PRORATED CREDIT OF ANY MONIES DUE FOR AND DIRECTLY ATTRIBUTABLE TO THE AFFECTED INFORMATION TO FINRA FROM SUBSCRIBER FOR THE PERIOD AT ISSUE OR, (B) IF SUBSCRIBER NO LONGER RECEIVES EITHER THE INFORMATION OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRA, A PRORATED REFUND OF ANY MONIES DUE FOR THE AFFECTED INFORMATION TO FINRA FROM SUBSCRIBER FOR THE PERIOD AT ISSUE. SUCH CREDIT OR REFUND SHALL BE REQUESTED BY NOTICE TO FINRA WITH ALL PERTINENT DETAILS. BEYOND THE WARRANTIES STATED IN THIS SECTION, THERE ARE NO OTHER WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY (INCLUDING TITLE, OWNERSHIP, INTELLECTUAL PROPERTY INFRINGEMENT, TIMELINESS, TRUTHFULNESS, SEQUENCE, COMPLETENESS, ACCURACY, AVAILABILITY, FREEDOM FROM INTERRUPTION, ANY IMPLIED WARRANTIES ARISING FROM TRADE USAGE, COURSE OF DEALING, OR COURSE OF PERFORMANCE, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE).,

WARRANTIES; DISCLAIMERS OF WARRANTIES. EACH PARTY REPRESENTS AND WARRANTS THAT IT SHALL OBTAIN, MAINTAIN AND COMPLY WITH ALL PERMITS, CONSENTS AND APPROVALS NECESSARY FOR SUCH PARTY TO ENTER INTO AND FULFILL ITS OBLIGATIONS UNDER THIS AGREEMENT. FINRA THE SYSTEM ALONG WITH ALL INFORMATION AND DATA IS PROVIDED AS IS. NASD WILL ENDEAVOR TO OFFER THE INFORMATION AND DATA AS PROMPTLY AND AS ACCURATELY AS IS REASONABLY PRACTICABLE. IN THE EVENT THAT THE SYSTEM OR INFORMATION AND DATA IS NOT AVAILABLE AS A RESULT OF A FAILURE BY FINRA OR ITS THIRD PARTY PROVIDERS NASD TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, FINRA OR ITS THIRD PARTY PROVIDERS NASD WILL ENDEAVOR, GIVING DUE REGARD FOR THE COST, TIME, AND EFFECT ON OTHER USERS, TO CORRECT ANY SUCH FAILURE. IN THE EVENT THAT THE INFORMATION AND DATA IS NOT AVAILABLE, IS DELAYED, IS INTERRUPTED, IS INCOMPLETE OR IS NOT ACCURATE OR IS OTHERWISE MATERIALLY AFFECTED FOR AN ENTIRE BUSINESS DAY AND REMAINS AFFECTED AT THE COMMENCEMENT OF THE IMMEDIATELY SUCCEEDING BUSINESS DAY DUE TO THE SOLE NEGLIGENCE FAULT OF FINRA NASD (EXCEPT FOR A REASON PERMITTED IN THE VENDOR THIS AGREEMENT), SUBSCRIBERVENDOR’S EXCLUSIVE REMEDY AGAINST FINRA NASD SHALL BE, (A) IF SUBSCRIBER VENDOR CONTINUES TO RECEIVE THE INFORMATION AND DATA OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRANASD, A PRORATED MONTH’S CREDIT OF ANY MONIES DUE FOR AND DIRECTLY ATTRIBUTABLE TO THE AFFECTED INFORMATION AND DATA TO FINRA NASD FROM SUBSCRIBER VENDOR FOR THE PERIOD AT ISSUE OR, (B) IF SUBSCRIBER VENDOR NO LONGER RECEIVES EITHER THE INFORMATION AND DATA OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY FINRANASD, A PRORATED MONTH’S REFUND OF ANY MONIES DUE FOR THE AFFECTED INFORMATION AND DATA TO FINRA NASD FROM SUBSCRIBER VENDOR FOR THE PERIOD AT ISSUE. SUCH CREDIT OR REFUND SHALL BE REQUESTED BY NOTICE TO FINRA NASD WITH ALL PERTINENT DETAILS. VENDOR SHALL ENSURE THAT SUBSCRIBERS AGREE TO THIS PROVISION AND SHALL REFUND ANY MONEYS DUE TO SUBSCRIBERS IN ACCORDANCE HEREWITH. BEYOND THE WARRANTIES STATED IN THIS SECTION, THERE ARE NO OTHER WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY (INCLUDING TITLE, OWNERSHIP, INTELLECTUAL PROPERTY INFRINGEMENT, TIMELINESS, TRUTHFULNESS, SEQUENCE, COMPLETENESS, ACCURACY, AVAILABILITY, FREEDOM FROM INTERRUPTION, ANY IMPLIED WARRANTIES ARISING FROM TRADE USAGE, COURSE OF DEALING, OR COURSE OF PERFORMANCE, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE).