Webmd Warranties Sample Clauses

Webmd Warranties. WebMD warrants and represents that: (i) it has sufficient authority to enter into this Agreement and to grant the rights set forth herein; (ii) it has not previously and will not grant any rights to any third party that are inconsistent with the rights granted to Microsoft, MSNBC and/or WebTV herein; (iii) all materials delivered by WebMD to Microsoft and/or included in the Health Channel pursuant to this Agreement, excluding content provided by Microsoft (directly or through a third party) or MSNBC and used in accordance with their instructions ("WebMD Content") are owned or licensed by WebMD and do not infringe the copyrights, trademarks, service marks or any other personal or proprietary right of any third party; (iv) to the best of WebMD's knowledge after reasonable inquiry, the WebMD Site and Health Channel and all actions occurring on the WebMD [*] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. Site and Health Channel are in compliance with all applicable laws, including, but not limited to laws governing confidential health care information (i.e., the Health Insurance Portability and Accountability Act of 1996 (HIPAA)); and (v) the Health Channel and all WebMD Content contained therein comply with the Specifications; (vi) WebMD will not upload or permit any upload of any messages, data, images or programs, excluding those provided to WebMD by Microsoft and uploaded in accordance with all Microsoft's directions, to the Health Channel or any Microsoft property or equipment, that would violate the property rights of others, including unauthorized copyrighted text, images, programs or trade secrets or other confidential and/or proprietary information, or trademarks or service marks used in an infringing fashion; (vii) the WebMD Content, to the best of WebMD's knowledge after reasonable inquiry, is factually accurate and does not contain any information, instruction or formula that might be injurious to anyone's physical well-being, and that it does not, and its use by Microsoft as permitted in this Agreement will not, defame or disparage any third party; (viii) WebMD shall be a member in good standing in the TRUSToE privacy program by the earlier of the Effective Date or the availability of the transition page described in Section 2.1(a) above, and shall remain such or be a member in good standing of another industry-recognized...
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Webmd Warranties 
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Related to Webmd Warranties

  • 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.

  • DISTRIBUTOR'S REPRESENTATIONS AND WARRANTIES Distributor represents and warrants that:

  • Customer Warranties Customer warrants and represents to CMC that:

  • Licensor’s Representations and Warranties Licensor represents and warrants to Licensee that:

  • Purchaser Warranties 8.1. The Purchaser warrants to the Seller as at the Execution Date, and, save as expressly provided otherwise, as at the Completion Date in terms of the warranties set out in Schedule 4 (“Purchaser Warranties”).

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

  • VENDOR'S WARRANTIES 4.1 The Vendor hereby warrants to the Purchaser that:

  • Representation and Warranties The representations and warranties of Seller in Section 3 and of Purchaser in Section 4 shall be true and correct as of the Closing Date.

  • Third Party Warranties If the Vendor purchases or subcontracts for the manufacture of any part of the System or the performance of any of the Services to be provided hereunder from a third party, the warranties given to the Vendor by such third party will inure, to the extent assigned to the Owner pursuant to this Section 17 or permitted by law, to the benefit of the Owner, and the Owner will have the right, at its sole discretion, to enforce such warranties directly and/or through the Vendor. The warranties of such third parties will be in addition to and will not, unless otherwise expressly stated herein, be in lieu of any warranties given by the Vendor under this Contract.

  • Seller’s Warranties Seller hereby represents and warrants to Buyer as of the Effective Date and again as of XXX that:

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