Xxxxxxx Warranties a. The Custodian represents and warrants that it is the owner of and/or has the right to grant access to each System and to provide the Remote Access Services contemplated herein. Except as set forth in the Contract, the System and Remote Access Services are provided “AS IS” without warranty express or implied including as to availability of the System, and the Fund and its Authorized Designees shall be solely responsible for the use of the System and Remote Access Services and investment decisions, results obtained, regulatory reports and statements produced using the Remote Access Services.
b. EXCEPT AS EXPRESSLY SET FORTH IN THE CONTRACT, THE CUSTODIAN, FOR ITSELF AND ITS RELEVANT LICENSORS AND THIRD-PARTY VENDORS EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES CONCERNING THE SYSTEM AND THE REMOTE ACCESS SERVICES TO BE RENDERED HEREUNDER, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
Xxxxxxx Warranties. (a) Baxter warrants that it owns, controls or has licenses to its Intellectual Property. Baxter warrants that, to the best of its knowledge, none of Xxxxxx’x Intellectual Property covering Product provided to Accentia under this Agreement is invalid or unenforceable.
(b) Baxter warrants that any Product when delivered by it to Accentia hereunder will be, and will have been, manufactured, packaged and labeled stored, handled and transported in accordance with (i) the applicable laws and regulations of the Regulatory Authorities of the various countries within the Territory where the Product is manufactured and (ii) any applicable cGMP laws, regulations and guidelines of any country in the Territory and of the country where the Product is manufactured.
Xxxxxxx Warranties. Xxxxxxx hereby represents and warrants that (i) all Products supplied by Xxxxxxx to VisiJet hereunder shall have been manufactured, quality tested and packaged in accordance with, and shall conform to, the Specifications, all other requirements set forth in this Agreement and all laws and regulations, including but not limited to the QSRs, as such laws, regulations and requirements are constituted and effective as of the time of shipment of the Products to VisiJet, (ii) Xxxxxxx will maintain the integrity of the practices and processes upon which VisiJet has relied for
Xxxxxxx Warranties. Xxxxxxx represents and warrants that:
(a) Exhibit C accurately identifies all Patent rights Controlled by Xxxxxxx as of the Execution Date that claim a PPAR-d Compound, PPAR-d Product or its manufacture or use;
(b) as of the Execution Date it has not granted any right, license or interest in or to the PPAR-d Patents or PPAR-d Know-How that is in conflict with the rights and licenses granted to Metabolex under this Agreement; and
(c) as of the Execution Date, other than Third Party allegations disclosed to Metabolex with respect to the Replacement Patents, it owns or has a license to the PPAR-d Patents and PPAR-d Know-How and has the ability to grant to Metabolex the licenses thereunder as granted in this Agreement.
Xxxxxxx Warranties. Xxxxxxx warrants and represents to the Town:
x. Xxxxxxx shall comply with existing requirements of federal, state and local laws, rules, regulations and ordinances applicable to the Services.
x. Xxxxxxx shall have and maintain through the term of this Agreement, at its sole cost and expense, all permits and licenses which are required by state or federal law or regulation, or by municipal ordinance, for the provision of Services.
x. Xxxxxxx has and shall provide trucks, personnel, and equipment sufficient to meet its obligations pursuant to this Agreement, in accordance with the collection schedules set each year by Xxxxxxx and the Town. XXXXXXX MAKES NO ADDITIONAL REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
Xxxxxxx Warranties. Xxxxxxx warrants to Genmab that it has the appropriate skills, expertise and resources to perform its obligations as contemplated under this Agreement in compliance with all applicable Laws.
Xxxxxxx Warranties. Xxxxxxx represents and warrants to Vault each of the Xxxxxxx Warranties is true and correct.
Xxxxxxx Warranties. 6.1 Each of the Sellers jointly and severally warrants and represents to the Buyer that each of the following Seller's Warranties is true and accurate in all respects and not misleading in any respect as at the date of this Agreement:
Xxxxxxx Warranties. 7.1 The Sellers jointly and severally warrant to the Buyer (on behalf of itself and the Additional Buyers) that each Sellers' Warranty is true and accurate at the Signing Date. Immediately before Completion the Sellers jointly and severally warrant to the Buyer (on behalf of itself and the Additional Buyers) that each Sellers' Warranty is true and accurate by reference to the facts and circumstances as at such time.
7.2 Each Sellers' Warranty is a separate and independent statement and (except as expressly provided by this Agreement) is not limited or otherwise affected by any other Sellers' Warranty or by any other provision of this Agreement.
7.3 The only Sellers' Warranties given:
(a) in respect of Intellectual Property are the IP Warranties and none of the other Sellers' Warranties is or will be interpreted as being a warranty, statement or representation relating to Intellectual Property;
(b) in respect of failure or breakdown of computer systems, viruses or potential harmful program codes contained in computer systems and/or the use of material standard computer systems pursuant to valid licence agreements ("Information Technology Matters") are the IT Warranties and none of the other Sellers' Warranties is or will be interpreted as being a warranty, statement or representation relating to Information Technology Matters;
(c) in respect of employment or consultancy matters (other than retirement benefit matters) are those set out in paragraphs 16.1 and 17.1 of Schedule 6 and the Employment Warranties and none of the other Sellers' Warranties is or will be interpreted as being a warranty, statement or representation relating to employment or consultancy matters (other than retirement benefit matters); and
(d) in respect of retirement benefit matters are the Pension Warranties and none of the other Sellers' Warranties is or will be interpreted as being a warranty, statement or representation relating to retirement benefit matters.
7.4 The Buyer is not entitled to claim that a fact, matter or circumstance causes a Sellers' Warranty (but not a Fundamental Warranty) to be untrue or inaccurate, to the extent that the fact, matter or circumstance is:
(a) (other than in respect of those Sellers’ Warranties set out in paragraphs 12, 13, 18 and 19 of Schedule 6) fairly disclosed in the Data Room Information;
(b) (other than those Sellers’ Warranties set out in paragraphs 12, 13, 18 and 19 of Schedule 6) disclosed on the face of the Vendor Financial Due Diligence...
Xxxxxxx Warranties. 8.1. To the extent permitted at law, all other warranties whether implied or otherwise, not set out in these Terms are excluded and XXXXXX is not liable in contract, tort (including, without limitation, negligence or breach of statutory duty) or otherwise to compensate Customer for:
(a) any increased costs or expenses;
(b) any loss of profit, revenue, business, contracts or anticipated savings;
(c) any loss or expense resulting from a claim by a third party; or
(d) any special, indirect or consequential loss or damage of any nature whatsoever caused by XXXXXX’x failure to complete or delay in completing the order to deliver the Goods to the Customer’s event.
8.2. XXXXXX does not accept responsibility for personal injury or accidents caused by the use of the Goods.
8.3. XXXXXX accepts no responsibility for works that have been carried out on land or property that is not under the ownership of the Customer and it is assumed that all planning laws or regulations have been applied prior to the commencement of any works.
8.4. The Customer acknowledges that XXXXXX is a supplier of the Goods and the Customer must approach the manufacturer directly for any defects, claims, losses or any other matters which are or ought to be covered by a warranty over the Goods.