Disclaimers and Limitations Sample Clauses
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Disclaimers and Limitations a. THE WARRANTIES, RIGHTS AND REMEDIES SET FORTH IN PARAGRAPHS 10 (LIMITED WARRANTY - PRODUCTS) AND 11 (LIMITED WARRANTY - SERVICES) ABOVE ARE THE SOLE AND EXCLUSIVE WARRANTIES, RIGHTS AND REMEDIES PROVIDED TO BUYER WITH RESPECT TO PRODUCTS AND SERVICES AND ARE IN LIEU OF ALL OTHER WARRANTIES, RIGHTS AND REMEDIES, EXPRESS, STATUTORY OR IMPLIED, AND SELLER DISCLAIMS ALL OTHER WARRANTIES, RIGHTS AND REMEDIES, EXPRESS, STATUTORY OR IMPLIED, IN RELATION TO ANY PRODUCTS OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES WITH RESPECT TO MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, COMPATIBILITY OR INTEROPERABILITY WITH OTHER PRODUCTS, ACCURACY, PERFORMANCE AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM ANY COURSE OF DEALING, USAGE OR TRADE PRACTICE. EXCEPT FOR THE LIABILITIES AND OBLIGATIONS IMPOSED ON SELLER UNDER PARAGRAPHS 10 (LIMITED WARRANTY - PRODUCTS) AND 11 (LIMITED WARRANTY - SERVICES) ABOVE, NEITHER SELLER NOR ANY OTHER IDEX OPTICAL TECHNOLOGIES UNIT SHALL HAVE ANY LIABILITY OR OBLIGATION TO BUYER IN CONNECTION WITH THE FAILURE, IMPROPER PERFORMANCE, MALFUNCTION, INACCURACY OR NON-CONFORMANCE OF, OR ANY DEFECT OR DEFICIENCY IN, ANY PRODUCT OR SERVICE.
b. Seller does not make, agree to or undertake, and does not authorize Buyer or any other person or entity to make, agree to or undertake in the name or on behalf of Seller and/or another IDEX Optical Technologies Unit, any warranty, liability, obligation, right or remedy with respect to any Product or Service other than the express warranties, liabilities, obligations, rights and remedies set forth in Paragraphs 10 (Limited Warranty - Products) and 11 (Limited Warranty - Services) above.
c. Statements and data relating to Products and Services on website and in promotional, marketing and technical literature and materials of Seller and/or another IDEX Optical Technologies Unit are not warranties. Statements and data that Seller and/or another IDEX Optical Technologies Unit may provide concerning performance of Products are not intended to define the performance of any Product under actual conditions or for specific uses and applications, and should not be relied upon by Buyer and its customers in determining the fitness, suitability or appropriateness of Products for specific purposes and applications. Neither Seller nor any other IDEX Optical Technologies Unit guarantees or warrants the fitness, suitability or appropriateness of any Product for any specific purpose or appl...
Disclaimers and Limitations. Purchaser expressly acknowledges that there exist no warranties or representations of Seller, expressed or implied, other than those expressly set forth in the Closing Documents or in this Agreement, and Seller has no obligation to determine whether there are any material matters that should be disclosed to Purchaser to the extent those matters have not been expressly set forth herein. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN CONTAINED (OTHER THAN AS EXPRESSLY SET FORTH IN THE CLOSING DOCUMENTS OR IN THIS AGREEMENT), THE PURCHASER EXPRESSLY UNDERSTANDS, ACKNOWLEDGES AND AGREES THAT THE CONVEYANCE OF THE PROPERTY SHALL BE MADE BY SELLER TO PURCHASER ON AN "AS IS" BASIS, AND "WITH ALL FAULTS," AND PURCHASER ACKNOWLEDGES THAT PURCHASER HAS AGREED TO BUY THE PROPERTY IN ITS PRESENT CONDITION (SUBJECT TO PURCHASER'S RIGHT OF INSPECTION AND REVIEW AS PROVIDED HEREIN) AND THAT PURCHASER IS RELYING SOLELY ON ITS OWN EXAMINATION AND INSPECTIONS OF THE PROPERTY AND NOT ON ANY STATEMENTS OR REPRESENTATIONS MADE BY SELLER OR ANY AGENTS OR REPRESENTATIVES OF SELLER, EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH HEREIN OR IN THE CLOSING DOCUMENTS, ADDITIONALLY, PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS OTHERWISE SPECIFIED HEREIN OR IN THE CLOSING DOCUMENTS, SELLER MAKES NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF LAW, INCLUDING BUT IN NO WAY LIMITED TO, ANY WARRANTY OF CONDITION, HABITABILITY, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPERTY OR ANY PORTION THEREOF, OR WITH RESPECT TO THE ECONOMICAL, FUNCTIONAL, ENVIRONMENTAL OR PHYSICAL CONDITION, OR ANY OTHER ASPECT, OF THE PROPERTY. EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH HEREIN OR IN THE CLOSING DOCUMENTS, SELLER HEREBY SPECIFICALLY DISCLAIMS ANY WARRANTY, GUARANTY OR REPRESENTATION, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF, AS TO, OR CONCERNING: (1) THE NATURE AND CONDITION OF THE PROPERTY OR ANY PART THEREOF, INCLUDING BUT NOT LIMITED TO, ITS WATER, SOIL, OR GEOLOGY, OR THE SUITABILITY THEREOF FOR ANY AND ALL ACTIVITIES AND USES WHICH PURCHASER MAY ELECT TO CONDUCT THEREON, OR ANY IMPROVEMENTS PURCHASER MAY ELECT TO CONSTRUCT THEREON OR THAT ARE ALREADY CONSTRUCTED THEREON, OR ANY INCOME TO BE DERIVED THEREFROM, OR ANY EXPENSES TO BE INCURRED WITH RESPECT THERETO, OR ANY OBLIGATIONS OR ANY OTHER MATTER OR THING RELATING TO OR AFFECTING THE SAME; (2) THE ABSENCE OF ASBESTOS OR ANY ENVIRONMENTALLY HAZARDOUS SUBSTANCES ON, IN OR UNDER THE PROPERTY OR...
Disclaimers and Limitations. 7.1 The Organization agrees that the Software has been developed as part of and for use in research conducted at UW. The Organization further agrees that the Software is developmental in nature and will likely contain errors, bugs and defects.
7.2 The Organization acknowledges and understands that the Software is an information tool and that any analyses, reports and other information contained in or produced by the Software is intended as a supplement to, and not a substitute for, the knowledge, expertise, skill and judgment of health care professionals. In no event shall the Software or any services provided by UW under this Agreement be considered to be any form of medical care, treatment or therapy to the Organization’s patients or clients and Organization shall remain solely responsible for the care, treatment, therapy, or other care, or other services provided to its patients or clients.
7.3 The Organization understands and agrees that any Data stored on the Server shall be considered a secondary source of health and other care information with respect to the Organization’s patients and clients. The Server shall not be considered a repository for any Designated Records Sets as that term is defined by HIPAA. The Organization agrees that it will maintain its own primary source of primary health records for its patients and clients and that in no event will it rely upon the Server or UW for such purposes. The Organization further agrees that it will not store any information on the Server unrelated to health care of its patients or clients.
7.4 ORGANIZATION shall defend, indemnify, defend and hold harmless UW, and its officers, developers, employees, students, and agents, against any and all claims, suits, losses, damages, costs, fees, and expenses resulting from Organization’s possession and/or use of the Software and Data Storage Services, including but not limited to from and against any and all claims or assertions of legal liability or demands for payment by any Third Party (“Claims”) to the extent that such Claims arise from or relate to any disclosure of Data, PHI, or other patient-related information tor any other Third Party, whether such disclosure was or was not to the Third Party bringing the Claims; and any damages, losses, or liabilities whatsoever with respect to death or injury to any person and damage to any property. This indemnification clause shall survive the termination of this Agreement.
7.5 THE SOFTWARE AND DATA HOSTING SERVICES ...
Disclaimers and Limitations. Your Warranties and Indemnification Section 9.
Disclaimers and Limitations. As to Lessor, Lessee leases the Equipment and finances the Soft Cost Items As-Is, Where-Is, and on a nonrecourse basis. Whenever Lessee is entitled to Lessor’s interest in any Equipment, Lessor will assign such Equipment As-Is, Where-Is, except that Lessor will warrant the absence of any encumbrances by, through, or under Lessor. Lessor disclaims any other representation or warranty, including with respect to the design, compliance with specifications, durability, quality, operation, or condition of the Equipment or Soft Cost Items, title, the merchantability of the Equipment or Soft Cost Items, the fitness of the Equipment or Soft Cost Items for particular purposes, status of this Lease for tax or accounting classification purposes, or issues regarding patent, trademark, or copyright infringement or the like. Lessor will not be considered to have made any statement, representation, warranty, or promise made by Seller, and neither Seller nor Lessor shall be considered to be an agent of the other. Lessor will have no liability to Lessee, or its customers, or any other persons, for damages or specific performance arising out of this Lease or concerning any Equipment or Soft Cost Items, including direct, indirect, special, or consequential damages, or damages based on strict or absolute tort liability. However, Lessor shall remain liable to Lessee, in a separate action at law, for direct damages resulting from Lessor’s negligence, willful misconduct, or breach of Lease. This Lease is intended to be a finance lease as defined in the Uniform Commercial Code—Leases (Article 2A) and to be governed solely by its terms. This Lease, the parties’ performance of this Lease, and their other actions relating to this Lease are to be considered so as to give the fullest possible effect to such intent. To the extent permitted by law, Lessee and Lessor agree that this Lease shall be treated as a finance lease. This section does not affect Lessee’s rights against persons other than Lessor, including Seller and Manufacturer.
Disclaimers and Limitations. EXCEPT AS EXPRESSLY STATED HEREIN, SERVICE PROVIDER AND ITS TECHNOLOGY PROVIDERS DISCLAIM ALL WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THOSE OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. EXCEPT AS STATED IN THIS AGREEMENT, ALL SERVICES AND ANY OTHER ITEM UNDER THIS AGREEMENT ARE SUPPLIED “AS IS.” Service Provider and its Technology Providers make no representations or warranties of any kind whatsoever regarding: (i) the availability, currency, accuracy or completeness of the Platform, (ii) the results to be obtained by Customers or anyone else from the use of the Platform or under this Agreement, or (iii) any third party content accessible by or through Platform. In no event will the Service Provider or its Technology Providers be liable for any indirect, special, incidental, consequential damages of any type or kind (including, without limitation, loss of data, revenue, profits, use or other economic advantage).
Disclaimers and Limitations. 21.1. Mobil is not liable for any loss sustained by any party resulting from any act, omission or failure to act by Mobil, whether with respect to the exercise or enforcement of its rights or remedies under this Agreement, or otherwise, unless the loss is caused by Mobil’s gross negligence or willful misconduct. Mobil’s liability under this Agreement shall be limited to actual damages incurred by Company as a direct result of ▇▇▇▇▇’s gross negligence or willful misconduct. In no event will either party be liable for incidental, special, consequential or punitive damages and, any right or claim to either is expressly and unconditionally waived.
21.2. Company acknowledges and agrees that Mobil is not liable to Company for any loss, liability or damages company suffers which result from, are related to, or in any way are connected with any fraud control or purchase restriction measures Mobil elects to implement from time to time, unless such loss, liability or damage is a direct result of Mobil’s gross negligence or willful misconduct in implementing fraud control or purchase restriction measures Mobil has expressly agreed in writing to undertake for Company.
Disclaimers and Limitations. SIMPRO PROVIDES THE PARTNER PROGRAM AND ITS MATERIALS ON AN “AS IS” AND “AS AVAILABLE” BASIS WITH NO WARRANTIES, EITHER EXPRESS OR IMPLIED, OF ANY KIND AND WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS, INCLUDING ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY, SECURITY, TITLE AND/OR NON-INFRINGEMENT. YOU ASSUME ALL RESPONSIBILITY FOR EXERCISING INDEPENDENT JUDGMENT IN DETERMINING WHETHER THE PARTNER PROGRAM IS SUFFICIENT OR ADEQUATE FOR YOUR PURPOSES. WE DO NOT REPRESENT, WARRANT OR MAKE ANY CONDITION THAT THE PARTNER PROGRAM WILL BE FREE OF ERRORS, BUGS OR INTERRUPTIONS, OR THAT ANY CONTENT IS ACCURATE, COMPLETE OR OTHERWISE VALID. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SIMPRO IS NOT LIABLE FOR ANY LOSSES OR CLAIMS WHETHER ARISING IN CONTRACT, TORT, EQUITY, BY OPERATION OF LAW OR OTHERWISE ARISING OUT OF THE AGREEMENT.
Disclaimers and Limitations. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT:
10.1 NOTHING IN THIS SECTION OR THIS AGREEMENT SHALL LIMIT A PARTY’s EXPRESS OBLIGATIONS TO INDEMNIFY AND DEFEND OTHERS WITH RESPECT TO INFRINGEMENT CLAIMS, NOR SHALL Hosted Services Agreement FINAL
Disclaimers and Limitations. EXCEPT FOR APPLICABLE GUARANTEES AND OTHER RIGHTS AND REMEDIES THAT A CONSUMER MAY HAVE UNDER THE AUSTRALIAN CONSUMER LAW OR OTHER LAW IN RELATION TO WHICH THE PRODUCTS RELATE, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY DISCLAIMED. TO THE EXTENT THAT THEY CANNOT BE DISCLAIMED, THE IMPLIED WARRANTIES ARE LIMITED IN DURATION TO THE LIFE OF THE EXPRESS WARRANTY. INCIDENTAL AND CONSEQUENTIAL DAMAGES ARE EXCLUDED FROM COVERAGE UNDER THIS WARRANTY. SOME STATES/COUNTRIES DO NOT ALLOW FOR THE DISCLAIMERS, LIMITATIONS, AND EXCLUSIONS IDENTIFIED ABOVE; AS A RESULT, THEY MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE AND COUNTRY TO COUNTRY.