Warranties and Limitations of Liability Clause Samples
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Warranties and Limitations of Liability. YOU ACKNOWLEDGE AND AGREE THAT THE SERVICE SUPPLIED HEREUNDER IS PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, WITH ALL FAULTS. EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH IN THIS AGREEMENT AND AS OTHERWISE SPECIFICALLY SET FORTH IN ANY MANUFACTURER WARRANTY FOR ANY EQUIPMENT PROVIDED BY SERVICE PROVIDER (BUT ONLY IF SUCH WARRANTY IS INCLUDED WITH SUCH EQUIPMENT), SERVICE PROVIDER (AND THEIR OFFICERS, EMPLOYEES, PARENT, SUBSIDIARIES, AND AFFILIATES) (COLLECTIVELY THE “SERVICE PROVIDER PARTIES”), THEIR THIRD PARTY LICENSORS, PROVIDERS AND SUPPLIERS, DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS FOR THE SERVICE, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, NON- INFRINGEMENT, NON-INTERFERENCE, TITLE, COMPATIBILITY OF COMPUTER SYSTEMS, COMPATIBILITY OF SOFTWARE PROGRAMS, INTEGRATION, AND THOSE ARISING FROM COURSE OF DEALING, COURSE OF TRADE, OR ARISING UNDER STATUTE. ALSO, THERE IS NO WARRANTY OF WORKMANLIKE EFFORT OR LACK OF NEGLIGENCE. NO ADVICE OR INFORMATION GIVEN BY SERVICE PROVIDER OR THEIR REPRESENTATIVES SHALL CREATE A WARRANTY WITH RESPECT TO ADVICE PROVIDED. SERVICE PROVIDER DOES NOT WARRANT OR GUARANTEE THAT SERVICE CAN BE PROVISIONED TO YOUR LOCATION, OR THAT PROVISIONING WILL OCCUR ACCORDING TO A SPECIFIED SCHEDULE, EVEN IF WE HAVE ACCEPTED YOUR ORDER FOR SERVICE. THE PROVISIONING OF SERVICE IS SUBJECT TO NETWORK AVAILABILITY, CIRCUIT AVAILABILITY, LOOP LENGTH, THE CONDITION OF YOUR TELEPHONE LINE AND WIRING INSIDE YOUR LOCATION, AND YOUR COMPUTER/DEVICE CONFIGURATION AND CAPABILITIES, AMONG OTHER FACTORS. IN THE EVENT YOUR LINE IS NOT PROVISIONED FOR ANY REASON, NEITHER YOU NOR SERVICE PROVIDER SHALL HAVE ANY DUTIES OR OBLIGATIONS UNDER THIS AGREEMENT (OTHER THAN YOUR OBLIGATION TO RETURN ANY EQUIPMENT PROVIDED BY SERIVCE PROVIDER). SERVICE PROVIDER DOES NOT WARRANT THAT THE SERVICE OR EQUIPMENT PROVIDED BY SERVICE PROVIDER WILL PERFORM AT A PARTICULAR SPEED, BANDWIDTH OR DATA THROUGHPUT RATE, OR WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES, WORMS, DISABLING CODE OR CONDITIONS, OR THE LIKE. SERVICE PROVIDER SHALL NOT BE LIABLE FOR LOSS OF YOUR DATA, OR IF CHANGES IN OPERATION, PROCEDURES, OR SERVICE REQUIRE MODIFICATION OR ALTERATION OF YOUR EQUIPMENT, RENDER THE SAME OBSOLETE OR OTHERWISE AFFECT ITS PERFORMANCE. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE AND/OR SOFTWARE IS DONE AT YOUR OWN DIS...
Warranties and Limitations of Liability. ARINC-IA and SAE- ITC’s support of the Activities and the services they provide are on an “AS IS” basis. ARINC-IA, SAE-ITC, AEEC, AMC, and FSEMC make no determination whether the ARINC Standards could be subject to valid claims or patent, copyright or other proprietary or intellectual property rights by third parties. ARINC- IA or SAE-ITC make no warranty, express, implied, written, or oral, as to the condition or nature of membership or any membership service as delivered or provided pursuant to this Agreement. ARINC-IA, SAE-ITC, AEEC, AMC, and FSEMC SPECIFICALLY DISCLAIM THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. In no event shall these parties be liable for any direct, indirect, special, incidental, consequential, reliance, or any other damages, including, but not limited to, loss of revenue or profits, arising out of Member’s use of any of the services of the activities even if they have been advised of the possibility of such damages. No action, regardless of form, arising out of any claimed breach of the Agreement may be brought by either party more than one (1) year after the cause of action has accrued.
Warranties and Limitations of Liability. (a) CHOICE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SERVICES PROVIDED HEREUNDER. Choice will use reasonable efforts to perform the Services provided hereunder in a professional and workmanlike manner but the results of the Services are furnished "as is."
(b) Choice's sole liability to Sunburst or any third party for claims, notwithstanding the form of such claims (e.g. contract, negligence or otherwise), arising out of errors or omissions in the Services provided or to be provided by Choice hereunder which are caused solely by Choice shall be to furnish correct information, payment, and/or adjustment in the Services provided hereunder provided that Sunburst promptly advises Choice thereof.
(c) Choice's sole liability to Sunburst or any third party for claims, notwithstanding the form of such claims (e. g. contract, negligence or otherwise), arising out of the unavailability of the Services provided hereunder or the interruption in or delay in performing the Services provided hereunder for any reason beyond Choice's reasonable control shall be to use all reasonable efforts to make such services available, and/or to resume performing the Services, as promptly as reasonably practicable. Choice will maintain the same back-up procedures for Sunburst's information that Choice has for its own information.
(d) CHOICE SHALL NOT BE LIABLE FOR ANY ERRORS, OMISSIONS, DELAYS, OR LOSSES UNLESS CAUSED SOLELY BY ITS CRIMINAL CONDUCT, FRAUD, BAD FAITH OR GROSS NEGLIGENCE. SUNBURST AGREES THAT IN NO EVENT WILL CHOICE BE LIABLE FOR INCIDENTAL, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES. SUNBURST FURTHER AGREES THAT IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF CHOICE FOR ANY AND ALL CLAIMS, LOSSES, OR DAMAGES ARISING UNDER THIS AGREEMENT AND FOR THE SERVICES PERFORMED HEREUNDER EXCEED THE VALUE OF SUNBURST'S PAYMENT FOR SAID SPECIFIC SERVICE IN DISPUTE OVER ONE FOUR-WEEK ACCOUNTING PERIOD'S TIME.
(e) The forgoing provisions of this Section 5 set forth the full extent of Choice's liability hereunder (monetary or otherwise) for any claim or action, regardless of the form in which any such claim or action may be asserted against Choice (e.g. contract, negligence or otherwise).
Warranties and Limitations of Liability. 7.1 Each party represents and warrants to the other as follows:
7.1.1 It has the requisite corporate right, power and authority to enter into and perform this Agreement.
7.1.2 The execution, delivery and performance of this Agreement by it will not (i) result in the breach of, constitute a default under or interfere with any contract or other instrument or obligation, whether written or oral, to which it is currently bound, or (ii) violate any writ, order, injunction, decree, or any law, statute, rule or regulation applicable to it.
7.1.3 It shall, to its knowledge following reasonable inquiry, comply in all material respects with all applicable laws, rules, regulations and other governmental requirements relating to or affecting its performance under this Agreement, and shall obtain and maintain all governmental permits, licenses and consents required in connection therewith.
7.2 UDC represents and warrants as follows:
7.2.1 It owns or has, and shall retain, sufficient rights in the UDC Proprietary Materials for Chemicals to grant the licenses, sublicenses, and rights granted to PPG hereunder.
7.2.2 It is unaware of any alleged invalidity of the UDC Chemical Patents licensed to PPG hereunder and it will immediately notify PPG in writing of its receipt of any written notices to the contrary.
7.2.3 PPG represents and warrants that it has or will have sufficient rights to assign to UDC the Developed Technology conceived, created, made or reduced to practice by the Development Team, pursuant to Section 5.1 of this Agreement.
7.3 EXCEPT FOR THE EXPRESS WARRANTIES CONTAINED IN THIS AGREEMENT, NEITHER PARTY MAKES ANY REPRESENTATIONS OR WARRANTIES TO THE OTHER, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ALL SUCH OTHER REPRESENTATIONS AND WARRANTIES ARE HEREBY DISCLAIMED.
7.4 IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY SPECIAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOST PROFITS, BUSINESS OR GOODWILL) IN CONNECTION WITH THIS AGREEMENT OR ANY MATTER COVERED BY THIS AGREEMENT, REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON BREACH OF CONTRACT, TORT, STRICT LIABILITY, BREACH OF WARRANTY OR ANY OTHER THEORY, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
7.5 PRINCETON UNIVERSITY AND USC MAKE NO REPRESENTATIONS AND WARRANTIES AS TO THE PATENTABILITY AND/OR DISCOVERIES INVOLVED IN ANY OF ...
Warranties and Limitations of Liability. 9.1 Each Party warrants that it will exercise reasonable care in the performance of its obligations under this Agreement and that it will comply with all laws, rules and regulations applicable to its performance hereunder, including the ACH Rules published by the National Automated Clearing House Association. Subject to the limitation set forth in paragraph 9.2 below, Fiserv shall be liable only for loss due to its failure to properly maintain the Service and its failure to comply with Client's instructions regarding the Service. Fiserv shall not be liable for loss due to inaccurate or untimely information provided by Client or Customers. Client shall not be liable for loss due to inaccurate or untimely information provided by Fiserv or Customers.
9.2 FISERV MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL FISERV BE LIABLE FOR LOSS OF GOODWILL, PROFIT, REPUTATION, OR BUSINESS, OR FOR SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY, OR TORT DAMAGES, ARISING OUT OF OR RELATING TO THIS AGREEMENT, REGARDLESS OF WHETHER SUCH CLAIM ARISES IN TORT, CONTRACT, OR OTHERWISE. EXCEPT FOR CLAIMS RELATED TO PROPRIETARY RIGHTS OR OBLIGATIONS TO PAY AMOUNTS DUE OR OWING, NEITHER PARTY MAY ASSERT ANY CLAIM AGAINST THE OTHER RELATED TO THIS AGREEMENT MORE THAN 2 YEARS AFTER SUCH CLAIM ACCRUED. FISERV’S AGGREGATE LIABILITY TO CLIENT AND ANY THIRD PARTY FOR ANY AND ALL CLAIMS AND OBLIGATIONS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE TOTAL FEES PAID BY CLIENT TO FISERV HEREUNDER IN THE 2 MONTH PERIOD PRECEDING THE DATE THE LAST CLAIM ACCRUED; HOWEVER, SUCH LIMITATION SHALL NOT RELIEVE FISERV OF ITS OBLIGATION TO REMIT THE DOLLAR AMOUNT OF THE CUSTOMER PAYMENTS TO CLIENT.
Warranties and Limitations of Liability. (a) Each time SR uses the Services, SR shall be deemed to represent, warrant and covenant to the SP Group that its use of the Services complies with all applicable laws, rules and regulations. SR shall be responsible for any taxes applicable to this Trial Subscription.
(b) Nothing in the Services shall constitute or be construed as an offering of financial instruments or as investment advice or investment recommendations (i.e., recommendations as to whether or not to “buy”, “sell”, “hold”, or to enter or not to enter into any other transaction involving any specific interest or interests) by the SP Group or a recommendation as to an investment or other strategy by the SP Group. No aspect of the Services is based on the consideration of SR’s individual circumstances, and data and other information available via the Services should not be considered as information sufficient upon which to base an investment decision. The SP Group does not express an opinion on the future or expected value of any security or other interest and does not explicitly or implicitly recommend or suggest an investment strategy of any kind. The Services are not and shall not be construed as tax, legal, investment or accounting advice.
(c) SP and its Affiliated Companies make no warranties whatsoever with respect to the Services. The SP Group shall not be responsible for or have any liability to any person whatsoever with respect to the Services.
(d) SP, to the best of its ability, shall maintain and keep the Equipment in good working order and condition so that it will perform its functions satisfactorily. The SP Group shall have no responsibility or liability for the third-party communications network through which SR accesses the ▇▇▇▇▇▇▇▇.▇▇ shall be responsible for the safekeeping of the Equipment from the time it is received on SR’s premises.
(e) Notwithstanding anything to the contrary in this Agreement, to the maximum extent permitted by law, the aggregate liability of SP and SP’s Associated Persons hereunder or in connection with the Services or the Equipment shall not exceed $500, and this shall be SR’s exclusive remedy.
(f) No action, regardless of form, arising out of or pertaining to any of the Services or the Equipment may be brought by SR more than one year after the cause of action has accrued. SR shall indemnify, hold harmless and at SR’s expense defend SP and SP’s Associated Persons against any Loss arising in connection use of the Services by SR.
Warranties and Limitations of Liability. You acknowledge and agree that the entire risk arising out of use or performance of the Software remains with the user. You acknowledge and agree that when you use this software in other locations than Poland then you do so on your own initiative and responsibility, and make sure to compliance with applicable local laws.
3.1 LIMITED WARRANTY THE SOFTWARE (INCLUDING WITHOUT LIMITATION THE SOFTWARE APPLICATION AND DOCUMENTATION(S)) IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OR CONDITIONS OF QUALITY, PERFORMANCE, NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR USE FOR A PARTICULAR PURPOSE.
3.2 LIMITATIONS OF LIABILITY NEITHER MIRILLIS NOR ITS LICENSORS SHALL BE LIABLE IN ANY WAY FOR ANY LOSS OR DAMAGE OF ANY KIND ARISING OUT OF THE SOFTWARE OR ANY USE OF THIS SOFTWARE, INCLUDING WITHOUT LIMITATION LOSS OF DATA, LOSS OF GOODWILL, LOSS OF PROFITS, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER DAMAGES OR LOSSES.
Warranties and Limitations of Liability. Certica represents that it has the right to grant this License. CERTICA MAKES NO WARRANTY WHATSOEVER, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, NON-INFRINGEMENT, TITLE. CERTICA IS NOT RESPONSIBLE FOR THE VALIDITY, FAIRNESS OR QUALITY OF ASSESSMENTS THAT ARE ULTIMATELY PREPARED BY THE LICENSEE USING THE ITEM BANK. CERTICA WILL HAVE NO RESPONSIBILITY WITH RESPECT TO ANY USE OF THE ITEM BANK OR ANY ITEMS (A) TO THE EXTENT THAT ANY ITEMS HAVE BEEN MODIFIED WITHOUT PRIOR WRITTEN APPROVAL BY CERTICA OR (B) FOR ANY PURPOSE OTHER THAN FOR FORMATIVE STUDENT ASSESSMENTS OR (C) FOR FAILURE TO USE THE ITEMS OR FAIB IN ACCORDANCE WITH THE LICENSE OR THE LICENSEE’S AGREEMENT WITH DISTRIBUTOR. CERTICA IS NOT RESPONSIBLE FOR THE CONTENT, ACCURACY, COMPLETENESS OR ADEQUACY OF ANY STATE STANDARDS ACCESSIBLE THROUGH THE COVERED PLATFORM.
Warranties and Limitations of Liability. 10.1. Global R represents and warrants to Reseller:
a) It has the right to provide the Services to Reseller as described in this Agreement;
b) It will use its best professional efforts in accordance with industry standard practices in providing the Services to Reseller’s customers under this Agreement; and
c) It does not, and will not, engage in any illegal activity in providing the Services to Reseller’s customers.
Warranties and Limitations of Liability. ▇. ▇▇▇▇▇▇ DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE CORPORATE SERVICES PROVIDED HEREUNDER. Hilton will use reasonable efforts to perform the Corporate Services provided hereunder in a professional and workmanlike manner, but the results of the Corporate Services are furnished "as is."
▇. ▇▇▇▇▇▇ shall have no liability to any third party in connection with the provision of the Corporate Services in any event, and no liability to Gaming Co. except to the extent (i) the performance of such Corporate Services is in material breach of the standard of care specified in this Agreement or (ii) the performance of such Corporate Services is interrupted, delayed or otherwise not available, PROVIDED, HOWEVER, that in each case such liability shall be subject to Sections 9.e. and 13 hereof.
▇. ▇▇▇▇▇▇'▇ sole liability to Gaming Co. for claims, notwithstanding the form of such claims (e.g. contract, negligence or otherwise), arising out of Section 9.b(i). above, shall be, at Gaming Co.'s discretion, to (i) promptly perform again the particular Corporate Service that was previously performed in breach of the standard of care specified in this Agreement, at no additional cost to Gaming Co. or (ii) refund the portion of the fees attributable to the performance of the Corporate Service that was previously performed in breach of the standard of care specified in this Agreement.
▇. ▇▇▇▇▇▇'▇ sole liability to Gaming Co. for claims, notwithstanding the form of such claims (e.g. contract, negligence or otherwise), arising out of Section 9.b(ii). above, shall be to use all reasonable efforts to make the Corporate Services available as promptly as reasonably practicable. Hilton will maintain the same back-up procedures for Gaming Co.'s information that Hilton has for its own similar information.
e. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, (i) HILTON SHALL NOT BE LIABLE FOR ANY ERRORS, OMISSIONS, DELAYS, OR LOSSES UNLESS CAUSED SOLELY BY ITS CRIMINAL CONDUCT, FRAUD, BAD FAITH OR GROSS NEGLIGENCE AND (ii) HILTON SHALL NOT BE LIABLE FOR INCIDENTAL, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS OR OTHER ECONOMIC DAMAGES. GAMING CO. AGREES THAT IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF HILTON FOR ANY AND ALL CLAIMS, LOSSES, OR DAMAGES ARISING UNDER THIS AGREEMENT AND FOR THE CORPORATE SERVICES PERFORMED HEREUNDER...