Common use of Guarantee and Liability Clause in Contracts

Guarantee and Liability. a) The licensor assures the Company that  the licensor has unrestriced control of all rights on the subject of the license;  that the subject of the license and the granting of the usage and exploitation right does not violate any contractual, regulatory or legal provisions or other third party rights;  that the licensor has observed the code of conduct included in Annex B with respect to the subject of the license. b) The licensor undertakes to indemnify the Company from all claims of third parties and any related defense costs arising from the fact that the foregoing assurances are incorrect. c) The Company shall be liable without limitation for intent and gross negligence, with its liability, however, limited to breach of contractual obligations for ordinary negligence. The liability for breach of such a significant contractual obligation liability is limited to the contractually typical damage that was to be expected at the conclusion of the license agreement due to the circumstances known at that time. These limitations of liability also apply to directors, employees, other representatives and vicarious agents of the Company. The obligation to pay damages for injury to life, limb and health as well as the liability under the Product Liability Act remain unaffected by the above provisions in any case.

Guarantee and Liability. a) The licensor assures the Company that  - the licensor has unrestriced control of all rights on the subject of the license;  - that the subject of the license and the granting of the usage and exploitation right does not violate any contractual, regulatory or legal provisions or other third party rights;  - that the licensor has observed the code of conduct included in Annex B with respect to the subject of the license. b) The licensor undertakes to indemnify the Company from all claims of third parties and any related defense costs arising from the fact that the foregoing assurances are incorrect. c) The Company shall be liable without limitation for intent and gross negligence, with its liability, however, limited to breach of contractual obligations for ordinary negligence. The liability for breach of such a significant contractual obligation liability is limited to the contractually typical damage that was to be expected at the conclusion of the license agreement due to the circumstances known at that time. These limitations of liability also apply to directors, employees, other representatives and vicarious agents of the Company. The obligation to pay damages for injury to life, limb and health as well as the liability under the Product Liability Act remain unaffected by the above provisions in any case.