NBC. NBC represents and warrants that: (i) it has full power to enter into this Agreement and to grant to DUSA the rights granted to DUSA hereunder; (ii) it has obtained all necessary corporate approvals to enter into and execute the Agreement; (iii) it has not entered and will not enter into any agreements with any third party that are inconsistent with this Agreement; (iv) NBC has not granted any rights to any third parties to subject matter which would otherwise be included within the definition of NBC Technology; and (v) NBC shall fully comply with the requirements of any and all applicable federal, state, local and foreign laws, regulations, rules and orders of any governmental body having jurisdiction over the activities contemplated by this Agreement.
NBC. NBC represents and warrants to LWP that it has the right --- and power to perform its obligations and to grant the rights granted herein and that the material provided by NBC to LWP for inclusion on the NBC/Talk City Areas, which NBC has approved for use as contemplated herein, will be accurate and correct and will not violate or infringe any third party rights, including intellectual property rights.
NBC. NBC agrees to indemnify and hold harmless, LWP against, --- and from, any and all claims, liability, loss and damage (whether actual, compensatory, special, punitive or however characterized), including reasonable attorney's fees from counsel of LWP's choosing, caused by, arising out of or related to (i) any breach of NBC's representations and/or warranties set forth in this agreement or (ii) any broken, maliciously altered or misdirected link to the Talk City Service or the NBC/Talk City Areas on the NBC Service for which NBC is responsible or which NBC could reasonably have prevented.
NBC. NBC shall indemnify, defend and hold harmless DUSA, [c.i.], in each case subject to the requirements set forth in Section 11.3 below. Notwithstanding the foregoing, NBC shall have no obligations under this Article 11 for any liabilities, expenses or costs arising out of or relating to claims covered under Section 11.1 above.
NBC. NBC shall indemnify, defend and hold harmless DUSA, its directors, officers, employees, agents, successors and assigns from and against all liabilities, expenses, and costs (including reasonable attorneys' fees and court costs) arising out of any claim, complaint, suit, proceeding or cause of action against any of them by a third party alleging (i) the negligent or intentionally wrongful acts or omissions of NBC; (ii) any breach by NBC of any of its representations and warranties under Sections 8.1 or 12.1; and (iii) infringement of any third party intellectual property arising from the Light Source device (excluding the Output Regulating Circuitry System or Stand) or manufacture thereof, in each case subject to the requirements set forth in Section 13.3 below. Notwithstanding the foregoing, NBC shall have no obligations under this Article 13 for any liabilities, expenses or costs arising out of or relating to claims covered under Section 13.1 above.
NBC. NBC represents and warrants that: (i) it has the right and power to perform its obligations and to grant the rights granted herein; (ii) its activities related to the creation and operation of the Co-branded Area pursuant to this Agreement will not violate any applicable laws or regulations; and (iii) the NBC Material, including the NBC Branding, will be accurate and correct, will not violate or infringe any Intellectual Property Rights, any right of publicity or privacy or any other right of any entity or person, or contain any material which is libelous, slanderous or defamatory.
NBC. NBC represents and warrants that: (i) it has full power to enter into this Agreement and to grant to DUSA the rights granted to DUSA hereunder; (ii) it has obtained all necessary corporate approvals to enter into and execute the Agreement; (iii) it has not entered and will not enter into any agreements with any third party that are inconsistent with this Agreement; (iv) NBC has not granted any rights to any third parties to subject matter which would otherwise be included within the definition of NBC Technology; and (v) NBC shall fully comply with the requirements of any and all applicable federal, state, local and foreign laws, Note: Certain portions of this document have been marked "[c.i.]" to indicate that confidential treatment has been requested for this confidential information. The confidential portions have been omitted and filed separately with the Securities and Exchange Commission. regulations, rules and orders of any governmental body having jurisdiction over the activities contemplated by this Agreement.
NBC. This Agreement is a valid and binding obligation of Buyer enforceable in accordance with its terms, except as the enforceability hereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application relating to or affecting enforcement of creditors rights and the application of equitable principles in any action, legal or equitable.
NBC. This Agreement is a valid and binding obligation of NBC enforceable in accordance with its terms, except as the enforceability hereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application relating to or affecting enforcement of creditors rights and the application of equitable principles in any action, legal or equitable.
NBC. 11. The Borrower shall ensure that the National Biodiversity Committee prepares and furnishes to MEPN annual reports, in form and substance satisfactory to the Association.
