Warranties and Exclusive Remedies Sample Clauses

Warranties and Exclusive Remedies. RIGNET WARRANTS THAT THE SERVICES PERFORMED UNDER ANY SOA WILL BE PERFORMED IN A GOOD AND WORKMANLIKE MANNER AND SUBSTANTIALLY CONFORM TO THE DESCRIPTION OF SUCH SERVICES IN THE APPLICABLE SOA. OTHER THAN THE FOREGOING, RIGNET MAKES ONLY THOSE WARRANTIES, IF ANY, SET FORTH IN THE SERVICE LEVEL AGREEMENT AND EXPRESSLY DISCLAIMS ANY AND ALL OTHER WARRANTIES, EXPRESS, STATUTORY OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT AND THE WARRANTY OF FITNESS FOR PARTICULAR PURPOSE. RIGNET DOES NOT WARRANT THAT THE SERVICES PROVIDED UNDER THESE TERMS AND CONDITIONS WILL BE ERROR FREE OR WITHOUT INTERRUPTION. FOR OTHER THAN SERVICE QUALITY OR WARRANTY MATTERS, THE PARTIES ACKNOWLEDGE AND AGREE THAT THE REMEDIES PROVIDED AND SET FORTH IN THE SECTIONS ADDRESSING INDEMNIFICATION HEREIN SHALL BE THE PARTIES’ SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO ANY CLAIM ARISING FROM, OR RELATED TO, ALL OTHER SUBJECT MATTER OF THIS AGREEMENT. THE PARTIES AGREE THAT RIGNET SHALL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER TO CUSTOMER FOR ANY CLAIM OR LOSSES OF ANY NATURE, EXCEPT AS SET FORTH IN THIS AGREEMENT. NO PARTY SHALL BE ABLE TO AVOID THE LIMITATIONS EXPRESSLY SET FORTH IN THIS AGREEMENT BY ELECTING TO PURSUE SOME OTHER REMEDY.
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Warranties and Exclusive Remedies. Contractor warrants that services will be provided in a professional manner consistent with industry standards. MPS must notify Contractor of any warranty deficiencies within 60 days from performance of the deficient services. FOR ANY BREACH OF THE WARRANTY, MPS’S EXCLUSIVE REMEDY, AND CONTRACTOR’S ENTIRE LIABILITY, SHALL BE THE RE- PERFORMANCE OF THE DEFICIENT SERVICES, OR IF CONTRACTOR CANNOT SUBSTANTIALLY CORRECT A BREACH IN A COMMERCIALLY REASONABLE MANNER, MPS MAY END THE RELEVANT SERVICES AND RECOVER THE FEES CUSTOMER PAID TO CONTRACTOR FOR THE DEFICIENT SERVICES. TO THE EXTENT NOT PROHIBITED BY LAW, THIS WARRANTY IS EXCLUSIVE AND THERE ARE NO OTHER EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS, INCLUDING WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
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Warranties and Exclusive Remedies 
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Related to Warranties and Exclusive Remedies

  • Sole and Exclusive Remedy Except in the event of fraud or any Willful Breach of any representation, warranty or covenant or agreement contained herein, if this Agreement is validly terminated pursuant to Section 8.1, Parent’s receipt of the Termination Fee to the extent owed pursuant to Section 8.3(b) and any amounts owed pursuant to Section 8.3(d), and Parent’s right to seek specific performance pursuant to Section 9.10 (subject to the limitations set forth in Section 9.10), will be the sole and exclusive remedies of Parent and Merger Sub against (A) the Company and its Subsidiaries; and (B) the former, current and future holders of any equity, controlling persons, Representatives, Affiliates, members, managers, general or limited partners, stockholders, directors, officers, employees, agents, attorneys and assignees of each of the Company, its Subsidiaries and each of their respective Affiliates and former, current and future holders of any equity, controlling persons, Representatives, Affiliates, members, managers, general or limited partners, stockholders, directors, officers, employees, agents, attorneys and assignees of each of the foregoing (the Persons in clauses (A) and (B) collectively, the “Company Related Parties”) in respect of this Agreement and the Transactions. Except in the event of fraud or any Willful Breach of any representation, warranty or covenant or agreement contained herein, upon payment of the Termination Fee to Parent or its designee, none of the Company Related Parties will have any further monetary liability or obligation to (A) Parent or Merger Sub; or (B) the former, current and future direct or indirect holders of any equity, controlling persons, Representatives, Affiliates (other than Parent or Merger Sub), members, managers, general or limited partners, stockholders and assignees of each of Parent and Merger Sub (the Persons in clauses (A) and (B) collectively, the “Parent Related Parties”) relating to or arising out of this Agreement or the Transactions (except that the Company and its Subsidiaries (or their Affiliates) will remain obligated with respect to, and Parent and Merger Sub may be entitled to remedies with respect to, the Confidentiality Agreement, Section 8.3(a) (with respect to the expenses of the Company) and Section 8.3(d), as applicable.

  • Exclusive Remedies Subject to Section 9.12, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from intentional fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this ARTICLE VII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under the law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their affiliates and each of their respective representatives arising under or based upon any law, rule or regulation, except pursuant to the indemnification provisions set forth in this ARTICLE VII. Nothing in this Section 7.05 shall limit any person’s right to seek and obtain any equitable relief to which any person shall be entitled pursuant to Section 9.12 or to seek any remedy on account of any intentional fraud by any party hereto.

  • Nonexclusive Remedies All remedies provided in this Agreement may be exercised individually or in combination with any other available remedy. Contractor shall notify the JBE immediately if Contractor is in default, or if a third party claim or dispute is brought or threatened that alleges facts that would constitute a default under this Agreement. If Contractor is in default, the JBE may do any of the following: (i) withhold all or any portion of a payment otherwise due to Contractor, and exercise any other rights of setoff as may be provided in this Agreement or any other agreement between a Judicial Branch Entity and Contractor; (ii) require Contractor to enter into nonbinding mediation; (iii) exercise, following Notice, the JBE’s right of early termination of this Agreement as provided herein; and (iv) seek any other remedy available at law or in equity.

  • Representations and Warranties Remedies and Breach 18 ARTICLE IV....................................................................35

  • Representations Warranties and Covenants Remedies for Breach Subsection 7.01 Representations and Warranties Regarding Individual Mortgage Loans.

  • Representations Warranties and Covenants of the Seller Remedies for Breach Section 9.01 Representations and Warranties Regarding the Seller........... Section 9.02 Representations and Warranties Regarding Individual Mortgage Loans............................................... Section 9.03

  • Non-Exclusive Remedies The remedies provided for in this Section 7 are not exclusive and shall not limit any rights or remedies which may otherwise be available to any Indemnified Person at law or in equity.

  • Exclusive Remedy The foregoing shall constitute the Parties' sole and exclusive remedies and obligations with respect to a third party claim of intellectual property infringement arising out of the conduct of business under this Agreement.

  • Nonexclusive Remedy Except as expressly set forth in this Agreement, the exercise by either party of any of its remedies under this Agreement will be without prejudice to its other remedies under this Agreement or otherwise.

  • REPRESENTATIONS AND WARRANTIES; REMEDIES FOR BREACH Section 3.01 Seller Representations and Warranties Relating to the Mortgage Loans.

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