Exclusions From Vendor’s Obligations Sample Clauses

Exclusions From Vendor’s Obligations. Vendor's obligations under this --------------- -------------------- Section 15 shall not apply to any infringement or violation of Intellectual Property Rights that is caused by unauthorized modification of the Products, any System or any component thereof by Owner or infringement that arises from use or combination of the Products with other products not supplied or approved by Vendor, or that arises from adherence to instructions to apply Owner's trademark, trade name or other company identification to a Product, or any infringement caused solely by Owner's use and maintenance of the Products other than in accordance with the Specifications, except as authorized or permitted by Vendor. Owner shall indemnify Vendor against all liabilities and costs, including reasonable attorneys' fees, for defense and settlement of any and all claims against Vendor for Owner's (and Affiliate's and Related Operator's) infringements or violations described in this subsection.
Sample 1
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Exclusions From Vendor’s Obligations. Vendor’s obligations under this Section 13 shall not apply to any infringement or violation of Intellectual Property Rights that is caused by modification of the Products, any System or any component thereof by any Company if such modification is neither permitted under this Agreement nor authorized by Vendor or infringement that arises solely from combination of the Products with other products not supplied, installed, recommended or approved by Vendor, or that arises from adherence to instructions to apply any Company’s trademark, trade name or other Company identification to a Product.
Sample 1
Exclusions From Vendor’s Obligations. Vendor’s obligations under this Section 13 shall not apply to any claim to the extent that such claim is based on or solely arising from any of the following: a) OEM Equipment, Company equipment or software or third party hardware or software; b) any modifications, changes or improvements that are made at the written request of Company Indemnified Parties except (A) any Software Releases, Software Updates, Major Software Releases, Equipment Releases, Equipment Updates, and Equipment Upgrades provided by Vendor hereunder or (B) when Vendor provides formal written notification that such modifications, changes or improvements will be accorded protection in accordance with this Section 13; c) Company Indemnified Nortel Networks and Cricket Communications Proprietary and Confidential Information Parties’ modification of the Products that is not authorized in writing by Vendor; d) the combination, operation, or use of the Products with other software, products or items; e) Company Indemnified Parties’ failure to install or have installed changes, revisions or updates as instructed by Vendor, so long as (A) such changes revisions or updates were provided by Vendor at Vendor’s sole cost and expense in accordance with the procedures set forth in Sections 12.1.4 and 12.2.1(b)(iii) (as applicable), and (B) such changes, revisions or updates were Backwards Compatible; f) use of the Products not in accordance with the Specifications or use outside the scope of the licensed use; or (g) that arises from adherence to instructions to apply any Company’s trademark, trade name or other Company identification to a Product.
Sample 1

Related to Exclusions From Vendor’s Obligations

  • Vendor’s Obligations On Completion, the Vendor shall:

  • Exclusions from Indemnification Notwithstanding anything in this Agreement to the contrary, the Company shall not be obligated to:

  • CUSTOMER'S OBLIGATIONS 3.1 Compliance with Law and Rules and Regulations. Customer agrees that Customer will comply at all times with all applicable laws and regulations and Exodus' general rules and regulations relating to its provision of Internet Data Center Services, as updated by Exodus from time to time ("Rules and Regulations"). Customer acknowledges that Exodus exercises no control whatsoever over the content of the information passing through its sites containing the Customer Area and equipment and facilities used by Exodus to provide Internet Data Center Services ("Internet Data Centers"), and that it is the sole responsibility of Customer to ensure that the information it transmits and receives complies with all applicable laws and regulations.

  • Licensors Obligations Licensor shall supply the Licensed Subject Matter and personal appearance for the purposes of a press conference at the reasonable request of Licensee to assist in the promotion of the Products. All services will be rendered on mutually agreeable dates and locations. Any additional participation is at the sole discretion of Licensor. Any reasonable transportation expenses incurred at such appearances will be the responsibility of Licensee. Licensee shall further Licensee with sufficient information about the Licensor's schedule to adequately plan its promotions and sales programs. Any and all publicity regarding the Products shall be issued only by Licensee, subject to prior approval by Licensor ,which shall not be unreasonable withheld.

  • Exclusions from General Release Excluded from the Release and Waiver are any claims or rights arising pursuant to this Agreement and any claims or rights that cannot be waived by law, as well as Executive’s right to file a charge with an administrative agency or participate in any agency investigation, including with the Equal Employment Opportunity Commission. Executive is, however, waiving the right to recover any money in connection with a charge or investigation and the right to recover any money in connection with a charge filed by any other individual or by the Equal Employment Opportunity Commission or any other federal or state agency, except where such waivers are prohibited by law.

  • Contractor’s Obligations Contractor hereby covenants and warrants that Contractor and its employees and agents shall not (without in each instance obtaining Owner’s prior written consent) disclose, make commercial or other use of, or give or sell to any Person, other than to members of the Contractor Group and Subcontractors or Sub-subcontractors as necessary to perform the Work, any information conspicuously marked and identified in writing as confidential and relating to the business, products, services, research or development, clients or customers of Owner or any Owner Affiliate, or relating to similar information of a Third Party who has entrusted such information to Owner or any Owner Affiliate (hereinafter individually or collectively, “Owner’s Confidential Information”). Prior to disclosing any such information to any Subcontractor or Sub-subcontractor as necessary to perform the Work, Contractor shall bind such Subcontractor or Sub-subcontractor to the confidentiality obligations contained in this Section 19.1. Nothing in this Section 19.1 or this Agreement shall in any way prohibit Contractor or any of its Subcontractors or Sub-subcontractors from making commercial or other use of, selling, or disclosing any of the Intellectual Property or Contractor Existing Intellectual Assets.

  • Conditions of the Company’s Obligations at the Closing The obligations of the Company owed to the Purchaser to consummate the Closing under Section 1 of this Agreement, unless otherwise waived in writing by the Company, are subject to the fulfillment at or before the Closing of each of the following conditions:

  • Conditions of Investor’s Obligations at Closing The obligations of the Investor under subsection 1.1(c) of this Agreement are subject to the fulfillment on or before the Closing of each of the following conditions, the waiver of which shall not be effective against the Investor if it does not consent thereto:

  • Modifications and Waivers; Obligation of the Company Absolute The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Company and the rights of the Holders of the Securities of each series to be affected under the Indenture at any time by the Company and the Trustee with the consent of the Holders of at least a majority in principal amount of the Securities at the time Outstanding of each series to be affected. The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Securities of each series at the time Outstanding, on behalf of the Holders of all Securities of such series, to waive compliance by the Company with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Security shall be conclusive and binding upon such Holder and upon all future Holders of this Security and of any Security issued upon the registration of transfer hereof or in exchange herefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Security. No reference herein to the Indenture and no provision of this Security or of the Indenture shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal of and interest on this Security at the times, places and rate, and in the coin or currency, herein prescribed.

  • Conditions of the Company’s Obligations at Closing The obligations of the Company to each Purchaser under this Agreement are subject to the fulfillment, on or before the Closing, of each of the following conditions, unless otherwise waived:

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