Existing Claims. Tenant represents and warrants that there are no existing claims or causes of action against Landlord arising out of the Lease, either currently or that would exist with the giving of notice or with the passage of time, nor are there any existing defenses that Tenant has against the enforcement of the Lease by Landlord.
Existing Claims any claim:
Existing Claims. Each of Sellers acknowledges and agrees that, as of the date of this Agreement, (a) the Archstone Entities have suffered Losses in connection with the Acquisition Litigation, including legal fees and related expenses, and (b) Sellers shall be responsible for indemnifying and holding harmless the Buyer Indemnified Parties in accordance with Section 12.2.2 solely for Losses incurred from and after September 30, 2011.
Existing Claims. 3.1. In this paragraph “
Existing Claims. Lessee agrees and acknowledges that to the actual knowledge of Lessee there are no existing claims or causes of action against Lessor arising out of the Lease, either currently or which would exist with the giving of notice or with the passage of time, nor are there any existing defenses which Lessee has against the enforcement of the Lease by Lessor.
Existing Claims. Landlord and Tenant acknowledge that, to the best of each party’s knowledge, as of the date this Third Amendment is executed, neither party has any claim against the other party based upon or in connection with a failure of the other to comply with the terms of the Lease.
Existing Claims. On November 2, 2010, MonoSol Rx, LLC (“MonoSol”) filed an action against BDSI Parent and its ONSOLIS® film (a BEMA-based product incorporating fentanyl) commercial partners in the Federal District Court of New Jersey (“DNJ”) for alleged patent infringement. The litigation is captioned MonoSol RX, LLC v. Biodelivery Sciences International, Inc., Meda Pharmaceuticals Inc. and Aveva Drug Delivery Systems, Inc., U.S.D.C. D. N.J., Civil No. 10-cv-5695 (the “Litigation”). BDSI Parent was formally served in this matter on January 19, 2011. MonoSol claims that its manufacturing process for ONSOLIS® film, which has never been disclosed publicly and which BDSI, BDSI Parent, and our partners maintain as a trade secret, infringes its patent (United States Patent No. 7,824,588). MonoSol’s complaint includes a claim of false marking. Of note, the BEMA technology itself is not at issue in the case, but rather only the manner in which ONSOLIS , which incorporates the BEMA technology, is manufactured. MonoSol seeks unspecified damages, attorney’s fees and an injunction preventing future infringement of MonoSol’s patents. BDSI Parent strongly refutes as without merit MonoSol’s assertion of patent infringement, which relates to BDSI Parent’s and BDSI’s confidential, proprietary manufacturing process for ONSOLIS® film. On February 23, 2011, BDSI Parent filed its initial answer in this case. In such answer, BDSI Parent stated its position that BDSI Parent’s and BDSI’s products, methods and/or components do not infringe MonoSol’s patent because they do not meet the limitations of any valid claim of MonoSol’s patent. Moreover, in BDSI Parent’s answer, BDSI Parent stated its position that MonoSol’s patent, which is the subject of the case, is actually invalid and unenforceable for failure to comply with one or more of the requirements of applicable U.S. patent law. For these and other reasons, BDSI Parent intends to defend this case vigorously, and anticipates that MonoSol’s claims will be rejected. BDSI Parent has engaged in voluntary and court mandated settlement discussions with MonoSol, but to date has been unable to reach any settlement with them. These discussions are part of the normal course of such an action but do not alter BDSI Parent’s or BDSI’s view of non-infringement and invalidity of the subject patents. During the third quarter ending September 30, 2011, a case management conference was held on July 13, 2011 and a mandatory settlement conference before the magist...
Existing Claims. Except as set forth in Schedule EA 4.1(b), and except for Environmental Claims that have been fully and finally resolved, to the Knowledge of Hercules, GES and HDES, no Environmental Claim has been asserted or threatened: (i) with respect to any alleged violation of any Environmental Laws applicable to the HAC Facilities and the HAC Business or the terms and conditions of Environmental Permits necessary for the operation of the HAC Facilities and the HAC Business; (ii) with respect to any alleged failure to have any Environmental Permits necessary for the operation of the HAC Facilities or the HAC Business; or (iii) with respect to any generation, treatment, storage, recycling, transportation, disposal or Release of any Hazardous Substance generated in connection with the HAC Facilities or the HAC Business.
Existing Claims. Except as set forth in Schedule EA 4.2(c), and except for Environmental Claims that have been fully and finally resolved, to Alliant's Knowledge, no Environmental Claim has been asserted or threatened with respect to any: (i) alleged violation by Alliant of any Environmental Laws or the terms and conditions of any Environmental Permits issued to Alliant; (ii) alleged failure by Alliant to have any Environmental Permits; or (iii) generation, treatment, storage, recycling, transportation, disposal or Release of any Hazardous Substance generated by Alliant.
Existing Claims. The Company represents that it has not filed any lawsuits, charges, complaints or claims against Executive in any court or with any governmental agency regarding any of the matters released by it. Likewise, the Executive represents that he has not filed any lawsuits, charges, complaints or claims against the Company in any court or with any governmental agency regarding any of the matters released by him.
