Example ContractsClausesExecutive’s Warranty and Indemnity
Executive’s Warranty and Indemnity
Executive’s Warranty and Indemnity contract clause examples

Executive’s Warranty and Indemnity. Executive hereby represents and warrants that Executive: # has the full and unqualified right to enter into and fully perform this Agreement according to each and every term and condition contained herein; # has not made any agreement, contractual obligation or commitment in contravention of any of the terms and conditions of this Agreement or which would prevent Executive from performing according to any of the terms and conditions contained herein; and # has not entered into any agreement with any prior employer or other person, corporation or entity which would in any way adversely affect Executive’s or Employer’s right to enter into this Agreement. Furthermore, Executive hereby agrees to fully indemnify and hold harmless Employer and each of its subsidiaries, affiliates and related entities, and each of their respective officers, directors, employees, agents, attorneys, shareholders, insurers and representatives from and against any and all losses, costs, damages, expenses (including attorneys’ fees and expenses), liabilities and claims, arising from, in connection with, or in any way related to, Executive’s breach of any of the representations or warranties contained in this Section 15.8.

Executive’s Warranty and Indemnity. Executive hereby represents and warrants that Executive: # has the full and unqualified right to enter into and fully perform this Agreement according to each and every term and condition contained herein; # has not made any agreement, contractual obligation or commitment in contravention of any of the terms and conditions of this Agreement or which would prevent Executive from performing according to any of the terms and conditions contained herein; and # has not entered into any agreement with any prior employer or other person, corporation or entity which would in any way adversely affect Executive’s or Employer’s right to enter into this Agreement. Furthermore, Executive hereby agrees to fully indemnify and hold harmless Employer and each of its subsidiaries, affiliates and related entities, and each of their respective officers, directors, employees, agents, attorneys, shareholders, insurers and representatives from and against any and all losses, costs, damages, expenses (including attorneys’ fees and expenses), liabilities and

Executive’s Warranty and Indemnity. Executive hereby represents and warrants that Executive: # has the full and unqualified right to enter into and fully perform this Agreement according to each and every term and condition contained herein; # has not made any agreement, contractual obligation or commitment in contravention of any of the terms and conditions of this Agreement or which would prevent Executive from performing according to any of the terms and conditions contained herein; and # has not entered into any agreement with any prior employer or other person, corporation or entity which would in any way adversely affect Executive’s or Employer’s right to enter into this Agreement. Furthermore, Executive hereby agrees to fully indemnify and hold harmless Employer and each of its subsidiaries, affiliates and related entities, and each of their respective officers, directors, employees, agents, attorneys, shareholders, insurers and representatives from and against any and all losses, costs, damages, expenses (including attorneys’ fees and expenses), liabilities and claims, arising from, in connection with, or in any way related to, Executive’s breach of any of the representations or warranties contained in this Section 14.8.

Warranty. Each Product Originating Party warrants to Product Selling Party that Product Originating Party is authorized to grant the license(s) granted by it under this OEM Agreement and that, subject to the remainder of this Section 4.1, the Originating Party Products will be free from Errors during the Warranty Period. “Warranty Period” means: # for Perpetual Licenses, the ninety day period commencing on the date Product Originating Party makes the Originating Party Product available to Product Selling Party or Sublicensee, and # for Subscription Licenses, SaaS Services or Cloud Services, the term of the subscription/SaaS Services/Cloud Services. Product Originating Party will have no warranty obligations hereunder with respect to any # Errors attributable to the use of an Originating Party Product in an application or environment for which it was not designed or contemplated, or # Errors attributable to any modifications or customizations of an Originating Party Product not made by or on behalf of Product Originating Party. Product Originating Party’s issuance of an Update will not re-start a Warranty Period that has expired.

Warranty. Landlord shall, at Landlord's sole cost and expense (which shall not be deemed an Operating Expense), repair or replace any portion of the HVAC systems, plumbing, electrical systems, fire sprinkler system, lighting, and all other Building systems serving the Fourth Expansion Premises that malfunctions, fails or becomes inoperable within the first twelve (12) full calendar months following the Delivery Date ("Warranty Period"), provided that the need to repair or replace was not caused by the misuse, misconduct, damage, destruction, and/or negligence of Tenant, its subtenants and/or assignees, if any, or any company which is acquired, sold or merged with Tenant (collectively, "Tenant Damage"), or by any modifications, Alterations or improvements constructed by or on behalf of Tenant (but excluding the Tenant Improvements). Landlord shall coordinate any such work with Tenant and shall utilize commercially reasonable efforts to perform the same in a manner designed to minimize interference with Tenant's use of the Premises. To the extent repairs which Landlord is required to make pursuant to this Section 7 are necessitated in part by Tenant Damage, then Tenant shall reimburse Landlord for an equitable proportion of the cost of such repair.

Warranty. Catalyst represents and warrants to Mosaic that, to the best of its knowledge, the use of the Materials by Mosaic, as contemplated in the Research Plan, will not infringe the Intellectual Property rights of any third party The Materials are being made available in order to further research concerning it. EXCEPT AS OTHERWISE SET FORTH IN THIS SECTION 7.4(d), (a) THE MATERIALS ARE BEING SUPPLIED TO MOSAIC “AS IS”, WITH NO WARRANTIES, EXPRESS OR IMPLIED, AND CATALYST EXPRESSLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY, and # Catalyst disclaims all representations that use of the Materials by Mosaic will not infringe any patent or other proprietary right of any third party.

Warranty. As an inducement to the other party to enter into this Agreement, each party represents and warrants to the other that it/he has the power and authority to enter into this Agreement and is not a party to any other agreement or obligation, and that there exists no impediment or restraint, contractual or otherwise, on its/his power, right or ability to enter into this Agreement and to perform its/his duties and obligations hereunder.

Warranty. Catalyst represents and warrants to Mosaic that, to the best of its knowledge, the use of the Materials by Mosaic, as contemplated in the Research Plan, will not infringe the Intellectual Property rights of any third party The Materials are being made available in order to further research concerning it. EXCEPT AS OTHERWISE SET FORTH IN THIS SECTION 6.4(d), (a) THE MATERIALS ARE BEING SUPPLIED TO MOSAIC “AS IS”, WITH NO WARRANTIES, EXPRESS OR IMPLIED, AND CATALYST EXPRESSLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY, and # Catalyst disclaims all representations that use of the Materials by Mosaic will not infringe any patent or other proprietary right of any third party.

Warranty. Transferor covenants with, and warrants and represents to, Transferee that: # it is the owner of all rights, titles, interests, rights of use, options, powers, privileges and other property hereby assigned and transferred, subject only to the Permitted Exceptions; and # it has good title to all rights, titles, interests, rights of use, options, powers, privileges and other property hereby assigned and transferred, subject only to the Permitted Exceptions, and that the same are free of all liens and encumbrances, other than the Permitted Exceptions.

Warranty. Arcturus warrants that the Drug Substance Doses supplied by Arcturus under this Agreement (other than developmental quantities, if any, not required to be produced in accordance with cGMP) shall, upon tender of delivery, conform to and shall have been processed and, if applicable, packaged, in conformance with cGMP, and in accordance with all Applicable Laws. The Drug Substance Doses shall not be adulterated or misbranded by Arcturus and shall meet in all material respects all requirements set out in Sections 3.3,3.4 and 3.5 above. [* * *].

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