Class Failures Sample Clauses
The "Class Failures" clause defines the procedures and consequences that apply when a class of obligations or services under a contract fails to meet specified standards or requirements. Typically, this clause outlines what constitutes a class failure, the steps the parties must take to address the issue, and any remedies or penalties that may result, such as repair, replacement, or compensation. For example, if a group of products delivered under a contract consistently fails quality tests, this clause would dictate the next steps. Its core function is to provide a clear framework for managing widespread or systemic failures, thereby allocating risk and ensuring both parties understand their rights and responsibilities in such situations.
Class Failures. Unless otherwise provided in the Addendum, under any of the following circumstances, Agilent will have the right to call for a joint engineering assessment meeting between Agilent and Flextronics to investigate and assess the severity of the situation: as defined in Exhibit Q Appendix G Agilent and Flextronics will mutually agree to the rate of failures in products that will constitute a Class failure rate ("Class Failure") once the product is transferred to Flextronics China. In the case of Class Failure, Flextronics and Agilent will cooperate to implement the following procedure: (a) Agilent will promptly notify Flextronics upon discovery of the failure and will supply Flextronics with samples of the failure; (b) within forty-eight (48) hours of receipt of the failed samples Flextronics will give an initial response to Agilent indicating its preliminary plan for diagnosing and addressing the problem; (c) Flextronics and Agilent will jointly exert all commercially reasonable efforts to diagnose the problem and plan a workaround or more permanent solution; and (d) if and to the extent the problem is a result of a breach of Flextronics Express Limited Warranty set forth in Section 10, then Flextronics will be responsible for the reasonable costs incurred in rectifying the Class Failure, Product Recall, including Product repair or replacement costs. Cost of freight shall be allocated between the parties in accordance with Exhibit E (RMA process). In the event a Class Failure is determined to exist as described in this section, Agilent may upon written notice to Flextronics suspend deliveries under any further Purchase Orders for the relevant affected Products without penalty until Flextronics can demonstrate that the cause of the Class has been corrected in respect of the relevant Purchase Order(s).
Class Failures. Unless otherwise stated in the Product Addendum, "Class -------------- Failure" shall mean a cumulative return rate for a specific Product of at least [*]; provided however, defects related to Software shall only be included as a Class Failure if (i) the defect cannot be fixed by download, (ii) the defect is known as "catastrophic" such that the Product cannot perform basic functions and is inoperable, and (iii) the defect is directly attributable to ODM. A "Class Failure" occurring before the Effective Date shall mean a cumulative return rate of at least [*]. * CERTAIN CONFIDENTIAL INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND SEPARATELY FILED WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. CONFIDENTIAL ------------
Class Failures. A. From the Effective Date of the Agreement, in the event eMachines deems a specific Product model or certain Product batch (those Products that can be identified by a sequence of serial numbers or other reasonable method) to be a Class Failure, eMachines, after consultation with TriGem, may
1. Initiate a recall for the relevant Product model or Product batch; or 2. Recall particular units of the relevant Product model or Product batch. In either case, eMachines shall be entitled to a full credit from TriGem for all recalled and returned Product units. TriGem shall reimburse eMachines for all costs associated with a recall, including, but not limited to, any administrative costs and attorneys' fees.
B. In the event of a Class Failure prior to the Effective Date of the Agreement, regardless whether DF or NDF, then eMachines shall be entitled to receive any and all fees paid by eMachines to TriGem for such Product units.
Class Failures. Unless otherwise stated in the Product Addendum, -------------- "Class Failure" shall mean a cumulative return rate for a specific Product of at least five percent (5%); provided however, defects related to Software shall only be included as a Class Failure if (i) the defect cannot be fixed by download, (ii) the defect is known as "catastrophic" such that the Product cannot perform basic functions and is inoperable, and (iii) the defect is directly attributable to ODM. A "Class Failure" occurring before the Effective Date shall mean a cumulative return rate of at least eight percent (8%).
Class Failures. A. Recall. From the Effective Date, in the event EMACHINES deems a specific Product model or certain Product batch (those Products that can be identified by a sequence of serial numbers or other reasonable method) to be a Class Failure, EMACHINES, after consultation with ODM, may (i) initiate a recall for the relevant Product model or Product batch; or (ii) recall particular units of the relevant Product model or Product batch and, in either case, shall be entitled to a full credit from ODM for all recalled and returned Products. ODM shall reimburse EMACHINES for all reasonable costs related to a recall.
Class Failures. A. Recall. From the Effective Date, in the event EMACHINES deems a specific Product model or certain Product batch (those Products that can be identified by a sequence of serial numbers or other reasonable method) to be a Class Failure, EMACHINES, after consultation with ODM, may [*].