Common use of Conformity, Performance, and Compliance Clause in Contracts

Conformity, Performance, and Compliance. Red Mile represents and warrants that (i) the Developed Title shall be prepared in a workmanlike manner and with professional diligence and skill; (ii) that the Developed Title will function on the machines/Platforms and with operating systems for which they are designed; (iii) the Developed Title will correspond to and perform in all material respects in accordance with the written materials provided by Red Mile; and (iv) the Developed Title will be safe for use and operate without Non-conformity and will not contain any viruses, worms, date bombs, time bombs, or other code designed to cause the Developed Title to cease operating or to damage, interrupt, or interfere with any customer’s and/or Publisher’s hardware, software or data. Red Mile guarantees to Publisher that for a period of time of two (2) years from the first shipment date of the Developed Title, any material defect for which Publisher gives Red Mile notice (whether such defects are observed before or after acceptance of the Developed Title and/or Gold Master) shall be promptly corrected by Red Mile according to the terms of Sections 3.2(a) and 3.2(c) hereof. Notwithstanding the forgoing, nothing shall be construed to establish a period of limitation with respect to Red Mile’s other obligations under the Agreement and the foregoing relates only to the specific obligation of Red Mile to correct the Developed Title and has no relationship to the time within which the obligation to comply with the Agreement may be sought to be enforced, nor to the time within which proceedings may be commenced to establish Red Mile’s liability with respect to Red Mile’s obligations other than correction of the Developed Title.