Customer’s Remedies. (a) CUSTOMER'S EXCLUSIVE REMEDIES AND THE ENTIRE LIABILITY OF SELLER, ITS AFFILIATES AND THEIR EMPLOYEES, AND AGENTS, AND ITS SUPPLIERS FOR ANY CLAIM, LOSS, DAMAGE OR EXPENSE OF CUSTOMER OR ANY OTHER ENTITY ARISING OUT OF THIS AGREEMENT, OR THE USE OR PERFORMANCE OF ANY PRODUCT, LICENSED MATERIALS, OR SERVICES, WHETHER IN AN ACTION FOR OR ARISING OUT OF BREACH OF CONTRACT, TORT, INCLUDING NEGLIGENCE, INDEMNITY, OR STRICT LIABILITY, SHALL BE AS FOLLOWS:
Customer’s Remedies. If a Provider Default described in Section 9.01(a) has occurred and is continuing, then Customer may terminate this Agreement immediately upon the expiration of the respective grace periods set forth in such provisions, Customer may elect the Purchase Option as set forth in Section 7.04, and otherwise exercise any other remedy it may have at law or equity or under this Agreement.
Customer’s Remedies. (a) Customer's exclusive remedies and the entire liability of Seller and its affiliates and their employees and agents for any claim, loss, damage, or expense of Customer or any other entity arising out of this Agreement, or the use or performance of any Product, Licensed Material, or Service, whether in an action for or arising out of breach of contract, tort, including negligence indemnity, or strict liability shall be as follows:
Customer’s Remedies. Supplier’s entire liability under the warranties for Products described above shall be for Supplier, at its option and cost, to repair or to replace the affected Product, and, if Supplier is unable to effect such within a reasonable time, then Supplier will refund the amount Customer paid for the affected Product as depreciated on a straight-line basis over a five year period, upon return of such Product to Supplier.
Customer’s Remedies. If Customer's use of any Product under the terms of this Agreement is, or in Licensor's opinion is likely to be, enjoined due to the type of infringement or misappropriation specified in clause 17.2.1 above, then the Licensor may, at its sole option and expense, either: (i) procure for the Customer the right to continue using such Product under the terms of this Agreement; or (ii) replace or modify such Product so that they are non-infringing and substantially equivalent in function to the infringing component of the Product; or (iii), if the foregoing options are not accomplished despite the reasonable efforts of the Licensor, then the Licensor may terminate this Agreement and the Customer would be entitled to receive a pro-rated refund for the pre-paid fees for the unexpired period.
Customer’s Remedies. Supplier’s entire liability under the warranties for Products described above shall be for Supplier, at its option and cost, to repair or to replace the affected Product, and, if Supplier is unable to effect such within a reasonable time and Customer has notified Supplier of the breach with the request to remedy the defect within a reasonable time period to no avail (whereby Customer shall grant to Supplier a reasonable number of attempts (but no less than three) to cure the defect, then OEM has the right to reduce the remuneration or to rescind the purchase order for the Product concerned. OEM is entitled to the foregoing rights also without setting a grace period if Supplier has seriously and definitely refused to cure a defect. If OEM rescinds the purchase order, Supplier will refund the amount OEM paid for the affected Product as depreciated on the applicable straight-line device-specific basis (in general over a period of three to five years), upon return of such Product to OEM.
Customer’s Remedies. Customer's exclusive remedies and the entire liability of Lucent and its affiliates and their respective employees, directors, officers, agents, and suppliers for any and all claims, losses, damages and expenses (including attorneys' fees) ("Losses") of Customer or any other person arising out of this Agreement or the use or performance of any Product or Licensed Materials, whether in an action for or arising out of breach of contract, tort, including negligence, indemnity, or strict liability, shall be as follows: (i) for Infringement Claims--the remedy set forth in the "Infringement" Section; (ii) for the non-performance of or defects in Products or Software--the remedy set forth in the "Warranty" Section; (iii) for failure to deliver Products or Software within 30 days after the scheduled delivery date for causes not attributable to Customer or force majeure conditions --the right to cancel the applicable Order without incurring any cancellation charges; (iv) for tangible property damage and personal injury caused by Lucent's acts or omissions --the amount of the proven direct damages; and (v) for everything other than as set forth above --the amount of the proven direct damages not to exceed, in the aggregate, the lesser of the price or fee of the applicable Product, Software or Service or $100,000, including awarded counsel fees and costs. Customer shall give Lucent prompt written notice of any claim.
Customer’s Remedies. If Leica determines that any Product fails to meet any warranty during the applicable warranty period, Leica shall correct any such failure by either, at its option, repairing, adjusting, or replacing without charge to Customer any defective or nonconforming Product, or part or parts of the Product. The place of performance for work under warranty shall be the nearest Authorized Service Center or such other place as determined by Leica in its sole discretion. For Products forming part of a fixed installation, it shall be the site of such installation. Warranty service will be performed during Leica’s normal business hours. While every effort will be made to render services promptly, this does not include any guarantees of specific response time or uptime, which may be available for purchase under a separate service plan. Subject to the availability of personnel, after-hours service is available upon request at an additional charge. Warranty services includes any travel, labor, and parts related to the repair of an Instrument excluding any consumable items which remain the responsibility of the Customer, and will only be covered under the warranty if the consumables were General Terms & Conditions missing from the initial Product installation. Warranty will be null and void if any party other than a Leica Authorized Service Engineer attempts repair of said Instrument(s) during the Warranty Period. Any Product or part furnished without charge to Customer during the Warranty Period to correct a warranty failure shall be warranted to the extent of the unexpired term of the warranty applicable to the repaired or replaced Product. Leica reserves the right to use refurbished material for all repairs of Instruments covered by warranty as well as for repairs covered by any subsequent post-warranty service plans. Warranty of refurbished items is not limited compared to new items The remedies set forth herein are conditioned upon Customer promptly notifying Leica within the applicable warranty period of any defect or nonconformance and making the Product available for correction at a mutually agreed-upon time. The preceding paragraphs set forth Customer’s exclusive remedies and Leica’s sole liability for claims based on the failure of the Products to meet any warranty, whether the claim is in contract, warranty, tort (including negligence and strict liability) or otherwise, and however instituted, and upon the expiration of the applicable warranty period, all such li...
Customer’s Remedies. In the event that the Product is not in Good Condition, or in the event that the Product has a Latent Defect, the remedies set forth in Section 7.5 shall apply.
Customer’s Remedies. Upon the occurrence of a BASC Default, including the applicable cure period set forth above, if any, Customer may terminate its obligation to make payments under Section 2 of this Agreement immediately upon written notice to BASC, at which time BASC’s obligations to Customer under the Agreement also shall terminate. Customer may, upon such termination and written notice to BASC and [Investor], purchase the Site Equipment at the Option Price, pursuant to the procedures set forth in Section 6. If Customer decides not to purchase the Site Equipment or fails to notify BASC of its intention to purchase upon termination, BASC shall remove the Site Equipment in accordance with the procedures set forth in Section 9. No Early Termination Fee is due in the event that Customer exercises its right to terminate this Agreement as a result of a BASC Default. Upon the occurrence of a BASC Default, Customer agrees to accept any cure performed by [Investor] to the same extent as if performed by BASC. Without limiting the foregoing, if, in Purchaser’s commercially reasonable judgment, BASC’s operations or the Site Equipment cause any immediate threat to health or safety, Customer shall have the right but not the obligation to remedy the condition. In such event, BASC shall reimburse Customer for all documented and commercially reasonably out-of-pocket expenses incurred by Customer in connection therewith within 10 days after written notice, which notice shall be accompanied by invoices or other reasonable evidence of Customer’s costs.
