Common use of Limited Warranties and Remedies Clause in Contracts

Limited Warranties and Remedies. Seller warrants for a period of 30 days that the Parts shall be free from defects in material and workmanship and shall conform to the design and description determined in a signed Statement of Work, drawings, award letter or other mutually signed documents. THIS WARRANTY SHALL BE IN LIEU OF ANY OTHER WARRANTY, EXPRESS OR IMPLIED, INCLUING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. There are no other representations of warranties or guaranties applicable to the sale of the Parts unless otherwise agreed to in writing by an officer of Seller. Improper installation, misuse, use in applications outside of the specifications of the Parts, failure to maintain the Parts in accordance with applicable standards, alteration of the Parts or other similar circumstances will void any warranty for the Parts. Buyer’s exclusive remedy for any warranty claim or for any other claim arising out of the purchase of the Parts will be the replacement of the Parts, free of charge, FOB Seller’s facility, or, at Seller’s option, a credit in a fair amount not to exceed the aggregate purchase price for the Parts, which are proven to be defective within the Warranty Period. As a condition precedent to any replacement or credit under this paragraph, Seller shall have the right to request and obtain reasonable evidence of and impose reasonable requirements for submission of a warranty claim. Buyer must return 100% of the purportedly defective parts or a statistically relevant share as mutually agreed upon for testing by Seller. SELLER WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL,INCIDENTAL OR OTHER DAMAGES SUSTAINED BY BUYER INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR REVENUE, PUNITIVE OR EXEMPLARY DAMAGES, LOSS OF USE OF THE PARTS, COST OF CAPITAL, COST OF ANY COVER, COST OF PLANT SHUTDOWNS OR CLAIMS BY BUYER’S CUSTOMERS FOR ANY DAMAGES. This remedy applies to limit the damages recoverable regardless of the nature of the Buyer’s claim, whether in tort, contract, equity, breach of warranty, negligence or strict liability and regardless whether the defect is due to Seller’s negligence or defect in the product.

Limited Warranties and Remedies. Seller warrants for a period of 30 days that the Parts shall be free from defects in material and workmanship and shall conform to the design and description determined in a signed Statement of Work, drawings, award letter or other mutually signed documents. THIS WARRANTY SHALL BE IN LIEU OF ANY OTHER WARRANTY, EXPRESS OR IMPLIED, INCLUING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. There are no other representations of warranties or guaranties applicable to the sale of the Parts unless otherwise agreed to in writing by an officer of Seller. Improper installation, misuse, use in applications outside of the specifications of the Parts, failure to maintain the Parts in accordance with applicable standards, alteration of the Parts or other similar circumstances will void any warranty for the Parts. Buyer’s exclusive remedy for any warranty claim or for any other claim arising out of the purchase of the Parts will be the replacement of the Parts, free of charge, FOB Seller’s facility, or, at Seller’s option, a credit in a fair amount not to exceed the aggregate purchase price for the Parts, which are proven to be defective within the Warranty Period. As a condition precedent to any replacement or credit under this paragraph, Seller shall have the right to request and obtain reasonable evidence of and impose reasonable requirements for submission of a warranty claim. Buyer must return 100% of the purportedly defective parts or a statistically relevant share as mutually agreed upon for testing by Seller. SELLER WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL,, INCIDENTAL OR OTHER DAMAGES SUSTAINED BY BUYER INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR REVENUE, PUNITIVE OR EXEMPLARY DAMAGES, LOSS OF USE OF THE PARTS, COST OF CAPITAL, COST OF ANY COVER, COST OF PLANT SHUTDOWNS OR CLAIMS BY BUYER’S CUSTOMERS FOR ANY DAMAGES. This remedy applies to limit the damages recoverable regardless of the nature of the Buyer’s claim, whether in tort, contract, equity, breach of warranty, negligence or strict liability and regardless whether the defect is due to Seller’s negligence or defect in the product.

Limited Warranties and Remedies. Seller warrants for a period that, at the time of 30 days that delivery, the Parts shall be goods covered hereby are new, and free from of defects in material and workmanship workmanship, but makes no other warranty with respect to such goods. Seller agrees, as Seller shall elect, to credit the account of Buyer or replace without charge to Buyer all goods which at the time of delivery are not in such condition, but only if Buyer returns such goods within six (6) months from the date of delivery, in original package and condition of delivery, without their numbers or any part thereof altered, defaced, or removed, to Seller’s plant of shipment, accompanied by a specification in writing of the defects involved. Buyer shall conform notify Seller in each instance when Xxxxx intends to return goods which Xxxxx believes are not in accordance with such original condition and Seller shall be entitled to examine such goods at Buyer’s facilities prior to their return. Final inspections and conclusive determination whether goods are in accordance with such original condition shall be made at Seller’s plant, or may be based upon the manufacturer’s actual test report. SELLER’S SOLE Date: 9/24/19 LIABILITY SHALL BE AT ITS OPTION TO CREDIT THE ACCOUNT OF BUYER OR TO REPLACE GOODS WHICH ARE NOT IN ACCORDANCE WITH SELLER’S LIMITED WARRANTY IN ACCORDANCE WITH THE TERMS HEREOF AND IN NO EVENT SHALL SELLER BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGE OF ANY KIND. The foregoing remedy as provided herein shall be the sole and exclusive remedy of the Buyer. In no event shall the liability of Seller relating in any way to any good exceed the purchase price for such good, regardless of the legal theory asserted for such liability, whether in contract, tort, warranty or otherwise. Buyer acknowledges that the amounts payable for the goods are based in part on these limitations, and Xxxxx further agrees that these limitations shall apply notwithstanding any failure of essential purpose of any limited remedy. Some states may not allow the exclusion or limitation of incidental or consequential damages. In the event a state does not, the above exclusion or limitation shall apply to the design and description determined in a signed Statement of Workmaximum extent allowed by law. EXCEPT AS STATED IN THIS SECTION, drawings, award letter or other mutually signed documents. THIS WARRANTY SHALL BE IN LIEU OF ANY OTHER WARRANTYTHERE ARE NO WARRANTIES, EXPRESS OR IMPLIEDIMPLIED (EITHER IN FACT OR BY OPERATION OF LAW), INCLUING BUT NOT LIMITED TO INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE. There are no other representations of warranties or guaranties applicable to the sale of the Parts unless otherwise agreed to in writing by an officer of Seller. Improper installation, misuse, use in applications outside of the specifications of the Parts, failure to maintain the Parts in accordance with applicable standards, alteration of the Parts or other similar circumstances will void any warranty for the Parts. Buyer’s exclusive remedy for any warranty claim or for any other claim arising out of the purchase of the Parts will be the replacement of the Parts, free of charge, FOB Seller’s facility, or, at Seller’s option, a credit in a fair amount not to exceed the aggregate purchase price for the Parts, which are proven to be defective within the Warranty Period. As a condition precedent to any replacement or credit under this paragraph, Seller shall have the right to request and obtain reasonable evidence of and impose reasonable requirements for submission of a warranty claim. Buyer must return 100% of the purportedly defective parts or a statistically relevant share as mutually agreed upon for testing by SellerWHICH EXTEND BEYOND THOSE EXPRESSLY PROVIDED FOR ON THE FACE HEREOF. SELLER WILL SHALL NOT BE LIABLE FOR ANY CONSEQUENTIAL,INCIDENTAL DAMAGES DUE TO DELAY IN DELIVERIES, SERVICE, USE OR OTHER DAMAGES SUSTAINED BY BUYER INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR REVENUE, PUNITIVE OR EXEMPLARY DAMAGES, LOSS OF USE OF THE PARTS, COST OF CAPITAL, COST OF ANY COVER, COST OF PLANT SHUTDOWNS OR CLAIMS BY BUYER’S CUSTOMERS FOR ANY DAMAGES. This remedy applies to limit the damages recoverable regardless of the nature of the Buyer’s claim, whether in tort, contract, equity, breach of warranty, negligence or strict liability and regardless whether the defect is due to Seller’s negligence or defect in the productPERFORMANCE AS SPECIFIED IN THIS AGREEMENT.

Limited Warranties and Remedies. Seller warrants that for a period of 30 days that from the Parts shall date of delivery the goods will be free from defects in of material and workmanship and shall conform to the design and description determined in a signed Statement of Work, drawings, award letter or other mutually signed documentsworkmanship. THIS WARRANTY SHALL BE IN LIEU OF ANY SELLER MAKES NO OTHER WARRANTYWARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUING BUT NOT LIMITED TO BY OPERATION OF LAW OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ALL OF WHICH ARE HEREBY SPECIFICALLY DISCLAIMED. There are no other representations IN PARTICULAR, BUT WITHOUT LIMITING THE GENERALITY OF THE FOREGOING EXCLUSION, (i) IF THE GOODS ARE MADE ACCORDING TO BUYER'S SPECIFICATIONS, SELLER DOES NOT WARRANT ADEQUACY OF SUCH SPECIFICATIONS OR THAT THE GOODS WILL PERFORM IN ACCORDANCE WITH SUCH SPECIFICATIONS, (ii) IF ANY GOODS FURNISHED HEREUNDER ARE MADE BY ANY SUPPLIER OTHER THAN SELLER, SELLER DOES NOT PROVIDE ANY WARRANTY WITH RESPECT TO SUCH GOODS, (iii) SELLER DOES NOT WARRANT THAT THE GOODS ARE IN COMPLIANCE WITH LAWS OF ANY COUNTRY, AND (iv) IF THE GOODS ARE MODULES OR ASSEMBLIES, SELLER DOES NOT WARRANT DESIGN, DESIGN PERFORMANCE, DURABILITY OR SYSTEM INTEGRATION OF THE MODULES, ASSEMBLIES OR ANY COMPONENTS THEREOF. Seller's sole obligation under the foregoing warranties will be limited to either, at Seller's option, replacing or repairing defective goods or refunding the purchase price paid for such goods previously paid by Buyer, and Buyer's exclusive remedy for breach of any of such warranties or guaranties applicable to the sale will be enforcement of the Parts unless otherwise agreed to in writing by an officer such obligation of Seller. Improper installation, These warranties will not extend to goods subjected to misuse, use in applications outside abuse, neglect, damage, accident or improper installation or maintenance or which have been altered or repaired by anyone other than Seller or its authorized representative. Seller shall not be liable on any claim for defective goods, which is not made within 30 days after such goods have been received by Buyer. In the event Buyer claims Seller has breached any of its obligations under the contract, whether of warranty or otherwise, Seller may request the return of the specifications of the Parts, failure goods and tender to maintain the Parts in accordance with applicable standards, alteration of the Parts or other similar circumstances will void any warranty for the Parts. Buyer’s exclusive remedy for any warranty claim or for any other claim arising out of Buyer the purchase of the Parts will be the replacement of the Partsprice previously paid by Buyer, free of charge, FOB Seller’s facility, or, at Seller’s option, a credit and in a fair amount not to exceed the aggregate purchase price for the Parts, which are proven to be defective within the Warranty Period. As a condition precedent to any replacement or credit under this paragraphsuch event, Seller shall have no further obligation under the contract except to refund such purchase price upon redelivery of the goods. No goods may be returned without Seller's written request. If Seller requests the return of the goods, the goods will be redelivered to Seller at Buyer's expense by lowest cost mode of transportation unless otherwise authorized in writing by Seller. Seller reserves the right to request inspect any claimed defect, repair defective goods or install replacement parts, and obtain reasonable evidence of and impose reasonable requirements for submission of a warranty claim. Buyer must return 100% perform any adjustment incident to satisfactory operation of the purportedly defective parts goods. In the event Buyer claims Seller has breached any of its obligations under the contract, whether of warranty or a statistically relevant share as mutually agreed upon otherwise, and Seller has not delivered any goods to Buyer, Seller may tender to Buyer the purchase price previously paid by Buyer, and, in such event, Seller shall have no further obligation under the contract except to refund such purchase price previously paid by Buyer. The remedies contained in this paragraph shall constitute the sole recourse of Buyer against Seller for testing by breach of any of Seller's obligations under the contract, whether of warranty or otherwise. SELLER WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL,INCIDENTAL OR OTHER DAMAGES SUSTAINED BY BUYER INCLUDINGIn no event shall Seller be liable for incidental, WITHOUT LIMITATIONconsequential or special damages, LOSS OF PROFITS OR REVENUEincluding without limitation, PUNITIVE OR EXEMPLARY DAMAGESlost revenues, LOSS OF USE OF THE PARTSprofits or recall expenses, COST OF CAPITALnor shall Seller's liability on any claim for damages arising out of or connected with the contract or the manufacture, COST OF ANY COVERsale, COST OF PLANT SHUTDOWNS OR CLAIMS BY BUYER’S CUSTOMERS FOR ANY DAMAGES. This remedy applies to limit the damages recoverable regardless delivery or use of the nature goods exceed the purchase price of the Buyer’s claim, whether in tort, contract, equity, breach of warranty, negligence or strict liability and regardless whether the defect is due goods previously paid under this particular contract by Buyer to Seller’s negligence or defect in the product.

Limited Warranties and Remedies. Seller warrants that, at the time of delivery, the goods covered hereby are in accordance with their manufacturer’s specifications, but makes no other warranty with respect to such goods. Seller agrees, as Seller shall elect, to credit the account of Buyer or replace without charge to Buyer all goods which at the time of delivery are not in such condition, but only if Buyer returns such goods within 20 days from the date of delivery, in original package and condition of delivery, without their numbers or any part thereof altered, defaced, or removed, to Seller’s plant of shipment, accompanied by a specification in writing of the defects involved. In no event shall Seller’s liability hereunder exceed the Buyer’s purchase price. Buyer shall notify Seller in each instance when Xxxxx intends to return goods which Xxxxx believes are not in accordance with such original condition and Seller shall be entitled to examine such goods at Buyer’s facilities prior to their return. Final inspections and conclusive determination whether goods are in accordance with such original condition shall be made at Seller’s plant, or may be based upon the manufacturer’s actual test report. Date: 5/20/2020 SELLER’S SOLE LIABILITY SHALL BE AT ITS OPTION TO CREDIT THE ACCOUNT OF BUYER OR TO REPLACE GOODS WHICH ARE NOT IN ACCORDANCE WITH SELLER’S LIMITED WARRANTY IN ACCORDANCE WITH THE TERMS HEREOF AND IN NO EVENT SHALL SELLER BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGE OF ANY KIND. The foregoing remedy as provided herein shall be the sole and exclusive remedy of the Buyer. In no event shall the liability of Seller relating in any way to any good exceed the purchase price for a period such good, regardless of 30 days the legal theory asserted for such liability, whether in contract, tort, warranty or otherwise. Buyer acknowledges that the Parts amounts payable for the goods are based in part on these limitations, and Xxxxx further agrees that these limitations shall be free from defects in material and workmanship and apply notwithstanding any failure of essential purpose of any limited remedy. Some states may not allow the exclusion or limitation of incidental or consequential damages. In the event a state does not, the above exclusion or limitation shall conform apply to the design and description determined in a signed Statement of Workmaximum extent allowed by law. EXCEPT AS STATED IN THIS SECTION, drawings, award letter or other mutually signed documents. THIS WARRANTY SHALL BE IN LIEU OF ANY OTHER WARRANTYTHERE ARE NO WARRANTIES, EXPRESS OR IMPLIEDIMPLIED (EITHER IN FACT OR BY OPERATION OF LAW), INCLUING BUT NOT LIMITED TO INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE. There are no other representations of warranties or guaranties applicable to the sale of the Parts unless otherwise agreed to in writing by an officer of Seller. Improper installation, misuse, use in applications outside of the specifications of the Parts, failure to maintain the Parts in accordance with applicable standards, alteration of the Parts or other similar circumstances will void any warranty for the Parts. Buyer’s exclusive remedy for any warranty claim or for any other claim arising out of the purchase of the Parts will be the replacement of the Parts, free of charge, FOB Seller’s facility, or, at Seller’s option, a credit in a fair amount not to exceed the aggregate purchase price for the Parts, which are proven to be defective within the Warranty Period. As a condition precedent to any replacement or credit under this paragraph, Seller shall have the right to request and obtain reasonable evidence of and impose reasonable requirements for submission of a warranty claim. Buyer must return 100% of the purportedly defective parts or a statistically relevant share as mutually agreed upon for testing by SellerWHICH EXTEND BEYOND THOSE EXPRESSLY PROVIDED FOR ON THE FACE HEREOF. SELLER WILL SHALL NOT BE LIABLE FOR ANY CONSEQUENTIAL,INCIDENTAL DAMAGES DUE TO DELAY IN DELIVERIES, SERVICE, USE OR OTHER DAMAGES SUSTAINED BY BUYER INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR REVENUE, PUNITIVE OR EXEMPLARY DAMAGES, LOSS OF USE OF THE PARTS, COST OF CAPITAL, COST OF ANY COVER, COST OF PLANT SHUTDOWNS OR CLAIMS BY BUYER’S CUSTOMERS FOR ANY DAMAGES. This remedy applies to limit the damages recoverable regardless of the nature of the Buyer’s claim, whether in tort, contract, equity, breach of warranty, negligence or strict liability and regardless whether the defect is due to Seller’s negligence or defect in the productPERFORMANCE AS SPECIFIED IN THIS AGREEMENT.