Common use of Performance Remedy Clause in Contracts

Performance Remedy. If any Software fails to comply with the warranties set forth in Sections 6.1.1 and 6.1.2, and paragraphs A.1 and A.2 of Schedule 2, and if Licensee provides written notice of the non-compliance to ▇▇▇▇▇▇ ▇▇ within the warranty period then, except as otherwise specified in Schedule 2, ▇▇▇▇▇▇ ▇▇ will either repair or, at its option, replace any non-complying media or Software. If ▇▇▇▇▇▇ ▇▇ is unable to correct the noncompliance within sixty (60) days of receipt of such written notice from Licensee then, except as otherwise specified in Schedule 2, ▇▇▇▇▇▇ ▇▇ shall (i), with respect to non-compliant Initial Software, promptly refund all of the License fees paid for such Software and terminate the License with respect to such Software, and (ii), with respect to non-compliant New Software, promptly refund all of the most recent annual Support and Maintenance Agreement fees paid by Licensee and attributable to the development of such New Software, in each case (i) and (ii) in full and final satisfaction of all and any of Licensee's claims arising out of media or Software failure.