Product Warranty and Product Liability Clause Samples
The Product Warranty and Product Liability clause defines the obligations and responsibilities of the seller or manufacturer regarding the quality, performance, and safety of the products provided. It typically outlines the duration and scope of any warranties offered, specifies remedies available to the buyer in case of defects or failures, and may limit or allocate liability for damages arising from product use. This clause serves to protect both parties by clarifying expectations, managing risk, and providing a clear process for addressing product-related issues.
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Product Warranty and Product Liability. Schedule 3.20 contains true, correct and complete copies of each of Company's and the Subsidiaries' standard product warranty or warranties (as hereinafter defined) in effect as of the date of this Agreement. Schedule 3.20 sets forth a true, correct and complete list of customer complaints for each of the four (4) preceding fiscal years. Schedule 3.20 contains a description of all product liability claims and similar Litigation relating to products manufactured or sold, or services rendered, which are presently pending or which, to VENA's knowledge, are threatened (whether or not covered by insurance). There are no defects in design, construction or manufacture of Products manufactured since January 1, 2000 which would materially adversely affect performance or create an unusual risk of injury to persons or property. None of the Products manufactured since January 1, 2000 has been the subject of any replacement, field fix, retrofit, modification or recall campaign by Company or any of the Subsidiaries and, to VENA's knowledge, no facts or conditions exist which could reasonably be expected to result in such a recall campaign. The Products have been designed and manufactured so as to meet and comply with all publicly available governmental standards and specifications in effect when they were designed or manufactured. The Products manufactured since January 1, 2000 have received all governmental approvals necessary to allow their sale and use. None of the Products manufactured, installed, fabricated, sold, supplied, produced, distributed, released, marketed or disposed of within Mexico, in each case prior to the Closing Date, by Company or any of the Subsidiaries contains or has contained or includes or has included asbestos in any manner or respect; provided, however, that VENA makes no representation or warranty with respect to (i) any claims alleging exposure to Products that contain or include, or have contained or included, asbestos that are brought in any jurisdiction other than Mexico and (ii) the subsequent manufacture, installation, fabrication, sale, supply, production, distribution, release, marketing, disposal or other use of the Products, or any exposure in connection therewith, outside of Mexico by any third parties. As used in this Section 3.20, the term "
Product Warranty and Product Liability. Schedule 5.17 of the Disclosure Schedule contains a true, correct and complete copy of Company's standard warranty or warranties for sales of Products (as defined below) and, except as stated therein, there are no warranties, commitments or obligations with respect to the return, repair or replacement of Products. Schedule 5.17 of the Disclosure Schedule contains a description of all product liability claims and similar claims, actions, litigation and other proceedings relating to Products which are presently pending or which to Company's knowledge are threatened, or which have been asserted or commenced against Company within the last two (2) years, in which a party thereto either requests injunctive relief (whether temporary or permanent) or alleges damages in excess of $100,000.00 (whether or not covered by insurance). To the best of the Company's knowledge, there are no defects in design, construction or manufacture of Products which would adversely affect performance or create an unusual risk of injury to persons or property. Except as set forth on Schedule 5.17, none of the Products has been the subject of any replacement, field fix, retrofit, modification or recall campaign other than in the ordinary course of business. The Products have been designed and manufactured so as to meet and comply with all governmental standards and specifications currently in effect, and have received all governmental approvals necessary to allow their sale and use. As used herein, the term "Products" means any and all products currently or at any time previously manufactured, distributed or sold by Company, or by any predecessor of Company under any brand name or ▇▇▇▇ under which products are or have been manufactured over the last three (3) years, distributed or sold by Company, in or through the Business.
Product Warranty and Product Liability. Each product manufactured, sold, leased, or delivered by the Company has been in material conformity with all applicable contractual commitments and all express and implied warranties, and the Company has no liability (and there is no basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against the Company giving rise to any liability) for replacement or repair thereof or other damages in connection therewith. The Company has received no customer complaints concerning its products and/or services, nor has it had any of its products returned by a purchaser thereof. The Company has no material liability (and there is no basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of them giving rise to any liability) arising out of any injury to individuals or property as a result of the ownership, possession, or use of any product manufactured, sold, leased, or delivered by the Company.
Product Warranty and Product Liability. Schedule 2.18 contains a true, correct and complete copy of the standard warranty or warranties of the Subsidiary for sales of Products and, except as expressly identified therein, there are no warranties, deviations from standard warranties, commitments or obligations with respect to the return, repair or replacement of Products. Schedule 2.18 sets forth the provision for warranty expense reflected on the Subsidiary's financial statements for the years ending December 31, 1997 and December 31, 1998 and for the six months ending June 30, 1999. Schedule 2.18 also contains a description of all pending product warranty and product liability claims. There are no defects in design, construction or manufacture of Products that would adversely affect performance or create an unusual risk of injury to persons or property. Except as set forth on Schedule 2.18, since June 17, 1997 none of the Products has been the subject of any replacement, field fix, retrofit, modification or recall campaign and, to the Subsidiary's knowledge, no facts or conditions exist which could reasonably be expected to result in such a recall campaign. All Products have been designed, manufactured and labeled so as to meet and comply in all material respects with all governmental standards and specifications and all applicable laws currently in effect, and have received all governmental approvals necessary to allow their sale and use. "PRODUCTS" means any and all products currently or at any time previously designed, manufactured, distributed or sold by the Subsidiary or any predecessor under any brand name or ▇▇▇▇ under which products are or have been manufactured, distributed or sold by the Subsidiary.
Product Warranty and Product Liability. Set forth in Schedule 3.14 of the Disclosure Schedule is a true, correct and complete copy of the Company's standard warranty or warranties for sales of its products.
Product Warranty and Product Liability. There are no product warranty or product liability claims pending or, to the Knowledge of the Company, threatened against the Company and, to the Knowledge of the Company, there is no state of facts or the occurrence of any event forming the basis for any such product warranty, product liability or other tort claim. SCHEDULE 4.24 sets forth a complete and accurate summary of product liability claims made against the Company within the past five years.
Product Warranty and Product Liability. 22 4.20 Affiliates' Relationships to Company.................................................... 22 4.21
Product Warranty and Product Liability. Schedule 4.20 contains a true, correct and complete copy of Company's standard warranty or warranties for sales of Products (as defined below) and, except as stated therein, there are no warranties, commitments or obligations with respect to the return, repair or replacement of Products. Schedule 4.20 sets forth the estimated aggregate annual cost to Company of performing product return or warranty obligations for customers of the Juice Division for each of the three preceding fiscal years and the current fiscal year to the date of the Recent Balance Sheet. Schedule 4.20 contains a description of all product liability claims and similar Litigation relating to Products manufactured or sold, or services rendered, which are presently pending or which to Company's knowledge are threatened, or which have been asserted or commenced against Company within the last three years, in which a party thereto either requests injunctive relief or alleges damages in excess of $20,000 (whether or not covered by insurance). There are no defects in design, construction or manufacture of Products which would adversely affect quality or create an unusual risk of injury to persons or property. Except as set forth on Schedule 4.20, none of the Products has been the subject of any replacement or recall campaign and, to Company's knowledge, no facts or conditions exist which could reasonably be expected to result in such a recall campaign. Schedule 4.20 identifies each Form 483 issued by the U.S. Food and Drug Administration to Company with respect to Products or the business or operations of the Juice Division during the last three fiscal years and the current fiscal year and a description of the circumstances leading to the issuance of each. The Products have been designed and manufactured so as to meet and comply with all governmental standards and specifications currently in effect, and have received all governmental approvals necessary to allow their sale and use. As used in this Section 4.20, the term "Products" means any and all products currently, or at any time within the past four years, produced, manufactured, distributed or sold by the Juice Division, or by any predecessor of the Juice Division, under any brand name or ▇▇▇▇ under which products are or have been manufactured, distributed or sold by Company.
Product Warranty and Product Liability. There are no warranties, commitments or obligations with respect to the return, repair or replacement of Products. There are no defects in design, construction or manufacture of Products which would adversely affect performance or create an unusual risk of injury to persons or property. None of the Products has been the subject of any replacement, field fix, retrofit, modification or recall campaign and, to Seller's knowledge, no facts or conditions exist which could reasonably be expected to result in such a recall campaign. As used in this Section 4.11, the term "Products" means any and all medication and other products currently or at any time previously manufactured, compounded, mixed, formulated, distributed or sold by Seller, or by any predecessor of Seller under any brand name or mark under which products are or have been manufactured, distributed ▇▇ sold by Seller, in or through the Business.
Product Warranty and Product Liability. There is no notice, demand, claim, action, suit, inquiry, hearing, proceeding, notice of violation or investigation from, by or before any Governmental Entity relating to any product, including the packaging and advertising related thereto, designed, formulated, manufactured, processed, sold, distributed or placed in the stream of commerce by the Company or any of its Subsidiaries (a “Product”), or claim or lawsuit involving a Product which is, to the knowledge of the Company, pending or threatened, by any Person which is reasonably likely to result in any material liability to the Company or any of its Subsidiaries. There has not been, nor is there under consideration by the Company or any of its Subsidiaries, any Product recall or post-sale warning conducted by or on behalf of the Company or any of its Subsidiaries concerning any Product, except for such recalls or post-sale warnings that are not, individually or in the aggregate, reasonably likely to have a Company Material Adverse Effect. To the knowledge of the Company, all Products, complied and comply in all material respects with applicable specifications, government safety standards and laws, and are or were substantially free from contamination, deficiencies or defects, except for such non-compliance, contamination, deficiency or defect as is not, individually or in the aggregate, reasonably likely have a Company Material Adverse Effect.