Common use of Product Warranty and Product Liability Clause in Contracts

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 xxxx under which products are or have been manufactured, distributed or sold by Company.

Product Warranty and Product Liability. Schedule 4.20 3.20 contains a true, correct and complete copy of Company's the standard warranty or warranties of the Acquired Companies 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 3.20 sets forth the estimated aggregate annual cost to Company the Acquired Companies of performing product return or warranty obligations for customers of the Juice Division for each of the three two preceding fiscal years and the current fiscal year to the date of the Recent Balance Sheet. Schedule 4.20 3.20 contains a description of all product liability claims and similar Litigation relating to Products products manufactured or sold, or services rendered, which are presently pending or which to Company's the best knowledge of any Acquired Company or Shareholder are threatened, or which have been asserted or commenced against any Acquired Company within the last three five years, in which a party thereto either requests injunctive relief or alleges damages in excess of $20,000 5,000 (whether or not covered by insurance). There are no defects in design, construction or manufacture of the Products which would adversely affect quality or performance, create an unusual risk of injury to persons or propertyproperty or require notification to end-users, recall or remedial action under applicable Laws. Except as set forth on Schedule 4.20, none None of the Products has been the subject of (i) any replacement Medication and Device Experience Report ("MDR"); or (ii) any remedial action replacement, field fix, retrofit, modification or recall campaign by any Acquired Company and, to Company's knowledgethe best knowledge of any Acquired Company or Shareholder, no facts or conditions exist which could reasonably be expected to result in such a MDR or 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 standards, specifications and specifications Laws currently in effect, and . Such products have received all governmental approvals from Governmental Entities or certificates necessary to allow their sale and use, including applicable stock certificates. As used in this Section 4.203.20, the term "Products" means any and all products currently, currently or at any time within the past four years, produced, previously manufactured, distributed or sold by the Juice Divisionany Acquired Company, or by any predecessor of the Juice Division, any Acquired Company under any brand name or xxxx under mark xxxer which products are or have been manufactured, distributed or sold by any Acquired Company.

Product Warranty and Product Liability. Section 5.21 of the Disclosure Schedule 4.20 contains a true, correct and complete copy of Company's each member of the Company Group’s standard warranty or warranties for sales of Products (as defined below) andproducts and services, and except as stated expressly set forth therein, there are no warranties, deviations from standard warranties or commitments or obligations with respect to the return, repair repair, replacement or replacement re-performance of Productsproducts and services under which the Company Group has any material liability. Section 5.21 of the Disclosure Schedule 4.20 sets forth the estimated aggregate annual cost to the Company Group of performing product return or warranty obligations for customers of the Juice Division for each of the previous three preceding fiscal years and the current fiscal year to the date through October 31, 2011. Section 5.21 of the Recent Balance Sheet. Disclosure Schedule 4.20 also contains a description of all product liability pending warranty claims and similar Litigation relating to Products manufactured or soldwhere the amount in question exceeds, or services renderedis reasonably likely to exceed, which are presently pending $10,000 (or which to Company's knowledge are threatened, or which have been asserted or commenced against Company within its foreign currency equivalent as of 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 insurancedate hereof). There are no defects in designSince October 31, construction 2011, the Company Group has not made voluntary concessions or manufacture of Products which would adversely affect quality payments not charged to warranty expense as an accommodation to customers that have claimed that a product or create an unusual risk of injury to persons or propertyservice is defective. Except as set forth on Schedule 4.20in the Ordinary Course of Business, none of the Products products or services has been the subject of any replacement replacement, field fix, retrofit, modification or recall campaign campaign, and, to the Company's knowledge’s Knowledge, no facts or conditions exist which that could reasonably be expected to result in such a recall campaign. Schedule 4.20 identifies each Form 483 issued by the U.S. Food All products 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 services have been designed designed, manufactured, labeled and manufactured performed so as to meet and comply with all applicable governmental standards standards, all applicable product specifications and specifications all applicable Laws currently in effect, except in each of the foregoing instances where the failure would not have a Material Adverse Effect, and have received all governmental approvals and customary industry certifications necessary to allow their sale and use. As used To the Company’s Knowledge, products and services that the Company Group produces or performs under contracts in this Section 4.20, which any member of the term "Products" means any and all Company Group commits to deliver products currently, or at any time within the past four years, producedperform services that are designed, manufactured, distributed or sold by the Juice Divisionlabeled and/or performed so as to meet and comply with any governmental standards and specifications, Laws currently in effect, or any product specifications supplied by any predecessor of the Juice Division, under any brand name customers or xxxx under which products are or contractual counterparties have been designed, manufactured, distributed or sold by Companylabeled and/or performed in a manner that complies with such requirements.

Product Warranty and Product Liability. Schedule 4.20 3.22 to the Company Disclosure Schedule contains a true, correct and complete copy of Company's ’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 3.22 to the Company Disclosure Schedule 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 (3) preceding fiscal years and the current fiscal year to the date of the Recent Balance SheetMay 31, 2006. Schedule 4.20 3.22 to the Company Disclosure Schedule contains a description of all product liability claims and similar Litigation claims relating to Products products manufactured or sold, or services rendered, which are presently pending or which to Company's ’s knowledge are threatened, or which have been asserted or commenced against Company within the last three (3) fiscal 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, and Schedule 3.22 to the Company Disclosure Schedule describes the only unresolved recurring defects which could reasonably be expected to adversely affect Product performance. Except as set forth on Schedule 4.203.22 to the Company Dxxxxxxxxx Xxxxxxxx, none xxxx of the Products has been the subject of any replacement campaign by Company to replace, field fix, retrofit, modify or recall campaign within the past five years (except with respect to any Product for which any such replacement, field fix, retrofit, modification or recall (a) involved or involves five or fewer units and (b) resulted in or is reasonably expected to result in costs to Company of less than $50,000), and, to Company's ’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 . Such products have received all governmental approvals necessary to allow their sale and use. As used in this Section 4.203.22, the term "“Products" ” means any and all products currently, or systems currently or at any time within the past four years, produced, previously manufactured, distributed or sold by the Juice DivisionCompany, or by any predecessor of the Juice Division, Company under any brand name or xxxx mxxx under which products are or have been manufactured, distributed or sold by Company.