Unexpected Failures Sample Clauses
Unexpected Failures. 5.4.1. For purposes of this Agreement, “Unexpected Failures” shall mean Product failures within the number of years specified in each Award Letter after the date of delivery of the Product, equal to or in excess of the specific Product failure rate (the “Unexpected Failure Rate”) set forth in each Award Letter, resulting from defects in materials, workmanship, manufacturing process, or design (but specifically excluding therefrom, any design provided by Sun), such defects to include, without limitation, components with inherent or latent defects.
Unexpected Failures. 6.3.1 For purposes of this Agreement, "Unexpected Failures" shall mean identical, reproducible Product failures (including any Supplier Part failures) due to the same or substantially similar cause, which occur in the same series of Products and impair the use of the Products, and are a result of a defect in workmanship of Supplier or its affiliates occurring within [...***...] after the date of delivery of the Product, and are equal to or in excess of [...***...] of the total number of a Product or any Supplier Part from any production lot or [...***...] of the total number of Products or any Supplier Parts included in Products which are delivered to Dot Hill during any [...***...] or such other rate that is specifically set forth in each Award Letter (the "Unexpected Failure Rate"). [...***...] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
6.3.2 In the event of a suspected Unexpected Failure, Dot Hill shall promptly notify Supplier, and shall provide the following information, if known and as may then exist: a description of the defect, and the suspected lot numbers, serial numbers or other identifiers, and delivery dates of the defective Products (including any defective Supplier Parts). Dot Hill shall also deliver or make available to Supplier, samples of the defective Products or defective Supplier Parts for testing and analysis.
6.3.3 Within five (5) business days of receipt of notice from Dot Hill, Supplier shall provide its preliminary findings regarding the cause of the failures. Thereafter, Supplier shall promptly provide the results of its root cause corrective analysis, its proposed plan for the identification of and the repair and/or replacement of the affected Products (including any affected Supplier Parts), and such other appropriate or desirable information. The parties shall also cooperate and work together to expeditiously devise and implement a corrective action program which identifies the defective units for repair or replacement, and which minimizes disruption to the end users and Dot Hill's direct and indirect distribution channels.
6.3.4 In the event of an Unexpected Failure, Supplier shall be responsible for (a) as agreed in the corrective action plan, or at Supplier's option if not agreed in the corrective action plan: (i) repair and/or re...
Unexpected Failures. The following provisions supersede the original Section 5.4 as it applies to Products shipped on or after the Effective Date above.
Unexpected Failures. The terms and conditions which are applicable in the event an unexpected failure of Product occurs are set forth in Exhibit E attached hereto.
Unexpected Failures. With respect to this Second Award Letter and the Products that are to be provided by Supplier to Dot Hill hereunder, the Unexpected Failure provisions in Section 6.3.1 of the base terms of the Manufacturing Agreement shall be modified so that the failure rate of [***].