Common use of Warranties and Limitation of Liability Clause in Contracts

Warranties and Limitation of Liability. Smartcall warrants that System supplied by Smartcall shall not fail because of any defects in materials or workmanship where the defects appear under proper use of the System within twelve (12) months from the Installation Date. Smartcall further warrants that the System shall comply with Smartcall's published specifications in force at the Installation Date. Such specification implies and includes any manufacturer’s specification of equipment and/or software and for projects and systems being developed the functional specification agreed between the Customer and Smartcall. If the System fails to comply and provided that Smartcall shall have been notified in writing by the Customer of such failure in accordance with clause 4 Smartcall shall at its sole discretion having been given a reasonable opportunity and time to inspect the System and satisfy itself as to any such non-compliance, either: within a reasonable time alter the System so that it complies with the said specifications or replace it with System that so complies; or accept a return of the System against a credit for the Price thereof. Smartcall's liability under this clause shall be to the exclusion of all other liability to the Customer whether contractual, tortious or otherwise for defects in the System or for any loss or damage to or caused by the System and all other warranties stipulations or other statements whatsoever concerning the System whether express or implied by statute or common law or otherwise howsoever are hereby excluded. Without limitation of the foregoing Smartcall grants no warranties regarding the fitness for purpose performance use nature or quality of the System whether express or implied by statute or common law or otherwise howsoever. Notwithstanding anything contained in these Terms in no circumstances shall Smartcall be liable in contract tort (including negligence or breach of statutory duty) or otherwise howsoever and whatsoever the cause thereof for any loss of profit business contracts revenues or anticipated savings or for any special indirect or consequential damage of any nature whatsoever. Smartcall shall not be liable for any failure in the performance of other equipment to which the System is connected nor the functioning of an entire system nor parts of any system of which the System may be part including the effects that other parts of such a system may have upon the System nor for any loss or damage whatsoever of or to the said other equipment or system. Nothing in these Terms shall exclude or restrict the liability of Smartcall for death or personal injury caused by reason of the negligence of Smartcall or of its employees or agents. In any event Smartcall's liability to the Customer in respect of damage to tangible property shall be limited to the value of its invoices under this Agreement in the twelve (12) months preceding the event leading to a claim.

Warranties and Limitation of Liability. Smartcall FindOut warrants that System its software and services will be provided using reasonable care and skill on a non-exclusive basis. Where FindOut supplies any goods supplied by Smartcall shall a third party, FindOut does not fail because of give any defects in materials warranty, guarantee or workmanship where the defects appear under proper use of the System within twelve (12) months from the Installation Date. Smartcall further warrants that the System shall comply with Smartcall's published specifications in force at the Installation Date. Such specification implies and includes any manufacturer’s specification of equipment and/or software and for projects and systems being developed the functional specification agreed between the Customer and Smartcall. If the System fails to comply and provided that Smartcall shall have been notified in writing by the Customer of such failure in accordance with clause 4 Smartcall shall at its sole discretion having been given a reasonable opportunity and time to inspect the System and satisfy itself other term as to any such non-compliancetheir quality, either: within a reasonable time alter the System so that it complies with the said specifications or replace it with System that so complies; or accept a return of the System against a credit for the Price thereof. Smartcall's liability under this clause shall be to the exclusion of all other liability to the Customer whether contractual, tortious or otherwise for defects in the System or for any loss or damage to or caused by the System and all other warranties stipulations or other statements whatsoever concerning the System whether express or implied by statute or common law or otherwise howsoever are hereby excluded. Without limitation of the foregoing Smartcall grants no warranties regarding the fitness for purpose performance use nature or quality otherwise. Except in respect of the System whether express or implied by statute or common law or otherwise howsoever. Notwithstanding anything contained in these Terms in no circumstances shall Smartcall be liable in contract tort (including negligence or breach of statutory duty) or otherwise howsoever and whatsoever the cause thereof for any loss of profit business contracts revenues or anticipated savings or for any special indirect or consequential damage of any nature whatsoever. Smartcall shall not be liable for any failure in the performance of other equipment to which the System is connected nor the functioning of an entire system nor parts of any system of which the System may be part including the effects that other parts of such a system may have upon the System nor for any loss or damage whatsoever of or to the said other equipment or system. Nothing in these Terms shall exclude or restrict the liability of Smartcall for death or personal injury caused by FindOut’s negligence, FindOut shall not be liable to you by reason of any representation (unless fraudulent), or any implied warranty, condition or other term for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or other claims (whether caused by FindOut's negligence or the negligence of Smartcall or of its employees or agentsagents or otherwise) which arise out of or in connection with the provision of any software or services by FindOut. In FindOut shall not be liable or deemed to be in breach of contract by reason of any delay in performing, or failure to perform, any of its obligations if the delay or failure was due to any cause beyond its reasonable control. Any estimates given by FindOut as to the time of completion of performance of its services (whether completion of the whole or a part of those services) or delivery of its software shall be estimates only and time shall not be of the essence. FindOut when providing electronic media shall take reasonable care to avoid introducing computer viruses to your computer systems and shall not be liable to you by reason of any virus unknowingly introduced to your system by it for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or any claims which arise out of or in connection with such introduction of a computer virus. Notwithstanding contrary clauses in this Agreement, in the event Smartcallthat FindOut are deemed liable to you for breach of this Agreement, you agree that FindOut's liability to the Customer in respect of damage to tangible property shall be is limited to the value of its invoices under this Agreement in amount actually paid by you for the services or software related to which the claim for compensation arose during the twelve (12) months preceding the event leading to a causing the claim. You hereby release FindOut Technologies AB from any and all obligations, liabilities and claims in excess of this limitation.

Warranties and Limitation of Liability. Smartcall 5.1 Thinking Tools warrants that System supplied by Smartcall (i) the Beta Prototype and Final Release deliverables which it is providing under this Agreement will be of professional quality conforming to generally accepted data processing and consulting practices; (ii) the Beta Prototype and Final Release deliverables provided to SHL shall conform in all material respects to the specifications and requirements for such items as specified in this Agreement; and (iii) Thinking Tools is able to provide the Deliverables specified in this Agreement and Thinking Tools does not fail because of have any defects in materials or workmanship where agreement with any third party which would restrict its ability to perform under this Agreement; and (iv) the defects appear under proper use of the System Deliverables, or any information relating thereto or contained therein will not infringe any copyright, patent or trademark of any third party, or breach any trade secret or right of privacy of any third party. In the event of a breach of this warranty, and after having followed the Deliverables Acceptance Process outlined in Schedule A, Section A.1.2, SHL shall provide written notification to the Thinking Tools Project Manager of said breach. The written notification shall describe specific actions required of Thinking Tools to remedy the breach. Thinking Tools shall then without charge and without delay, repair, replace or modify the Beta Prototype or Final Release deliverable so as to correct said warranty breach within twelve (12) months from 30 days of notification for the Installation Date. Smartcall further warrants that the System shall comply with Smartcall's published specifications in force at the Installation Date. Such specification implies and includes any manufacturer’s specification of equipment and/or software and for projects and systems being developed the functional specification agreed between the Customer and SmartcallFinal Release deliverable. If the System Thinking Tools fails to comply and provided that Smartcall shall have been notified in writing by remedy a defect or nonconformity within the Customer of such failure in accordance with clause 4 Smartcall shall at its required time frames, SHL's sole discretion having been given a reasonable opportunity and time to inspect the System and satisfy itself as to any such non-compliance, either: within a reasonable time alter the System so that it complies with the said specifications or replace it with System that so complies; or accept a return of the System against a credit for the Price thereof. Smartcall's liability under this clause remedy shall be to the exclusion of all other liability to the Customer whether contractual, tortious or otherwise for defects in the System or for any loss or damage to or caused by the System and all other warranties stipulations or other statements whatsoever concerning the System whether express or implied by statute or common law or otherwise howsoever are hereby excluded. Without limitation of the foregoing Smartcall grants no warranties regarding the fitness for purpose performance use nature or quality of the System whether express or implied by statute or common law or otherwise howsoever. Notwithstanding anything contained in these Terms in no circumstances shall Smartcall be liable in contract tort (including negligence or breach of statutory duty) or otherwise howsoever and whatsoever the cause thereof for any loss of profit business contracts revenues or anticipated savings or for any special indirect or consequential damage of any nature whatsoever. Smartcall shall not be liable for any failure in the performance of other equipment to which the System is connected nor the functioning of an entire system nor parts of any system of which the System may be part including the effects that other parts of such a system may have upon the System nor for any loss or damage whatsoever of or to the said other equipment or system. Nothing in these Terms shall exclude or restrict the liability of Smartcall for death or personal injury caused by reason of the negligence of Smartcall or recovery of its employees or agents. In any event Smartcall's liability to the Customer in respect of damage to tangible property actual damages which shall be limited to the value total amount paid by SHL to Thinking Tools for those services upon which the liability is based. Thinking Tools warrants that, for the earlier of, a period of twelve months following the date of the acceptance by SHL of the Final Release deliverable, or, a period of six months from the date that the Project Challenge product (hereinafter referred to as "the Product") is made generally available by SHL to its invoices under this Agreement internal or external customers, the Product shall perform in accordance with the functional specifications set out in the twelve (12) months preceding Definitions Document deliverable. Thinking Tools also warrants that it shall, at its expense, correct any errors or omissions in the event leading Product which cause the Product to a claimfail to function in accordance with its functional specifications.

Warranties and Limitation of Liability. Smartcall Unless expressly agreed otherwise, the Products and Services provided by Performance Matters shall be in line with the current-state-of-the-art technology and shall conform to all relevant product information and specifications provided by Performance Matters. Performance Matters does not warrant that the Products and Services will be fit for purposes beyond the fulfillment of the obligations of Performance Matters under the relevant license agreement and/or service level agreement. The Customer shall immediately inspect the Products and Services after delivery and inform Performance Matters in writing about any defects thereof without delay. Performance Matters warrants that System supplied the Software or Services will work for a period of 30 (thirty) days after the date of receipt of the relevant license to use the Software or Services. The Customer is advised that based on the current state-of-the-art technology program errors cannot be excluded with complete certainty in spite of exercising greatest conscientious care and diligence and that it is not possible to develop Software or Services that detect any existing virus or other malware, i.e. software and any other dataset that causes damaging or undesirable functions in the Computer or in the system of a user. The Customer shall examine the quality of the Products and Services provided by Smartcall Performance Matters as soon as possible, and shall not fail because immediately notify Performance Matters in the event that defects exist for which Performance Matters must warrant. If a Customer fails to notify Performance Matters of any defects without delay, the Products and/or Services provided by Performance Matters are deemed to have been accepted to the extent that there are no defects involved which were not recognizable in materials or workmanship where the defects appear under proper use course of the System within twelve (12) months from the Installation Date. Smartcall further warrants that the System shall comply with Smartcall's published specifications in force at the Installation Date. Such specification implies and includes any manufacturer’s specification of equipment and/or software and for projects and systems being developed the functional specification agreed between the Customer and Smartcallcustomary examination. If the System fails defects are discovered at a later date, notification must be given immediately upon their discovery, otherwise the Products and Services are deemed to comply and provided that Smartcall shall have been notified accepted with respect to such defects. Defects in writing the Products and Services shall be rectified by the Customer of such failure in accordance with clause 4 Smartcall shall at its sole discretion having been given a reasonable opportunity and time to inspect the System and satisfy itself as to any such non-compliance, either: Performance Matters within a reasonable time alter the System so that it complies with the said specifications or replace it with System that so complies; or accept a return period after notification of the System against a credit for the Price thereofdefect. Smartcall's liability under this clause The rectification of any defects shall be undertaken at the choice of Performance Matters, by way of repair or substitute delivery of the Product or Service free of charge and against reimbursement of all reasonable costs. In no event shall the Customer be entitled to demand the source code for any Product or Service with regard to any defects. The Customer shall notify Performance Matters without undue delay if a third party asserts claims against the Customer based on the infringement of any intellectual property rights by the Product and/or Services. Should there be any information of such, whether in written documents or correspondence or in other forms, the Customer shall provide these to Performance Matters without delay. The warranty contained in the Terms is the only explicit warranty given by Performance Matters to the exclusion of Customer. It shall substitute all other liability to the Customer whether contractualexplicit warranties and guarantees, tortious or otherwise for defects if any, contained in the System documentation, the packaging or for any loss or damage to or caused other communication. Without limiting the extent permitted by law, Performance Matters provides the System Products, Services and any services relating thereto on an “as-is” and “with-all-faults” basis only. Performance Matters explicitly excludes all other warranties stipulations or other statements whatsoever concerning guarantees, explicit, implied, legal, or otherwise, including but not limited to any implied warranty, guarantee or duty to provide for the System whether express merchantability, suitability for a specific purpose, reliability or availability, accuracy or completeness of answers, results, efforts of experts, the lack of viruses and the application of a specific level of care. All conditions, warranties or representations expressed or implied by statute or statute, common law or otherwise howsoever in relation to the Products and Services are hereby excluded. Without limitation of the foregoing Smartcall grants no warranties regarding the fitness for purpose performance use nature or quality of the System whether express or implied by statute or common law or otherwise howsoever. Notwithstanding anything contained in these Terms in no circumstances shall Smartcall be liable in contract tort (including negligence or breach of statutory duty) or otherwise howsoever and whatsoever the cause thereof for any loss of profit business contracts revenues or anticipated savings or for any special indirect or consequential damage of any nature whatsoever. Smartcall Performance Matters shall not be liable for any failure direct damages of the Customer resulting from gross negligence or intentional misconduct of Performance Matters. Performance Matters shall not be liable for the acts and/or omissions of any staff or other third party support retained by Performance Matters. Actions based on any warranty or other claim for defects in the performance Products or Services provided by Performance Matters shall be barred at the end of other equipment to which the System is connected nor the functioning of an entire system nor parts of any system of which the System may be part including the effects that other parts of such a system may have upon the System nor for any loss or damage whatsoever of or 3 (three) months after delivery to the said other equipment or system. Nothing in these Terms shall exclude or restrict Customer, even if the liability of Smartcall for death or personal injury caused defect was only discovered by reason of the negligence of Smartcall or of its employees or agents. In any event Smartcall's liability to the Customer in respect of damage to tangible property shall be limited to the value of its invoices under this Agreement in the twelve (12) months preceding the event leading to at a claimlater date.

Warranties and Limitation of Liability. Smartcall JGraph Ltd warrants that System its software and services will be provided using reasonable care and skill on a non-exclusive basis. Where JGraph Ltd supplies any goods supplied by Smartcall shall a third party, JGraph Ltd does not fail because of give any defects in materials warranty, guarantee or workmanship where the defects appear under proper use of the System within twelve (12) months from the Installation Date. Smartcall further warrants that the System shall comply with Smartcall's published specifications in force at the Installation Date. Such specification implies and includes any manufacturer’s specification of equipment and/or software and for projects and systems being developed the functional specification agreed between the Customer and Smartcall. If the System fails to comply and provided that Smartcall shall have been notified in writing by the Customer of such failure in accordance with clause 4 Smartcall shall at its sole discretion having been given a reasonable opportunity and time to inspect the System and satisfy itself other term as to any such non-compliancetheir quality, either: within a reasonable time alter the System so that it complies with the said specifications or replace it with System that so complies; or accept a return of the System against a credit for the Price thereof. Smartcall's liability under this clause shall be to the exclusion of all other liability to the Customer whether contractual, tortious or otherwise for defects in the System or for any loss or damage to or caused by the System and all other warranties stipulations or other statements whatsoever concerning the System whether express or implied by statute or common law or otherwise howsoever are hereby excluded. Without limitation of the foregoing Smartcall grants no warranties regarding the fitness for purpose performance use nature or quality of otherwise, but shall, where possible, assign the System whether express or implied by statute or common law or otherwise howsoever. Notwithstanding anything contained in these Terms in no circumstances shall Smartcall be liable in contract tort (including negligence or breach of statutory duty) or otherwise howsoever and whatsoever the cause thereof for any loss of profit business contracts revenues or anticipated savings or for any special indirect or consequential damage benefit of any nature whatsoever. Smartcall shall not be liable for any failure warranty, guarantee or indemnity given by the person supplying the goods to JGraph Ltd. Except in the performance respect of other equipment to which the System is connected nor the functioning of an entire system nor parts of any system of which the System may be part including the effects that other parts of such a system may have upon the System nor for any loss or damage whatsoever of or to the said other equipment or system. Nothing in these Terms shall exclude or restrict the liability of Smartcall for death or personal injury caused by JGraph Ltd's negligence, JGraph Ltd shall not be liable to you by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or other claims (whether caused by JGraph Ltd's negligence or the negligence of Smartcall its servants or agents or otherwise) which arise out of or in connection with the provision of any goods or services by JGraph Ltd. JGraph Ltd shall not be liable or deemed to be in breach of contract by reason of any delay in performing, or failure to perform, any of its employees obligations if the delay or agentsfailure was due to any cause beyond its reasonable control. In Any estimates given by JGraph Ltd as to the time of completion of performance of its services (whether completion of the whole or a part of those services) or delivery of its software shall be estimates only and time shall not be of the essence. JGraph Ltd when providing s an electronic media shall take reasonable care to avoid introducing computer viruses to your computer system d shall not be liable to you by reason of any virus unknowingly introduced to your system by it for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or any claims which arise out of or in connection with such introduction of a computer virus. Notwithstanding contrary clauses in this Agreement, in the event Smartcallthat JGraph Ltd are deemed liable to you for breach of this Agreement, you agree that JGraph Ltd's liability to the Customer in respect of damage to tangible property shall be is limited to the value amount actually paid by you for your services or software, which amount calculated in reliance upon this clause. You hereby release JGraph Ltd from any and all obligations, liabilities and claims in excess of its invoices under this Agreement in the twelve (12) months preceding the event leading to a claimlimitation.