Common use of Warranty Clause in Contracts

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.

Appears in 6 contracts

Samples: Akro Mils, Elkhart Plastics Terms and Conditions of Sale, www.epi-roto.com

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Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writingBuyer, this warranty extends for a period of one year from after the date of original purchaseshipment from Seller’s plant, that all goods sold to Buyer under these terms shall meet their applicable specification as may be set forth in Seller’s product literature and/or packaging and labeling materials published as of the date of shipment of the goods. All warranties apply only to If, after Seller receives written notice, within the original Purchaser unless otherwise agreed by Seller period for the foregoing warranty, that any goods allegedly do not meet Seller’s applicable specification, and Seller, in writing. its sole discretion, determines that such claim is valid, Seller's ’s entire liability and sole obligation and Purchaser’s the exclusive remedy for any justified claim under this warranty shall be limited to one breach of the followingforegoing warranty, will be, within a reasonable time after Seller’s receipt of such notice, at Seller’s sole discretion: (a) option, either repair or replacement of the Product or (b) a credit such goods, and Seller will be responsible for the price paid by cost of shipping the original Purchaser parts to repair or the unit to replace the defective goods. Refurbished goods may be used to repair or replace the goods and the warranty on such repaired or replaced goods shall be the balance of the Productwarranty remaining on the goods which were repaired or replaced. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) Buyer waives any Product damaged by the failure of the owner claim to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller goods which were replaced or the manufacturercomponents therein which were replaced. In no event will Seller be required to accept delivery of any allegedly defective goods returned to it without its prior authorization, including the means, carrier and route of shipment for such return. Under no circumstances will credit be allowed for unauthorized rework on any materials. EXCEPT FOR SELLER’S WARRANTY OF TITLE TO THE LIMITED WARRANTY SET FORTH ABOVEGOODS, SELLER MAKES NO WARRANTY EXPRESSLY DISCLAIMS AND EXCLUDES ALL OTHER EXPRESS AND IMPLIED WARRANTIES WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTTHE NON-INFRINGEMENT OF THIRD PARTY INTELLECTUAL PROPERTY OR OTHERWISE AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR OF PERFORMANCE, CUSTOM OR USAGE OF TRADE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDSeller’s obligations do not cover defects or losses caused by normal wear and tear or deterioration, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTdefects in or damage to any goods resulting from improper installation, accident or any utilization, maintenance, repair or modification of the goods that is not consistent with Seller’s instructions or the designed capabilities of the goods or that, in its sole judgment, the performance or reliability thereof is adversely affected thereby, or which is subjected to abuse, mishandling, misuse or neglect or any damage caused by connections, interfacing or use in unforeseen or unintended environments. Seller does not warrant that the operation of the goods will be uninterrupted or error-free, that the functions of the goods will meet Buyer’s or its customer’s requirements or that the goods will operate in combination with other products selected by Buyer’s customer for its use. Seller assumes no liability for equipment or services furnished by Buyer or its customer nor does this warranty cover any copy of or update to any user manual for the goods.

Appears in 5 contracts

Samples: commerce-production-mcrey-89b2dcb2.s3.us-east-1.amazonaws.com, assets.unilogcorp.com, hoffman.nvent.com

Warranty. Seller Supplier warrants that it possesses the expertise and all of the necessary resources with respect to warehousing, order taking, procurement, transportation, accounting/payment, logistical support, personnel, and facilities required to provide the level of service as agreed under this Contract. Further, Supplier covenants and warrants that the Products sold services and activities as set forth in this Contract will be performed by Seller trained and qualified personnel and in a professional and workmanlike manner. Supplier will use commercially reasonable efforts to Purchaser obtain representations and warranties from manufacturers that the products conform to Seller’s certain product specifications and are free comply with applicable law. By accepting a purchase order as set forth herein Supplier warrants and represents that it requires manufacturers from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from whom it purchases products to guarantee that all merchandise comprising each shipment or other delivery made to or on the date order of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretionUS Foods will be: (a) repair not adulterated or replacement misbranded within the meaning of the Product Federal Food Drug and Cosmetic Act the Food Additives Amendment and all other revisions and amendments thereto (the “FDA Act”) all regulations issued under the FDA Act and any other applicable federal state or local laws rules or regulations; and (b) a credit for not an article of food drug device or cosmetic which may not under the price paid by the original Purchaser provisions of Sections 404 or 505 of the ProductFDA Act be introduced into interstate commerce. This express Any manufacturer’s warranty does not apply to, and no warranty remedy on non-food equipment or products furnished by Supplier will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by passed on to the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerParticipating Entity. THE REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN THIS SECTION CONSTITUTE THE ONLY REPRESENTATIONS AND WARRANTIES MADE BY ANY PARTY WITH RESPECT TO OR ARISING IN CONNECTION WITH THIS CONTRACT OR THE PRODUCTS. EXCEPT FOR THE LIMITED WARRANTY AS EXPRESSLY SET FORTH ABOVEIN THIS SECTION, SELLER MAKES NO WARRANTY WHATSOEVER, EACH PARTY DISCLAIMS ANY AND ALL EXPRESS AND IMPLIED WARRANTIES (WHETHER ARISING BY OPERATION OF LAW OR IMPLIED, OTHERWISE) INCLUDING ANY WARRANTY OF MERCHANTABILITY, MERCHANTABILITY NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTPURPOSE.

Appears in 4 contracts

Samples: www.transform.ar.gov, www.omniapartners.com, www.transform.ar.gov

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to will operate or perform substantially in conformance with Seller’s 's published specifications and are be free from defects in material and workmanship, when subjected to normal, proper and intended usage by properly trained personnel, for the period of time set forth in the product documentation, published specifications or package inserts. Unless otherwise If a period of time is not specified by Seller in writingSeller's product documentation, this published specifications or package inserts, the warranty extends for period shall be one (1) year from the date of original purchaseshipment to Buyer for equipment and ninety (90) days for all other products (the "Warranty Period"). All warranties apply only Seller agrees during the Warranty Period, to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followingrepair or replace, at Seller’s sole discretion: 's option, defective Products so as to cause the same to operate in substantial conformance with said published specifications; provided that Buyer shall (a) repair or replacement promptly notify Seller in writing upon the discovery of any defect, which notice shall include the product model and serial number (if applicable) and details of the Product or warranty claim; and (b) after Seller's review, Seller will provide Buyer with service data and/or a credit Return Material Authorization ("RMA"), which may include biohazard decontamination procedures and other product-specific handling instructions, then, if applicable, Buyer may return the defective Products to Seller with all costs prepaid by Buyer. Replacement parts may be new or refurbished, at the election of Seller. All replaced parts shall become the property of Seller. Shipment to Buyer of repaired or replacement Products shall be made in accordance with the Delivery provisions of the Seller's Terms and Conditions of Sale. Consumables are expressly excluded from this warranty. If Seller elects to repair defective medical device instruments, Seller may, in its sole discretion, provide a replacement loaner instrument to Buyer as necessary for use while the price paid instruments are being repaired. Notwithstanding the foregoing, Products supplied by Seller that are obtained by Seller from an original manufacturer or third party supplier are not warranted by Seller, but Seller agrees to assign to Buyer any warranty rights in such Product that Seller may have from the original Purchaser manufacturer or third party supplier, to the extent such assignment is allowed by such original manufacturer or third party supplier. In no event shall Seller have any obligation to make repairs, replacements or corrections required, in whole or in part, as the result of the Product. This express warranty does not apply to(i) normal wear and tear, and no warranty remedy will be given for, Product issues resulting from: (aii) accident, acts disaster or event of natureforce majeure, (iii) misuse, fault or negligence of or by Buyer, (iv) use of the Products in a manner for which they were not designed, (v) causes external to the Products such as, but not limited to, power failure or electrical power surges, (vi) improper installation, improper assembly, unreasonable storage and handling of the Products or improper use, lack (vii) use of proper maintenance, unauthorized repairs the Products in combination with equipment or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes software not directly arising from defects in materials or workmanship; (b) any Product damaged supplied by Seller. If Seller determines that Products for which Xxxxx has requested warranty services are not covered by the failure warranty hereunder, Buyer shall pay or reimburse Seller for all costs of the owner investigating and responding to usesuch request at Seller's then prevailing time and materials rates. If Seller provides repair services or replacement parts that are not covered by this warranty, maintainBuyer shall pay Seller therefor at Seller's then prevailing time and materials rates. ANY INSTALLATION, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerMAINTENANCE, REPAIR, SERVICE, RELOCATION OR ALTERATION TO OR OF, OR OTHER TAMPERING WITH, THE PRODUCTS PERFORMED BY ANY PERSON OR ENTITY OTHER THAN SELLER WITHOUT SELLER'S PRIOR WRITTEN APPROVAL, OR ANY USE OF REPLACEMENT PARTS NOT SUPPLIED BY SELLER, SHALL IMMEDIATELY VOID AND CANCEL ALL WARRANTIES WITH RESPECT TO THE AFFECTED PRODUCTS. THE OBLIGATIONS CREATED BY THIS WARRANTY STATEMENT TO REPAIR OR REPLACE A DEFECTIVE PRODUCT SHALL BE THE SOLE REMEDY OF BUYER IN THE EVENT OF A DEFECTIVE PRODUCT. EXCEPT FOR THE LIMITED AS EXPRESSLY PROVIDED IN THIS WARRANTY SET FORTH ABOVESTATEMENT, SELLER MAKES NO WARRANTY WHATSOEVERDISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE PRODUCTS, INCLUDING ANY WARRANTY WITHOUT LIMITATION ALL IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A ANY PARTICULAR PURPOSE PURPOSE. SELLER DOES NOT WARRANT THAT THE PRODUCTS ARE ERROR-FREE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTWILL ACCOMPLISH ANY PARTICULAR RESULT.

Appears in 4 contracts

Samples: beta-static.fishersci.ca, www.fishersci.com, beta-static.fishersci.com

Warranty. Except with respect to Software and unreleased parts, which includes prototypes, pre-release and sample parts, Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year a period of twelve (12) months from the date of original purchaseshipment (the “Warranty Period”) that the Products will operate in conformity with written performance specifications set forth on Seller’s most recently published product data sheet for the production version Product (the “Specifications”); provided, however, that this warranty shall not apply to any Product (i) which has been damaged, abused or misused physically or electrically (including, without limitation, by being operated outside the range of any environmental, power or operating parameters indicated on Seller’s data sheet), (ii) on which the trademark shall have been defaced or obliterated or (iii) which has been reworked or repaired by any party other than the Seller without Seller’s prior written authorization. All warranties apply only to the original Purchaser unless otherwise agreed by Seller Buyer shall request, in writing, a return material authorization (“RMA”) within the warranty period prior to returning any nonconforming Products. Seller's sole obligation and Purchaser’s exclusive remedy for any justified Any claim under this warranty shall must be limited submitted to one and received by Seller within the Warranty Period. Seller’s issuance of an RMA will not commit Seller to the making of any repair or replacement hereunder. Requests for RMAs must list the types and quantities of all Products involved, the reason(s) the specific Product units are alleged to be defective or otherwise non-conforming, and provide any other information reasonably required by Seller concerning operating conditions involved and the period of use. In addition, the Order number and, where possible, the original invoice number covering the original purchase of the followingProducts involved must also be identified on the RMA request. Returned Products must be shipped, transportation prepaid, by the most practical method of shipment. Shipping costs will be credited to the Buyer for all Products found to be subject to warranty adjustment. Excessive transportation costs will not be allowed. Seller can accept no billing for packing, inspection, labor charges or other incidental costs in connection with any Products returned. Unless otherwise requested by Xxxxx, returned Products found not subject to this warranty will be sent back to Buyer, transportation collect. In all cases, Xxxxxx’s determination will be final. With respect to Products found not in conformity with this warranty, the remedy will take the form, at Seller’s option, of a replacement or repair of the defective or nonconforming Product. In the event Seller determines that it is uneconomical to replace or repair warranted Products, Seller may, at its sole discretion: option, remit the dollar equivalent based upon the original Product sales price and said remittance will be calculated by applying the pro rata percentage of the unexpired warranty to the original Product sales price. In the event of replacement pursuant to the foregoing warranty, such warranty shall apply to the replaced product. In the event of repair pursuant to the foregoing warranty, the validity of the foregoing warranty will be twelve (a12) repair or replacement months from the date of shipment of the repaired Product less the period of time between the date of original shipment and the date on which Seller received return of the Product for repair. Seller’s sole obligation and liability for non-conforming Products shall be, at its expense and at its sole option, to repair or (b) a credit for replace them or to accept their return and refund You the applicable purchase price to the extent paid by the original Purchaser of the ProductYou. This express warranty does not apply toTHIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES WHETHER WRITTEN, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERORAL, EXPRESS OR IMPLIEDIMPLIED (INCLUDING, INCLUDING WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ANY WARRANTY OF MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES PURPOSE) AND SHALL BE LIMITED IN DURATION TO EXPRESSLY FOR THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE BENEFIT OF THE PRODUCTBUYER WITH NO TRANSFER RIGHTS OR BENEFIT TO ANY THIRD PARTY. THE FOREGOING CONSTITUTES BUYER’S SOLE REMEDY AND SELLER’S SOLE LIABILITY FOR BREACH OF WARRANTY. NOTWITHSTANDING THE FOREGOING OR ANY OTHER STATEMENT IN THESE TERMS, ANY AND ALL PARTS THAT ARE SHIPPED AS SAMPLES, PROTOTYPES OR IN PRE-PRODUCTION OR PRE-RELEASE FORM, WHETHER DESIGNATED AS SUCH BY SELLER IN AN ACKNOWLEDGMENT, INVOICE, SHIPPING DOCUMENT OR OTHER WRITING ISSUED BY SELLER AS “PRE-PRODUCTION RELEASE PARTS”, “PRE-PROD”, “SAMPLE”, “PPR” OR BY OTHER SIMILAR NOTATION IN THEIR PART NUMBER OR OTHERWISE, OR THAT OTHERWISE HAVE NOT YET BEEN RELEASED BY SELLER FOR GENERAL AVAILABILITY, MAY CONTAIN DEFECTS AND ARE PROVIDED “AS-IS, WITH ALL FAULTS” AND WITHOUT A WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED. Seller reserves the right to change the part number for any pre- production release part to the applicable corresponding production released part number at any time and will notify Buyer of any such change.

Appears in 4 contracts

Samples: Quotation and Sale, www.apitech.com, www.apitech.com

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications The warranty period is ninety (90) days and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from commences on the date of original purchasereceipt or delivery, exceptthat the warranty period for expendable parts such as bulbs and fuses is limited to thirty (30) days. All warranties apply only Seller’s warranty obligation is limited to providing remedial service during Seller’s normal business hours, and days during the original Purchaser unless otherwise agreed warranty period and repairing or replacing any defective material or work performed at its option. This includes defects, which have been promptly reported by Xxxxx and are so found by Seller in writingupon inspection, during the warranty period. Examination and repair or replacement of such Equipment will be performed on location or at Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followingfacilities, at Seller’s sole discretion: (a) repair option, with no charge to Buyer for service time expended. Equipment tobe examined, replaced, or replacement of repaired at Seller’s facilities must be returned to Seller by Buyer within the Product warranty period with transportation charges prepaid by Buyer. If examined Equipment is found not to be defective or (b) a credit is for some other reason not within the price warranty coverage, Seller’s reasonable service time expended on and off location will be charged to and paid by the original Purchaser buyer. The buyer shall be responsible for all maintenance services consisting of lubricating and cleaning the Equipment, replacing expendable parts, making minor adjustments, and performing operating checks, all in accordance with procedures outlined in the Seller’s maintenance literature. In regard to this paragraph, the radius for repair will be fivehundred (500) miles maximum that Seller may electto travel to perform services under this contract. Furthermore, Xxxxx agrees to allow and provide reasonable travel expenses or allow a third-party contractor, carrying its own insurance, to be elected by Seller to perform warranty, remedial, or damage services on the Tiny Home. This third party shall not be considered to be an agent for the Seller, and the Seller will not be liable for any of the Productthird party’s actions or work. This express warranty does not apply toThe Buyer, hereby, waives all rights, claims, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) actions against the Seller for any Product damaged by the failure of the owner to use, maintain, or store third party’s work in the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTcase this Paragraph isapplicable.

Appears in 4 contracts

Samples: Incredible Tiny Homes Purchase Agreement, Incredible Tiny Homes Purchase Agreement, Incredible Tiny Homes Purchase Agreement

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and The Goods furnished are substantially free from material defects of workmanship and materials. Services shall be performed in material accordance with recognized industry practice prevailing at the time for the provision of similar services in the location in which such Services are being performed. Purchaser’s sole remedy for any non- conformance with the foregoing warranty will be the repair or replacement of such Goods found to be defective under normal use and workmanship. Unless otherwise specified by Seller service within thirty (30) days from date of shipment to the Delivery Point, or in writingthe case of Services, this warranty extends for one year thirty (30) days from the date of original purchasecompletion, provided Strad is promptly notified in writing upon discovery of such non-conformance. All warranties apply only Goods shall not be returned to Strad or modified without Strad’s written consent. Strad is not responsible for damages caused by improper installation or maintenance, overloading, accident, neglect or harmful alterations or repairs made by others; nor shall Strad be liable for costs of any kind associated with gaining access to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy Goods for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or removal and replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Productany person. This express warranty does not apply toCORRECTION OF ANY NON-CONFORMITY IN THE MANNER AND FOR THE PERIOD OF TIME ABOVE SHALL CONSTITUTE COMPLETE FULFILLMENT OF ALL THE LIABILITIES OF STRAD WHETHER THE CLAIMS OF PURCHASER ARE BASED IN CONTRACT, and no warranty remedy will be given forINCLUDING FUNDAMENTAL BREACH, Product issues resulting from: (a) accidentIN TORT, acts of natureINCLUDING NEGLIGENCE, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerSTATUTE OR OTHERWISE WITH RESPECT TO OR ARISING OUT OF THE WORK PERFORMED HEREUNDER. EXCEPT FOR TO THE LIMITED WARRANTY EXTENT EXPRESSLY SET FORTH ABOVEHEREIN, SELLER STRAD MAKES NO WARRANTY WHATSOEVERNO, AND EXPRESSLY DISCLAIMS ANY AND ALL, REPRESENTATIONS, WARRANTIES, CONDITIONS, COVENANTS, GUARANTEES AND/OR ASSURANCES, WHETHER EXPRESS OR IMPLIED, RELATING TO OR ARISING OUT OF THE GOODS AND/OR THIS CONTRACT, INCLUDING WITHOUT LIMITATION, ANY WARRANTY IMPLIED REPRESENTATIONS, WARRANTIES, CONDITIONS, COVENANTS AND/OR GUARANTEES AS TO MERCHANTABILITY, MERCHANTABLE QUALITY, NON- INFRINGEMENT OF MERCHANTABILITYTHIRD PARTY RIGHTS, FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING BY STATUTE OR AGAINST INFRINGEMENTOTHERWISE, OR FROM A COURSE OF DEALING OR USAGE OR TRADE. PURCHASER’S SOLE REMEDY FOR A BREACH OF THIS LIMITED WARRANTY, FOR ANY OTHER LIABILITY UNDER THIS AGREEMENT, OR FOR ANY WARRANTY THAT CANNOT BE EXCLUDED OR DISCLAIMED AS PROVIDED IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDANY APPLICABLE LAW, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED AS PROVIDED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTTHIS SECTION.

Appears in 4 contracts

Samples: Strad Sales Order Terms and Conditions, Strad Sales Order Terms and Conditions, Strad Sales Order Terms and Conditions

Warranty. Seller SELLER warrants that the Products sold Goods manufactured by Seller to Purchaser conform to Seller’s specifications and are it and/or services provided by it will be free from defects defect in workmanship, material and workmanship. Unless otherwise specified by Seller in writingmanufacture; provided, however, that this warranty extends for shall terminate on the date one (1) year from the date of original purchaseshipment. All warranties apply only In the event any service supplied or product sold hereunder manufactured by the SELLER is defective due to workmanship or material, the original Purchaser unless otherwise agreed by Seller SELLER agrees for a period of one (1) year from the date of shipment, at its option, to correct such non-conformity or replace such defective part or product. The agreement, however, is upon condition that the BUYER promptly notifies the SELLER in writingwriting of any claim in this respect, setting forth in detail any such claimed defect and that the SELLER be afforded a reasonable opportunity to examine the product and to investigate the claimed defect. Seller's sole obligation and Purchaser’s exclusive remedy This warranty does not obligate the SELLER to bear any transportation charges in connection with the replacement or repair of defective products. Notwithstanding the foregoing, the SELLER shall be, in no event, liable for any justified claim under this warranty shall be limited to one damages, whether based in contract or negligence, beyond the lower of the following, at Seller’s sole discretion: (a) repair cost of correcting the non-conformity as herein provided or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the ProductBUYER for such defective product and shall not be liable for any incidental or consequential damage whatsoever. This express SELLER's warranty does not apply toto any product which has been subjected to misuse, and no warranty remedy will be given formishandling, Product issues resulting from: misapplication, abuse neglect (a) including but not limited to improper maintenance), accident, acts improper installation or storage, modification (including but not limited to use of natureunauthorized parts or attachments), improper or adjustment or repair performed by anyone other than SELLER or one of SELLER's authorized agents. This warranty does not cover reimbursement for labor, gaining access, removal, installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosestemporary power, or any other causes expenses, which may be incurred in connection with repair or replacement. Goods which may be sold by SELLER but which are not directly arising from defects in materials or workmanship; (b) any Product damaged manufactured by SELLER are not warranted by SELLER, but are sold only with the failure warranties, if any, of the owner manufacturers thereof. SELLER does not warrant any products or services of others that BUYER has designated. The liability of the SELLER shall not exceed any adjustments with respect to usewhich such manufacturer accepts responsibility. No affirmation, maintainmodification, or store addition to this agreement with respect to warranty of the Product as specified SELLER, either before or after contract of sale, shall be made except in any applicable instructions and/or warnings provided writing by Seller or an authorized representative of the manufacturerSELLER. EXCEPT FOR THE LIMITED FOREGOING WARRANTY SET FORTH ABOVEIS IN LIEU OF ALL OTHER WARRANTIES, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS EXPRESSED OR IMPLIED, INCLUDING THOSE OF MERCHANTABILITY OR FITNESS FOR ANY WARRANTY OF MERCHANTABILITYPURPOSE NOT EXPRESSLY SET FORTH HEREIN. BY ACCEPTANCE HEREOF, THE BUYER AGREES THAT THERE ARE NO EXPRESS OR IMPLIED WARRANTIES BY THE SELLER OR BY ANY MANUFACTURER AS TO THE FITNESS FOR A PARTICULAR PURPOSE USE, MERCHANTABILITY, CAPACITY, OR AGAINST INFRINGEMENTEFFICIENCY OF ANY PRODUCT SOLD OTHER THAN EXPRESSLY SET FORTH HEREIN, AND THAT THERE ARE NO ORAL OR IMPLIED ADDITIONAL WARRANTIES MADE IN CONNECTION WITH ANY SALE BASED HEREON. CORRECTION OF NON¬CONFORMITIES IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDMANNER AND FOR THE PERIOD OF TIME PROVIDED ABOVE SHALL CONSTITUTE SELLER'S SOLE LIABILITY AND BUYER'S EXCLUSIVE REMEDY FOR FAILURE OF SELLER TO MEET ITS WARRANTY OBLIGATIONS, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE WHETHER CLAIMS OF THE PRODUCTBUYER ARE BASED IN CONTRACT, IN TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY) OR OTHERWISE. For the avoidance of doubt, the warranties and remedies set forth herein are conditioned upon (a) proper storage, installation, use and maintenance, and conformance with any applicable recommendations of SELLER and (b) BUYER promptly notifying SELLER of any defects and, if required, promptly making the product available for correction.

Appears in 4 contracts

Samples: Panelmatic Terms and Conditions, Panelmatic Terms and Conditions, Panelmatic Terms and Conditions

Warranty. Seller warrants its new Products manufactured and sold worldwide, to be free, under normal use and service, of any defects in material or workmanship for a period of twelve months in the case of machines; twenty-four (24) months or 1000 hours, whichever comes first, in the case of tracks; and ninety (90) days in the case of Distributor-installed replacement Parts, each commencing on the date the Product is delivered to the first user or placed into service by Distributor; provided that Buyer sends Seller written notice of the Products sold defect within thirty (30) days of its discovery and establishes that: (i) the Equipment has been maintained and operated within the limits of rated and normal usage; and (ii) the defect did not result in any manner from the intentional or negligent action or inaction by Seller to Purchaser conform Buyer, its agents or employees. If requested by Seller, Buyer must return the defective Equipment to Seller’s specifications manufacturing facility for inspection, and if Buyer cannot establish that conditions (i) and (ii) above have been met, then this warranty shall not cover the alleged defect. Failure to give written notice of defect within such period shall be a waiver of this warranty and any assistance rendered thereafter shall not extend or revive it. Accessories, assemblies and components included in Equipment and Parts of Seller, which are not manufactured by Seller, are subject to the warranty of their respective manufacturers. This warranty shall not cover any item on which serial numbers have been altered, defaced or removed. Maintenance and wear parts are not covered by this warranty and are free from defects in material the sole maintenance responsibility of Buyer. This warranty is limited to the first retail purchaser and workmanshipis not assignable or otherwise transferable without written agreement of the manufacturer. Unless otherwise specified by Seller in writing, this warranty extends for one year Seller’s machine and track warranties will activate two (2) years from the date of original purchasemanufacture regardless of use, and in the case of Seller’s machine warranty, will expire three (3) years from the date of manufacture regardless of hours of use. All warranties apply only THIS WARRANTY IS EXPRESSLY IN LIEU OF AND EXCLUDES ALL OTHER WARRANTIES, EXPRESS OR IMPLIED (INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE) AND ALL OTHER OBLIGATIONS OR LIABILITY ON SELLER’S PART. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE LIMITED WARRANTY CONTAINED HEREIN. Seller neither assumes nor authorizes any other person to assume for Seller any other liability in connection with the original Purchaser unless otherwise agreed by Seller in writingsale of Seller’s Equipment or Parts. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this This warranty shall be limited not apply to one any of the following, at Seller’s sole discretion: (a) repair Products or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply toany part thereof which have been subject to misuse, and no warranty remedy will be given foralteration, Product issues resulting from: (a) abuse, negligence, accident, acts of nature, improper installation, improper assembly, unreasonable God or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosessabotage, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintainwhich have been sold at auction, or store by any person or entity that is not an authorized Distributor of Seller’s Products. No action by either party shall operate to extend or revive this limited warranty without the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTprior written consent of Seller.

Appears in 4 contracts

Samples: Distributorship Agreement, Distributorship Agreement (A.S.V., LLC), Agreement (A.S.V., LLC)

Warranty. Seller warrants that it has good title, free of encumbrances, to the Products sold by Goods delivered hereunder. Seller to Purchaser conform to Seller’s specifications and are further warrants that all Goods delivered hereunder shall (i) be free from defects in material design, materials and workmanship; (ii) conform to the required specifications and all other requirements of these Terms of Purchase, (iii) be fit and sufficient for the purpose intended; and (iv) be free from “Counterfeit Work” as defined in Section 33 of these Terms of Purchase. Unless otherwise specified If Seller is providing Services hereunder, Seller warrants that (i) the Services shall be provided with all due skill and in accordance with these Terms of Purchase and industry recommended standards and practices; and (ii) the personnel assigned to carry out the Services shall possess the necessary experience and training. Seller shall pass through any applicable manufacturer’s warranty to the benefit of Buyer. These warranties shall be in addition to all other warranties, express, implied or statutory. Payment for, inspection of, or receipt of Goods or Services shall not constitute a waiver by Buyer of any breach of warranty. The warranty for Goods commences on the later of the date Buyer takes physical possession of the Goods or the Goods have been installed by Seller in writingand is valid for the longer of 12 months or the length of Seller’s or the manufacturer’s standard warranty period, this and the warranty extends for one year from Services commences on the date day of original purchasecompletion of the Services and is valid for 12 months following completion of the Services. All warranties apply only to Notwithstanding the original Purchaser unless otherwise agreed by foregoing, Seller’s warranty for Goods or Services shall survive such 12 month period and any termination or expiration of these Terms of Purchase if Counterfeit Work, latent defects, fraud or misrepresentation on the part of Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty exists.. Seller shall be limited to one liable for and save Buyer harmless from any loss, damage or expense that Buyer may incur as a result of the followingSeller’s breach of these warranties. Remedies shall include, at Buyer’s election and at Seller’s sole discretion: (a) repair risk and expense, the prompt repair, replacement or replacement reimbursement of the Product or (b) a credit for the purchase price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by nonconforming goods and/or the failure prompt correction of the owner nonconforming services or reimbursement of the amounts paid for such services. Seller shall promptly comply with Xxxxx’s direction to userepair, maintainrework or replace the goods, furnish any material or store parts and installation required to successfully correct the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTnonconformance.

Appears in 4 contracts

Samples: www.draper.com, www.draper.com, www.draper.com

Warranty. Seller Tech Data may return any Product which it or any of it's Customer's finds to be defective in workmanship or material for credit in the amount of the Return Price of such Product. AT&T PARADYNE shall indemnify and hold Tech Data, its subsidiaries, harmless from and against all actions, claims, losses, damages, liabilities, awards, costs and expenses (including a reasonable attorney's fee) resulting from or arising out of any breach or claimed breach of the foregoing warranties. All transportation charges for Product so returned shall be borne by Tech Data. --------------------------- * Confidential Treatment Requested 7 AT&T PARADYNE hereby represents and warrants that the Products sold by Seller to Purchaser do and will conform to Seller’s specifications and are free from defects in material and workmanshipall codes, laws or regulations of any governmental agency. Unless otherwise specified by Seller in writing, this AT&T PARADYNE provides a warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of end users who purchase the Product. This express Such warranty does is included in the Product package. Such warranty is not apply toin lieu of Tech Data's rights within Section 4.1 above, and no shall not be considered to be AT&T PARADYNE's warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable to Tech Data or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerTech Data's Retailers. EXCEPT FOR SUCH WARRANTIES TO THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVEREND USER ARE IN LIEU OF ALL OTHER WARRANTIES TO THE END USER, EXPRESS OR IMPLIED, EITHER IN FACT OR BY AN OPERATION OF LAW, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR USE OR INTENDED PURPOSE. AT&T PARADYNE NEITHER ASSUMES NOR AUTHORIZES ANY OTHER PERSON TO ASSUME FOR IT ANY OTHER LIABILITY IN CONNECTION WITH THE SALE, INSTALLATION OR USE OF ITS PRODUCTS, NOR MAKES ANY WARRANTY OF MERCHANTABILITY, FITNESS WHATSOEVER FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTANY NON-STANDARD PRODUCT ORDERED BY TECH DATA HEREUNDER. IN NO EVENT WILL AT&T PARADYNE HAVE ANY OBLIGATION OR LIABILITY FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF REVENUE, PROFIT OR BUSINESS) SUSTAINED BY TECH DATA OR THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION COST OR COVER ARISING FROM OR OTHERWISE RELATED TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTPRODUCTS OR THIS AGREEMENT. The foregoing limitation shall not limit AT&T PARADYNE's obligation to defend and hold harmless Tech Data against certain third party claims as provided herein. In the event AT&T PARADYNE recalls any or all of the Products due to defects, revisions, or upgrades, Tech Data shall provide reasonable assistance in such recall; provided that, AT&T PARADYNE shall pay all of Tech Data's expenses in connection with such.

Appears in 3 contracts

Samples: Distributor Agreement (Paradyne Networks Inc), Distributor Agreement (Paradyne Corp), Distributor Agreement (Paradyne Networks Inc)

Warranty. The Seller warrants that the Products Equipment sold by Seller to Purchaser conform to Seller’s specifications and are delivered hereunder will be free from of defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends workmanship for one year a period of twelve months from the date of original purchase. All warranties apply only to placing the original Purchaser Equipment in operation or eighteen months from the date of shipment, whichever shall occur first unless otherwise agreed stated by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR Warranty for parts is 6 months and equipment warranty is 12 months. The Buyer shall be obligated to promptly report any failure to conform to this warranty, in writing to the Seller within said period, whereupon the Seller shall, at its option, correct such nonconformity, by suitable repair to such Equipment or, furnish a replacement part provided the Buyer has stored, installed, maintained, and operated such Equipment in accordance with good industry practices and has complied with specific recommendations of the Seller. Seller reserves the right to take possession of or direct Buyer to return any replaced parts, which shall become Seller property. Accessories or equipment furnished by the Seller, but manufactured by others, shall carry whatever warranty the manufacturers have conveyed to the Seller and which can be passed on to the Buyer. This warranty shall not apply to any component which Buyer directs Seller to use in or add to the Equipment, and which would not otherwise be used or added by the Seller. The Seller shall not be liable for any repairs, replacements, or adjustments to the Equipment or any costs of labor performed by the Buyer or others without the Seller's prior written approval. The effects of corrosion, erosion, and normal wear and tear are specifically excluded. Performance warranties are limited to those specifically stated within the Seller's proposal, and the Seller's obligation for meeting such performance warranties shall be to correct in the manner, and for the period outlined herein. THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO OTHER WARRANTY OR REPRESENTATION OF ANY KIND WHATSOEVER, EXPRESS EXPRESSED OR IMPLIED, INCLUDING ANY WARRANTY EXCEPT THAT OF MERCHANTABILITYTITLE, AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE PURPOSE, ARE HEREBY DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.

Appears in 3 contracts

Samples: www.lakelandgov.net, www.performanceaircompressorsolutions.com, www.acfpower.com

Warranty. Seller 8.1 AlgoSec warrants that at the Products sold time of delivery of the AlgoSec Solution or Software, Hosted Solutions and for ninety (90) days thereafter, the AlgoSec Solution or Software, as applicable, will perform in substantial accordance with the Documentation. If during such period, the AlgoSec Solution or Software does not perform as warranted and AlgoSec is notified of the purported failure to perform, AlgoSec including through an Authorized Reseller will, at its option, undertake to correct the AlgoSec Solution or Software, replace the AlgoSec Solution or Software free of charge or, if neither of the foregoing can be accomplished on a commercially reasonable basis, terminate this Agreement and refund to Customer the amount actually paid by Seller Customer for the AlgoSec Solution or Software, as applicable. The foregoing are Customer's sole and exclusive remedies for breach of warranty. The warranty set forth above is made to Purchaser conform to Seller’s specifications and are free from defects in material and workmanshipfor the benefit of Customer only. Unless otherwise specified by Seller in writing, this The warranty extends for one year from the date of original purchase. All warranties will apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretionif: (a) repair the AlgoSec Solution or replacement of Software, as applicable, have been properly installed and/or used in accordance with the Product or instructions for use; and (b) a credit for no alteration, modification or addition has been made to the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable AlgoSec Solution or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerSoftware. EXCEPT FOR THE LIMITED WARRANTY AS SET FORTH ABOVE, SELLER ALGOSEC (INCLUDING THROUGH AN AUTHORIZED RESELLER IF APPLICABLE) MAKES NO WARRANTY WHATSOEVERWARRANTIES, EXPRESS OR WHETHER EXPRESS, IMPLIED, OR STATUTORY REGARDING OR RELATING TO THE ALGOSEC SOLUTION OR SOFTWARE OR ANY MATERIALS OR SERVICES PROVIDED TO CUSTOMER UNDER THIS AGREEMENT. ALGOSEC (INCLUDING ANY WARRANTY THROUGH AN AUTHORIZED RESELLER IF APPLICABLE) SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE ALGOSEC SOLUTION, OR AGAINST INFRINGEMENTSOFTWAREAND ANY OTHER MATERIALS AND SERVICES PROVIDED HEREUNDER. NO WARRANTIES GIVEN BY AN AUTHORIZED RESELLER SHALL BIND ALGOSEC. FURTHER, ALGOSEC SPECIFICALLY DISCLAIMS ANY WARRANTY IN CONNECTION WITH THE EVENT WARRANTIES EXIST ACCURACY OF THE OUTPUT AND RECOMMENDATION PROVIDED TO YOU WHILE USING ALGOSEC’S SOLUTION OR THE SOFTWARE AND ANY ACTIONS BASED THEREUPON SHALL BE AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT YOUR RISK. ALGOSEC DISCLAIMS ANY SUCH WARRANTIES GIVEN BY AN AUTHORIZED RESELLER AND SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTNOT BEAR ANY LIABILITY WITH RESPECT THEREOF.

Appears in 3 contracts

Samples: uploads-ssl.webflow.com, www.algosec.com, www.algosec.com

Warranty. Seller ALLEGRO warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for a period of one (1) year from the date of original purchaseshipment to PURCHASER that all such delivered products are free from material defects in workmanship and material and shall substantially conform to ALLEGRO’s product specifications therefor. All warranties apply A product shall be deemed to have defects only if the defect is verified by ALLEGRO. If any product does not conform to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation preceding product warranty, PURCHASER shall inform ALLEGRO within the one (1) year warranty period and Purchaser’s exclusive remedy return such non- conforming products for any justified claim under this warranty shall be limited to one of the following, correction or replacement (at SellerALLEGRO’s sole discretion: (a) ). ALLEGRO's liability for such rejected products is limited solely to the cost of transportation expenses plus the responsibility of either repairing or replacing such non-conforming products or, if repair or replacement of is not possible, refunding the Product or (b) a credit purchase price, at ALLEGRO’s sole option, for the price paid by the original Purchaser of the Productsuch non-conforming products. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts extend to any of nature, our products which fail to operate by reason of improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosesapplication, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintaininspection, or store the Product as specified in any applicable instructions and/or warnings provided have been subject to misuse, neglect, or accident, or have been repaired or substantially altered by Seller or the manufacturera third party without ALLEGRO’s authorization. EXCEPT FOR THE LIMITED WARRANTY WARRANTIES SET FORTH ABOVEIN THIS SECTION 2 ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, SELLER MAKES NO WARRANTY WHATSOEVERAND ALLEGRO EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING ANY INCLUDING, BUT NOT LIMITED TO, THE WARRANTY OF MERCHANTABILITY, MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE PURPOSE, SATISFACTORY QUALITY, ANY WARRANTY OF NONINFRINGEMENT, AND ALL OTHER WARRANTIES, WHICH MIGHT OTHERWISE ARISE FROM COURSE OF DEALING BETWEEN THE PARTIES OR AGAINST INFRINGEMENTUSAGE OF TRADE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTThe remedies provided in this Section 2 are PURCHASER's sole and exclusive remedies for any failure of ALLEGRO to comply with its warranty obligations.

Appears in 3 contracts

Samples: Terms and Conditions of Sale, Terms and Conditions of Sale, Terms and Conditions of Sale

Warranty. The warranty described below applies only to new or unused goods or goods reconditioned by W & O Supply Inc. (Seller). THE SELLER SPECIFICALLY DISCLAIMS ANY WARRANTY FOR USED GOODS OR GOODS SOLD AS IS. For a period of one (1) year after date of purchase of any of the goods described herein, Seller warrants that such goods shall remain free from failure due to defects in workmanship and materials incorporated therein by or for Seller provided such failure shall not have been caused or contributed to by improper usage, service or application, improper installation or maintenance, repairs, alterations, or modifications effected by or for the Products sold by user, misuse, negligence or accident. In the event of failure for which Seller to Purchaser conform has assumed warranty obligations hereunder, and provided written notification of such failure shall be immediately given to Seller’s specifications and are free from defects in material and workmanship, it agrees to repair, or at its option, to replace the goods sold at its sole expense. Unless otherwise specified by Seller in writing, this warranty extends for one year Apart from the date of original purchase. All warranties apply only to the original Purchaser warranty and undertaking above set forth, or unless otherwise agreed specifically consented to in writing by Seller, Seller shall have no obligation or liability for losses, expense or damages, direct or consequential, suffered or incurred as a result of any failure of, or defect in, the goods described herein, including but not limited to, such costs, expenses or damages as may result from the necessity to remove, replace restore or transport the goods from any location or service in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall which they may be limited to one used, regardless of the following, at Seller’s sole discretion: (a) repair cause of such failure or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Productdefect. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerTHIS WARRANTY EXTENDS ONLY TO THE ORIGINAL PURCHASER OF THE GOODS AND IS THE ONLY WARRANTY MADE BY SELLER IN CONNECTION THEREWITH. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES THERE ARE NO WARRANTY WHATSOEVEROTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING OF ANY WARRANTY OF KIND GIVEN WITH RESPECT TO THE GOODS, THEIR MERCHANTABILITY, FITNESS FOR A ANY PARTICULAR PURPOSE OR AGAINST INFRINGEMENTUSAGE, OR OTHERWISE, NOR IS ANY PERSON AUTHORIZED TO EXTEND ON BEHALF OF SELLER ANY FORM OF WARRANTY OTHER THAN THAT ABOVE SET FORTH. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDThe goods described herein are not sold or distributed by Seller for personal, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTfamily or household purposes, nor are they normally suited for use as such.

Appears in 3 contracts

Samples: www.wosupply.com, www.wosupply.com, www.wosupply.com

Warranty. Seller warrants that, for a period of two (2) years from the date a Product is delivered to Buyer, such Product will be free from any defects in design, material and workmanship, such Product will be in conformity with any applicable drawings and specifications, and title to such Products shall be unencumbered. Payment for Products will not constitute approval or acceptance of goods or services by Buyer; Buyer’s right of inspection will survive payment. Buyer reserves the right to return, at Seller's expense, any defective or nonconforming Products or shipments received contrary to this Order. If requested by Xxxxx, Seller will, at Buyer’s option, refund the purchase price of the Products, or correct or replace, at Seller's expense, the defective or nonconforming Products within ten (10) days after notice by Buyer to Seller. All costs in connection with or as a result of such defective or nonconforming Products, including, without limitation, cost to transport the Products from Buyer to Seller and return shipment to Buyer, will be borne by Seller. This warranty will then continue as to the corrected or replaced Products for two (2) years after the date of delivery of the corrected or replaced Products to Buyer. If Seller fails to repair or replace the Product within the time periodsset forth herein, Buyer may repair or replace the defective or nonconforming goods at Seller's expense. Rejected or nonconforming Products will not be deemed delivered on-time unless corrected or replaced Products are delivered within the on-time period applicable to this Order. Seller warrants that the Products sold (i) it and all subcontractors(as permitted in Section 22 below) hired by Seller to Purchaser will perform all Services in a good and workmanlike manner, (ii) all Services, including all materials and equipment furnished hereunder, shall conform to all requirements and specifications identified in this Order or provided to Seller by Buyer pursuant to this Order and all industry standards establishedby those engaged in a business similar to that of Seller’s specifications , and are (iii) all Services shall be free from defects of any kind in material materials and workmanship. Unless otherwise specified In the event of defective or nonconforming Services and if requested by Buyer, Seller in writingwill, this warranty extends for one year from at Buyer’s option, refund the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one purchase price of the followingServices, re-perform the Services, or replace the defective or nonconforming Services with conforming Services, within such time as Buyer reasonably specifies, in each case at Seller’s sole discretion: (a) repair expense. If Seller fails to re- perform or replacement of replace the Product defective or (b) a credit for nonconforming Services with conforming Services within such time as Buyer reasonably specifies, Buyer may purchase the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising Services from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTan alternative supplier at Seller’s expense.

Appears in 3 contracts

Samples: Acceptance; Entire Agreement, Acceptance; Entire Agreement, Acceptance; Entire Agreement

Warranty. Subject to the limitations in Section 18 herein, Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are Equipment shall be free from defects in material material, workmanship, and workmanshiptitle. Unless otherwise specified by Seller in writing, this warranty extends for one year If it appears within twelve (12) months from the date of original purchase. All warranties apply only initial Equipment startup or until eighteen (18) months after shipment, whichever occurs first, that the Equipment or any part thereof does not conform to the original Purchaser unless otherwise agreed this warranty, and Buyer so notifies Seller within a reasonable time after discovery, Seller shall thereupon promptly correct such nonconformity by Seller in writingrepair or replacement EXW Seller’s factory or service center. Seller's sole obligation and Purchaser’s exclusive Xxxxx's sole remedy under this warranty is repair or replacement at Seller's election. Seller's warranty obligation for Services shall be the earlier of either ninety (90) days from the date of initial startup or six (6) months after completion of the Service work. Seller shall not be responsible for any justified claim on-site costs, including removal and reinstallation of any warranted Equipment. Buyer agrees to provide Seller reasonable and clear access to its Equipment which may include removal of materials or structures as well as supplying any equipment, materials or structures which are necessary to provide reasonable access to the Equipment being repaired or replaced. All Equipment repaired or replaced will be re-warranted only for the remainder of the original warranty period. THE EXPRESS WARRANTY SET FORTH HEREIN IS THE EXCLUSIVE WARRANTY OF SELLER, AND NO OTHER WARRANTY, EITHER EXPRESSED OR IMPLIED, INCLUDING WARRANTY OF MERCHANTABILITY OR FITNESS FOR PURPOSE, SHALL APPLY. Seller is not responsible for repairs or alterations made by others without mutual written agreement between Seller and Xxxxx. Seller does not warrant the Equipment or any repair/replacement part against the effects of erosion, corrosion, or normal wear and tear due to operation or the environment. The warranty and remedies set forth herein are conditioned upon proper storage, installation, use and maintenance of the Equipment in all material respects, and in accordance with Seller’s written recommendations. Replacement parts or repairs furnished under this warranty shall be limited subject to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit warranty provisions herein for the price paid by the remaining original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTperiod.

Appears in 3 contracts

Samples: www.maricor.com, www.audco.it, www.flowserve.de

Warranty. Seller Unless otherwise specified in Vendor written materials pertaining to a particular Product, Vendor warrants to Customer that the Products sold by Seller to Purchaser purchased under this Agreement conform to SellerVendor’s published specifications (“Specifications”) and are free from defects in workmanship and material at the time of shipment. If, upon inspection within a reasonable time after delivery and before implantation or use, Customer discovers a failure of a Product to conform to Specifications or a defect in material and workmanship. Unless otherwise specified by Seller , it must promptly notify Vendor in writing. Within a reasonable time after such notification, this warranty extends for one year from Vendor will correct any failure of the date of original purchase. All warranties apply only Product to conform to the original Purchaser warranty by providing, at its option, repair of the Product, a replacement unit, or a refund of the purchase price, if applicable. The aforementioned remedies are Customer’s exclusive remedies for breach of warranty under this Agreement. The foregoing warranties, unless otherwise agreed by Seller the Parties in writing. Seller's sole obligation and Purchaser’s exclusive remedy a written addendum to this Agreement or expressly provided in the Specifications, shall extend for any justified claim under this warranty shall be limited to a period of one (1) year commencing on the date of shipment of the following, at Seller’s sole discretion: Product to Customer. This warranty does not extend to or cover (a) repair any product, components, or replacement of the Product parts not manufactured or sold by Vendor, (b) a credit damage caused by Customer’s use of any Product for purposes other than those for which it was designed as set forth in the price paid Specifications, (c) damage caused by the original Purchaser unauthorized attachments or modification, (d) any other abuse or misuse of the Product. This express warranty does not apply toProduct by Customer, its employees, representatives, contractors and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosesagents, or other causes not directly arising from defects in materials or workmanship; (be) any Vendor Product damaged by where the failure of the owner to use, maintain, or store Customer receives the Product as specified in any applicable instructions and/or warnings provided from a person or entity that is not affiliated with or authorized by Seller or the manufacturerVendor. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERFOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, RELATING TO THIS AGREEMENT OR THE PRODUCTS OR MATERIALS TO BE PROVIDED UNDER THIS AGREEMENT, INCLUDING ANY WARRANTY BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE. IN THE EVENT ALL SUCH OTHER WARRANTIES EXIST AT LAW THAT MAY NOT BE AND REPRESENTATIONS ARE HEREBY DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.

Appears in 3 contracts

Samples: Product Purchase Agreement, www.zimvie.lat, Product Purchase Agreement

Warranty. Seller 11.1 The Company warrants to Reseller only that the Products hardware and equipment with the exception of PrintStations and MicroScanners sold by Seller to Purchaser conform Reseller pursuant to Seller’s specifications and are this Agreement will be free of material defects for a period of * (*) days, unless specifically stated differently, from defects initial delivery. Should any defect in workmanship or material and workmanship. Unless otherwise specified by Seller in writingappear within * (*) days, this warranty extends for one year from the unless specifically stated differently, after initial date of original purchasedelivery, the Company will (upon written notification thereof, delivered during the warranty period, and substantiation by Reseller that the hardware and equipment have been stored, installed, maintained and operated in accordance with the Company's requirements and standard industry practice, and that the defect(s) have not arisen from unauthorized repair, modification, or improper connection by mechanical or electrical means to any other piece of equipment or device) correct such defect(s) by suitable repair or replacement at the Company's facilities, or at the place of business of the Company's designated local representative, or at Reseller's place of business, at the Company's option. The Company warrants to Reseller only that the PrintStations and MicroScanners sold to Reseller pursuant to this Agreement will be free of material defects for a period of * (*) days, unless specifically stated differently, from initial delivery. All warranties apply only returns to the original Purchaser unless otherwise Company or its representative must be pre-authorized in writing and shipped prepaid. The Company assumes no risk of loss or damage prior to acceptance of delivery. Return shipment will not be prepaid by the Company if inspection fails to disclose a warranted defect. It is agreed by Seller in writing. Sellerbetween the parties that the foregoing shall be Reseller's sole obligation and Purchaser’s exclusive remedy for any justified claim under warranted defects. The sole purpose of this warranty exclusive remedy shall be limited to one of the following, at Seller’s sole discretion: (a) provide Reseller with free repair or and replacement of the Product or (b) a credit for defective parts in the price paid by the original Purchaser of the Product. This express warranty does not apply tomanner provided herein, and no warranty remedy will the hardware and equipment shall not be given for, Product issues resulting from: deemed to have failed of its essential purpose so long as the Company is willing and able to repair or replace defective parts in the described manner. THIS WARRANTY IS EXCLUSIVE AND IN LIEU OF (aAND THE COMPANY DISCLAIMS) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTOTHER WARRANTY OF QUALITY OR PERFORMANCE, WHETHER EXPRESSED OR IMPLIED. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDCorrection of non-conformities, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTin the manner and for the time period provided above, shall constitute fulfillment of all liabilities of the Company to Reseller with respect to, or arising out of, the goods or their use, whether based on contract, negligence, strict liability or otherwise. Reseller shall be fully responsible for any warranty claims, expressed or implied, brought by its End-Users, and shall hold the Company harmless with regard to same. * Confidential information has been omitted and filed separately with the Commission.

Appears in 3 contracts

Samples: Reseller Agreement (T/R Systems Inc), Reseller Agreement (T/R Systems Inc), Reseller Agreement (T/R Systems Inc)

Warranty. By accepting this Purchase Order, Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications goods and are services furnished will be free from defects in material materials and workmanshipworkmanship for a minimum of one (1) year or as specified in the manufacturer's written warranty. Unless otherwise specified by Seller also warrants that the goods and services furnished will be merchantable and in writingfull conformity with Buyer’s specifications, this warranty extends drawings, and data, and Seller’s descriptions, promises, or samples, and that such goods will be fit for one year from the date Buyer's intended use, provided Seller has reason to know of original purchase. All warranties apply only such use, and that Seller will convey good title to the original Purchaser unless otherwise agreed goods, free and clear from all liens, claims, and encumbrances. Upon Xxxxx’s request, Seller shall furnish Buyer with a formal waiver or release of all liens by Xxxxx and/or Buyer’s suppliers. Seller in writingwarrants that goods or services covered by this Purchase Order shall not infringe any patent, design, mask work, copyright or trademark, of any third party, either directly or contributorily. Seller's sole obligation Xxxxxx agrees to indemnify Buyer and Purchaser’s exclusive remedy for hold Buyer harmless from and against all liability, loss, damage and expense, including reasonable counsel fees and costs of litigation, resulting from any justified claim under this warranty shall be limited of infringement and any litigation relating thereto. In the case where goods or a part thereof are held to one constitute infringement and the use of the followinggoods or a part thereof is enjoined, Seller shall, at the expense of Seller’s sole discretion: , either (a) repair or replacement of procure for the Product or Buyer the rights to continue to using the goods, (b) a credit replace the goods so that the goods become non-infringing, or (c) retake the goods and refund the purchase price and transportation and installation cost of the goods to Buyer. Such obligations shall survive acceptance of the goods or services and payment therefore by Buyer. Where applicable, the Seller warrants that the goods covered by this Purchase Order are in compliance with all laws, regulations, rules, and orders relating to the importation of goods into the United States, the exportation of goods out of the country of origin, the transit of goods through intermediate countries and the sale and use or foreign made goods in the United States. Seller further warrants that it has obtained all permits, licenses, and certifications necessary for the price paid by the original Purchaser goods to be exported out of the Product. This express warranty does not apply tocountry of origin, imported in the United States, delivered to Buyer and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable used or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by sold within the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTUnited States.

Appears in 3 contracts

Samples: Buyer, Buyer, Buyer

Warranty. Seller Landlord represents and warrants that as of the Products sold Possession Date, the Tenant Improvements will be in new condition and in good working order and in compliance with all Laws in effect at the time of filing for the building permits and the Final Approved Plans, and Landlord warrants labor and materials on all Tenant Improvements installed or constructed by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends Landlord for one year a period of two (2) years from the date Date of original purchase. All warranties apply only Substantial Completion (the “Construction Warranty”); provided, however, that the Construction Warranty will not be effective for any maintenance, repairs, or replacements necessitated due to the original Purchaser unless otherwise agreed by Seller in writingmisuse of Tenant or its subtenants, employees, agent, licensees, invitees, and guests, or damages caused by, the negligence or intentional misconduct of Tenant, its employees, contractors, agents, subtenants, licensees, invitees, or guests. Seller's sole obligation Landlord shall use commercially reasonable efforts to enforce all manufacturer’s materialman’s, vendor’s, and Purchasercontractor’s exclusive remedy for warranties on the Premises (regardless of the duration of the Construction Warranty hereunder). Landlord will pursue any justified claim under this valid warranty claims against its contractor beyond the two (2) year warranty provided that any expenses incurred and/or any recovery obtained shall be limited treated as either additional Operating Costs or an offset to one Operating Costs under Section 5.03(a). Schedule C-1 Preliminary Plans Schedule C-2 Final Plans and Specifications Preparation Schedule Schedule C-3 Final Plans and Specifications EXHIBIT D RESERVED PARKING EXHIBIT E LETTER AGREEMENT THIS AGREEMENT is made as of the followingday of , at Seller’s sole discretion: 2020_ between BR HEALTH HOLDINGS, LLC (ahereinafter referred to as “Landlord”) repair or replacement of the Product or and CONSOLIDATED CITY OF INDIANAPOLIS, DEPARTMENT OF PARKS & RECREATION (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such hereinafter referred to as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT“Tenant”).

Appears in 3 contracts

Samples: Letter Agreement, Letter Agreement, Letter Agreement

Warranty. Seller warrants that the Products sold by Seller SODERN undertakes to Purchaser conform to Seller’s specifications and are free remedy any defects resulting from defects in material and faulty design, materials or workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year a period of 12 (twelve) months starting from the date of original purchaseDelivery, or until launch whichever occurs first. All warranties BUYER shall notify SODERN in writing without delay of any defects that have appeared and shall give to SODERN every opportunity of inspecting and remedying them by returning to SODERN the Equipment in which a defect covered by this clause has appeared. The delivery to BUYER of such Equipment properly repaired shall be deemed to be a fulfilment by SODERN of his obligations under this Agreement. Defective parts replaced in accordance with this clause shall be SODERN’s property. The period of warranty shall be extended by such period as the defective items were not available to BUYER. Are at SODERN’s expenses: • cost of transportation and return of the Equipment between BUYER and SODERN’s premises, • cost of parts, • cost of SODERN’s manpower (exclusive of personnel travel expenses in case of repair at BUYER's premises). SODERN's liability shall not apply only in case of: • defects caused by components, equipment or sub-assembly furnished by BUYER, • improper use, maintenance or storage of the Equipment, • alteration or repair carried out without SODERN's consent in writing, or carried out improperly, • normal wear, • defects which are induced by any anomaly occurred in an electronic or mechanical components following alert. The warranty applies to the original Purchaser unless otherwise agreed Equipment delivered by Seller SODERN and excludes any costs in writingrelation with the disassembly/re-assembly (including failure analysis, tests, etc) of SODERN's defective Equipment integrated in the higher BUYER equipment. Seller's sole obligation and PurchaserAny costs induced by defective components supplied by BUYER (such as failure analysis, tests, disassembly re-assembly) are excluded from the field of the warranty. The provisions herein represent SODERN’s entire liability in respects of defects in the Equipment after acceptance. The warranties provided under this provision are exclusive of any oral, written, express or implied warranty as well as any compensation, remedy for any justified or damages that the BUYER would claim under this warranty shall be limited to one of the following, Agreement or at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTlaw.

Appears in 3 contracts

Samples: Terms and Conditions, Terms and Conditions, Terms and Conditions

Warranty. Seller warrants that the Products sold by Seller to Purchaser each product will be free of defects in material and workmanship and conform to Seller’s applicable specifications and are free from defects in material and workmanshipfor the period set forth below. Unless otherwise specified by Seller in writing, this Seller’s warranty extends shall be for one year the following periods from the date of original purchasedelivery: for (a) unassembled semiconductor devices (die or wafer form) – thirty (30) days; (b) all Buyer designed products (foundry services) – thirty (30) days; and (c) all Seller designed and assembled products – one (1) year. All warranties apply only to This warranty commences on the date the product is shipped by Seller. Seller warrants repaired product from date of redelivery, for the duration of the original Purchaser unless otherwise agreed by Seller in writingwarranty, and further warrants the repaired element within the product for a period of six (6) months from redelivery. Seller's sole obligation liability and Purchaser’s exclusive remedy for any justified claim responsibility under this warranty shall be limited is to one of the followingrepair, at Seller’s sole discretion: (a) repair replace, or replacement of the Product or (b) issue a credit for the purchase price paid of any returned product which Seller determines does not conform to the warranty. Product returned to Seller for warranty service will be shipped to Seller at Buyer's expense and will be returned to Buyer at Seller's expense. In no event shall Seller be responsible under this warranty for any defect which is caused by negligence, misuse, or mistreatment of a product or for any unit which has been altered or modified in any way. The warranty for replacement products shall terminate with the original Purchaser warranty of the Productproduct. This express warranty does Seller makes NO WARRANTY for products identified as prototypes, engineering samples, test boards, pre-production qualified products, products used as described in Section 20 below, or products not apply tomanufactured by Seller. All such unwarranted products are sold to Buyer “AS IS”. Seller's warranties as hereinabove set forth shall not be enlarged, diminished, or affected by, and no warranty remedy will be given forobligation or liability shall arise or grow out of, Product issues resulting from: (a) accident, acts Seller's rendering of nature, improper installation, improper assembly, unreasonable technical advice or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects service in materials or workmanship; (b) any Product damaged by the failure connection with Buyer's order of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTproducts furnished hereunder.

Appears in 3 contracts

Samples: Terms and Conditions of Sale, Terms and Conditions of Sale, Terms and Conditions of Sale

Warranty. Seller Ricoh agrees to perform its Services in a professional manner, consistent with applicable industry standards. Ricoh will re-perform any Services not in compliance with this warranty and brought to Ricoh's attention in writing within a reasonable time, but in no event more than thirty (30) days after such Services are performed, which shall be an exclusive remedy for such non-compliance. For any Products manufactured by Ricoh ("Ricoh Equipment"), Ricoh further warrants that that, at the Products sold by Seller to Purchaser conform to Seller’s specifications time of delivery and are for a period of ninety (90) days thereafter the Ricoh Equipment will be in good working order and will be free from any defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. SellerRicoh's sole obligation and Purchaser’s exclusive remedy for any justified claim obligations under this warranty are limited solely to the repair or replacement (at Ricoh's option) of parts proven to be defective upon inspection. The foregoing warranty shall be limited to one of the following, at Seller’s sole discretion: not apply if (a) repair the Ricoh Equipment is installed, wired, modified, altered, moved or replacement of the Product or serviced by anyone other than Ricoh, (b) the Ricoh Equipment is installed, stored and utilized and/or maintained in a credit for the price paid by the original Purchaser of the Product. This express warranty does manner not apply toconsistent with Ricoh specifications, and no warranty remedy will be given for, Product issues resulting from: (ac) accident, acts of nature, improper installation, improper assembly, unreasonable a defective or improper use, lack of proper maintenance, unauthorized repairs non-Ricoh accessory or modifications, abuse, normal wear supply or tear of replaceable parts such as spouts and hosespart is attached to or used in the Ricoh Equipment, or other causes (d) the Ricoh Equipment is relocated to any place where Ricoh services are not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufactureravailable. EXCEPT FOR CUSTOMER ACKNOWLEDGES THAT THE LIMITED WARRANTY CONTAINED HEREIN DOES NOT ASSURE UNINTERRUPTED OPERATION AND USE OF THE RICOH EQUIPMENT. In connection with any other Product sale, Ricoh shall transfer to Customer any Product warranties made by the applicable Product manufacturer, to the extent transferable and without recourse, and Ricoh makes no additional warranty or guaranty with respect to any such third-party Products. Physical or electronic copies of any applicable Product warranty will be delivered by Ricoh to Customer only upon Customer's specific written request. Customer agrees to comply with any applicable license agreement or license terms relating to intangible property or associated services included in any Serviced Products or Products, such as software licenses and/or prepaid data base subscription rights ("Software License"), whether pursuant to written, click-through, shrink-wrap or other agreements for such purpose, with the licensor of the software ("Software Supplier"). Ricoh has no right, title or interest in any third-party software. Customer is solely responsible for entering into Software Licenses with the applicable Software Supplier and acknowledges that its rights and obligations with respect to such software as well as those of the Software Supplier are solely as set forth in such Software Licenses. EXCEPT AS EXPRESSLY SET FORTH ABOVEIN THIS ORDER, SELLER MAKES NO WARRANTY WHATSOEVERRICOH DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, OF ANY NATURE WHATSOEVER, INCLUDING BUT NOT LIMITED TO, ANY WARRANTY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR USE, OR FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTPURPOSE.

Appears in 3 contracts

Samples: Master Lease Agreement, Order Agreement, www.pdsd.org

Warranty. Seller warrants to Buyer that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from on the date of original purchase. All warranties apply only shipment the Goods shall be in substantial conformity with the specifications therefore and free from material defects in workmanship or material subject to the condition that Seller receive notice of a claim hereunder of shipment of Goods within six (6) months on labor, one (1) years for Multipress manufactured Parts, (Purchased Component Parts have original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchasermanufacturer’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Productwarranty). This is the sole warranty of Seller and all other warranties whether express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs implied or modifications, abuse, normal wear written or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufactureroral are superseded hereby. EXCEPT FOR THE LIMITED WARRANTY AS SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERWARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING IMPLIED AND EXPRESSLY DISCLAIMS ANY WARRANTY IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY Seller’s warranty does not extend to defects or failures caused or aggravated by accident, misuse, abuse, alteration, improper transportation, rigging or improper installation of the Goods, and to Goods that have been repaired or altered by anyone other than seller. SELLER SHALL NOT BE DISCLAIMEDRESPONSIBLE FOR DAMAGES OF ANY KIND ARISING FROM THE CONTENT OR ADEQUACY OF ANY SPECIFICATIONS PROVIDED TO SELLER BY BUYER. BUYER ALONE SHALL BEAR RESPONSIBILITY FOR THE CONSEQUENCES OF ANY AND ALL SPECIFICATIONS IT PROVIDES TO SELLER. Seller’s sole obligation with respect to matters subject to Seller’s warranty shall be, PURCHASER AGREES THAT SUCH WARRANTIES at the option of Seller, either (i) to repair or replace defective or non-conforming parts or materials; or (ii) to refund the purchase price for the defective or non-conforming Goods (less an allowance for wear and tear in use by Buyer) upon return of the Goods FOB Mt. Carmel, Illinois. Seller’s decision to provide one remedy shall not bar a later decision to provide another and different remedy. The Goods (or part thereof) subject to a claim hereunder shall be returned to Seller by Buyer FOB Seller’s plant unless destroyed by reason of the defect and Seller is satisfied Buyer’s claim is within the scope of Seller’s warranty. THE RIGHTS AND REMEDIES OF BUYER SET FORTH ABOVE SHALL BE LIMITED THE SOLE AND EXCLUSIVE RIGHTS AND REMEDIES FOR ANY CLAIM WHATSOEVER HEREUNDER AND ALL OTHER RIGHTS AND REMEDIES ARE EXPRESSLY WAIVED BY BUYER. SELLER SHALL IN DURATION NO EVENT BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING IN CONNECTION WITH ANY CLAIM HEREUNDER NOTWITHSTANDING THE ABOVE. COMPONENT PARTS OR EQUIPMENT MANUFACTURED BY OTHERS ARE WARRANTED ONLY TO THE ONE YEAR WARRANTY PERIOD AND EXTENT AS WARRANTED TO THE REPLACEMENT VALUE OF THE PRODUCTSELLER BY SUCH MANUFACTURERS.

Appears in 3 contracts

Samples: General Terms And, multipress.com, multipress.com

Warranty. Seller warrants to Purchaser that the Products sold any products provided by Seller to Purchaser conform to Seller’s specifications and are hereunder shall be free from defects in material or workmanship under normal use and workmanshipoperation during the warranty period stated herein. Unless otherwise specified by Seller If any catalog products provided hereunder prove to be defective in writing, this warranty extends for material and workmanship within a period of ten (10) years from the date of manufacture or any non-catalog products provided hereunder prove to be defective in material and workmanship within a period of one (1) year from the date of manufacture, Seller, if promptly notified thereof in writing, will correct such defect at its own expense by, at its option, repairing or replacing the defective products. Products manufactured by third party are covered by the original purchasemanufacturers’ warranty. All warranties apply only THE FOREGOING IS THE SOLE AND EXCLUSIVE WARRANTY OF THE SELLER. ALL OTHER WARRANTIES, WRITTEN OR ORAL, STATUTORY, EXPRESS OR IMPLIED. INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, ARE HEREBY DISCLAIMED BY SELLER AND EXCLUDED FROM THESE TERMS OF SALE. Claims for defective products shall be subject to verification by an authorized employee of Seller. No products shall be returned to Seller without its prior written consent. Products which Seller consents to have returned shall be shipped prepaid F.O.B. the seller’s factory or other location designated by the Seller. Seller shall not assume responsibility or accept invoices for unauthorized repairs or alterations its products, even though defective. Any replacement or repaired product furnished under this warranty by Seller shall be warranted for the balance of the warranty period and under the same warranty conditions as applicable to the original Purchaser unless otherwise agreed product. The foregoing warranty does not apply to experimental, prototype or developmental products. Seller makes no warranty on products manufactured by others which are resold by Seller. Seller shall use its best efforts to obtain from each such product manufacturer, in writing. Seller's sole obligation and Purchaseraccordance with the manufacturer’s exclusive remedy for any justified claim under this warranty shall be limited to one of or customary practice, the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects products which prove defective in materials material or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.

Appears in 3 contracts

Samples: spirepowersolutions.com, jeffersonelectric.com, www.harmonicslimited.com

Warranty. For a period of one year from the date of shipment, and provided payments for the Products have been made by Buyer to Seller, Seller warrants to Buyer that the Products sold by Seller to Purchaser its Products: (i) substantially conform to Seller’s published specifications and (ii) are free from defects in material and or workmanship. Unless otherwise specified Specific products may have a warranty period greater than one year. See xxx.xxxxxxx.xxx/xxxxx for those Products where extended warranties may apply (document 100-003). Any Services provided by Seller are warranted to be performed in writinga good and workmanlike manner. If a warranted Product or any Services fail to conform to these warranties, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Buyer must promptly notify Seller in writing. Seller's sole obligation Seller will, at its discretion and Purchaser’s exclusive remedy for at no charge to the Buyer: (i) repair the Product or Services; (ii) replace the Product or any justified claim under this warranty shall be limited to one Services; or (iii) offer a full refund of that portion of the following, at Seller’s sole discretion: (a) purchase price allocable to the non-conforming Product or Services. Warranty repair or replacement by Seller will not extend or renew the applicable warranty period. Buyer will obtain Seller's agreement on the specifications of any tests it plans to conduct to determine whether a Product non-conformance exists. Buyer will bear the Product costs of access for Seller's remedial warranty efforts (including removal and replacement of systems, structures or (b) a credit for the price paid by the original Purchaser other parts of the Product. This express warranty does not apply toBuyer's facility), and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper de-installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts decontamination and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerre- installation. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERFOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE PURPOSE. SELLER DOES NOT WARRANT THAT THE OPERATION OF ANY SOFTWARE PROVIDED WILL BE UNINTERRUPTED OR AGAINST INFRINGEMENTERROR OR BUG-FREE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDThis warranty allocates the risks of Product failure between Seller and Buyer. This allocation is recognized by both parties and is reflected in the price of the Products. Xxxxx acknowledges that it has read this Contract, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTunderstands it, and agrees to and is bound by its terms.

Appears in 3 contracts

Samples: Terms and Conditions of Sale, Terms and Conditions of Sale, Terms and Conditions of Sale

Warranty. Seller warrants The sole warranty given by Puregraft regarding any Product shall be that written limited warranty provided in Schedule 3.1, as it may from time to time be amended by mutual written consent of Distributor and Puregraft (the “Warranty”). Distributor agrees to provide to its Customers within the Territory a written warranty for each particular Product on terms at least as favorable to Customers as that supplied by Puregraft for such Product. Excepting cases of gross negligence, or willful misconduct by Puregraft, in no event shall Puregraft’s total liability for any claim or action in connection with a Product exceed the purchase price of the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date out of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified which such claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufactureraction arose. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVEAS EXPRESSLY SO WARRANTED, SELLER MAKES NO WARRANTY WHATSOEVERPUREGRAFT HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR EXPRESS, STATUTORY AND IMPLIED, INCLUDING APPLICABLE TO THE PRODUCTS INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY, DESIGN, AND/OR FITNESS FOR A PARTICULAR PURPOSE PURPOSE. THE WRITTEN LIMITED WARRANTY, IF ANY, APPLICABLE TO ANY PARTICULAR PRODUCT SHALL STATE THE FULL EXTENT OF PUREGRAFT’S LIABILITY, WHETHER DIRECT OR AGAINST INFRINGEMENTINDIRECT, SPECIAL OR CONSEQUENTIAL, RESULTING FROM ANY BREACH OF SUCH WARRANTY. IN PUREGRAFT FURTHER DISCLAIMS ALL EXPRESS, STATUTORY AND IMPLIED WARRANTIES APPLICABLE TO THE EVENT PRODUCTS WHICH ARE NOT MANUFACTURED BY PUREGRAFT, OR BY A LICENSEE OR SUBLICENSEE OF PUREGRAFT. THE ONLY WARRANTIES EXIST AT LAW THAT MAY APPLICABLE TO PRODUCTS NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES MANUFACTURED BY PUREGRAFT OR BY A LICENSEE OR SUBLICENSEE THEREOF SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE WARRANTIES, IF ANY, OF THE PRODUCTMANUFACTURERS OF THOSE ITEMS.

Appears in 3 contracts

Samples: Exclusive Distribution Agreement (Establishment Labs Holdings Inc.), Exclusive Distribution Agreement (Establishment Labs Holdings Inc.), Exclusive Distribution Agreement (Establishment Labs Holdings Inc.)

Warranty. Seller Distributor warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writingSub-Distributor, this warranty extends for a period of one year from the date of original purchase. All warranties apply only delivery by Distributor to the original Purchaser unless otherwise agreed intended recipient thereof, that any Products delivered by Seller Distributor pursuant to this Agreement shall conform in writing. Seller's sole obligation all material respects to the written specifications for such Products, a copy of which is attached hereto as Exhibit B, and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one free of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials and workmanship. Distributor further warrants to Sub-Distributor that it has title to the Products to be conveyed hereunder and has the right to sell the same and that at the time of delivery, such Products shall be free of any security interest or workmanship; other lien or any other encumbrances whatsoever (b) the warranties provided in the preceding two sentences being hereinafter referred to as the “Limited Warranty”). Except for the Limited Warranty, Distributor makes no warranties or representations to Sub-Distributor or any Product damaged by other person with respect to the failure Products or any services provided to Sub-Distributor or any other person. Distributor may not change any of the owner terms of the Limited Warranty at any time, without written consent from Sub-Distributor unless Distributor notifies Sub-Distributor in writing at least one hundred and twenty (120) calendar days prior to useany such change. Any such change shall not apply to any Products sold to or ordered by Sub-Distributor prior to the change. Sub-Distributor will not alter the Limited Warranty, maintainwarranty disclaimers, and limitation of liability without the prior written authorization of Distributor, nor extend or store make any additional warranty or representation regarding the Product as specified in any applicable instructions and/or warnings provided Products unless expressly authorized by Seller or the manufacturerDistributor. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERREFERRED TO IN THIS SECTION IS THE ONLY WARRANTY, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY THAT DISTRIBUTOR MAKES WITH RESPECT TO THE PRODUCTS. DISTRIBUTOR SPECIFICALLY DISCLAIMS ALL OTHER IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST PURPOSE, AND NON-INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.

Appears in 2 contracts

Samples: Non Exclusive Sub Distribution Agreement (Kaival Brands Innovations Group, Inc.), Non Exclusive Sub Distribution Agreement (Kaival Brands Innovations Group, Inc.)

Warranty. Seller The following warranties apply: For equipment rentals by a Participating Entity, Vendor warrants that upon delivery the Products sold by Seller to Purchaser conform to Seller’s specifications equipment rented hereunder will be in good working condition. If the equipment is not in good working condition upon delivery, Vendor shall promptly repair or replace the equipment at its sole cost and are free from defects in material and workmanshipexpense. Unless otherwise specified by Seller in writing, this warranty extends for one year from If the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) equipment requires repair or replacement of during the Product rental period, Vendor will promptly repair or (b) a credit replace the equipment at its sole cost and expense; provided, however, if the repair or replacement is necessary due to Participating Entity’s abuse, misuse, or neglect, then Participating Entity will be responsible for the price paid by the original Purchaser cost of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable such repair or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerreplacement. EXCEPT FOR THE LIMITED WARRANTY AS SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERHEREIN VENDOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE RENTAL OF EQUIPMENT. For equipment purchases by a Participating Entity, the only warranty provided with the equipment sold herein is the warranty provided by the original equipment manufacturer (“OEM”). Vendor will pass through all warranties, to the extent allowable, that the OEM provides. If a warranty claim is approved by the OEM and the OEM authorizes Vendor to repair or replace the equipment, Vendor will do so. ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE PURPOSE, ARE EXPRESSLY EXCLUDED AND DISCLAIMED. For services provided to a Participating Entity, Vendor warrants the services will be performed in a good and workmanlike manner. The duration of the warranty shall be 30 days after the service is completed. If during the 30-day warranty period the equipment requires additional service, because of defective original service or a defective replacement part(s), then Vendor will re-perform the defective service and/or replace the defective part at its sole cost and expense. If the equipment has been subject to abuse, misuse, or neglect, Vendor shall have no obligation to re-perform the service or replace any part(s). The only warranty on replacement parts provided with Vendor’s service herein is the warranty provided by the original equipment manufacturer (“OEM”). Vendor will pass through all warranties, to the extent allowable, that the OEM provides. If a warranty claim on such replacement part is approved by the OEM and the OEM authorizes Vendor to repair or replace the part, Vendor will do so. EXCEPT AS SET FORTH HEREIN VENDOR DISCLAIMS ALL OTHER WARRANTIES EXPRESS OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION IMPLIED WITH RESPECT TO THE ONE YEAR WARRANTY PERIOD REPLACEMENT PARTS AND TO THE REPLACEMENT VALUE SERVICE OF THE PRODUCTEQUIPMENT.

Appears in 2 contracts

Samples: procure.ohio.gov, canoeprocurement.ca

Warranty. Seller Supplier warrants that the Products sold by Seller to Purchaser conform to Seller’s be provided under this Agreement are new. Supplier warrants that the Products shall meet the applicable specifications and are shall be free from defects in material and workmanship. Unless otherwise specified by Seller in writingresulting from faulty design, this warranty extends for one year materials or workmanship [*] from the date of original purchasedelivery to Buyer under Section 6.1.2 above. All warranties apply The returned material will be only to the original Purchaser unless otherwise agreed by Seller in writingaccepted upon RMA procedure, RMA number being given within no more than [*]. SellerSupplier's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following[*]. This warranty shall not apply, at Seller’s sole discretion: inter alia, to defects or deterioration in Products caused by or attributable to (ai) repair or replacement of the Product utilization otherwise than in accordance with instructions furnished by Supplier, or (bii) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosesmaintenance and/or storage, or other causes (iii) Products modification not directly arising from defects in materials or workmanship; (b) any Product damaged provided for by the failure of the owner to useSupplier. THE FOREGOING WARRANTY SETS FORTH THE ENTIRE LIABILITY AND OBLIGATIONS OF SUPPLIER, maintainSUPPLIER AFFILIATED COMPANIES AND THEIR RESPECTIVE SUPPLIERS FOR DEFECTS OR DEFICIENCIES IN THE PRODUCTS, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerWHETHER BASED ON BREACH OF WARRANTY, OR OTHERWISE. EXCEPT FOR THE LIMITED WARRANTY WARRANTIES SET FORTH ABOVEOR LIMITED HEREIN ARE THE SOLE AND EXCLUSIVE WARRANTIES AND ARE IN LIEU OF ALL OTHER WARRANTIES, SELLER MAKES NO WARRANTY WHATSOEVEREXPRESS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY WARRANTY WARRANTIES OF MERCHANTABILITYNONINFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE AND MERCHANTABILITY, ACCURACY OR AGAINST INFRINGEMENTTITLE. IN TO THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT EXTENT AN IMPLIED WARRANTY CANNOT BE DISCLAIMEDEXCLUDED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE WARRANTY IS LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTPERIOD. [*] Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions.

Appears in 2 contracts

Samples: Agreement (Avanex Corp), Avanex Corp

Warranty. Seller PLI warrants that the Products sold any product supplied under purchase orders issued by Seller to Purchaser conform to Seller’s specifications Buyer and are accepted by PLI, where properly used, stored and maintained, and if properly assembled and installed, shall be free from defects in workmanship and material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date a period of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one 12 months after delivery of the followingproducts. Buyer shall give PLI, at Seller’s sole discretion: within ten (a10) days of the discovery of any warranty claim, written notice of the claimed defect and satisfactory proof thereof. PLI shall, within ten (10) days of the receipt of the returned Product, provide Buyer with written notice of the results of investigation and, if subject to repair or replacement of under the Product warranty, the scheduled reworked or (b) a credit for the price paid by the original Purchaser of the Productreplaced product delivery schedule. This express PLI's warranty does not apply toextend to (i) any damage or loss due to misuse, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modificationsdisaster, abuse, neglect, normal wear or tear of replaceable parts such as spouts and hoseswear, or other causes damage or loss due to work not directly arising from defects in materials performed by PLI or workmanship; its contractors, (bii) any damage or loss caused by a Product damaged that has been repaired or altered by the failure of the owner to use, maintainBuyer or a third party without PLI's prior written approval, or store the Product as specified in any applicable (iii) defects arising out of data, drawings, specifications or instructions and/or warnings provided furnished by Seller or the manufacturerBuyer. PLI'S OBLIGATION AND BUYER'S EXCLUSIVE REMEDY UNDER THIS WARRANTY SHALL BE LIMITED TO REPAIR OR REPLACEMENT BY PLI AT ITS COST OF THE PRODUCTS THAT PROVE DEFECTIVE WITHIN THE APPLICABLE WARRANTY PERIOD OR, AT PLI’S DISCRETION, A REFUND OF THE PURCHASE PRICE OF SUCH DEFECTIVE PRODUCTS. REPLACEMENT PRODUCTS ARE WARRANTED ONLY FOR THE REMAINING WARRANTY PERIOD OF THE ORIGINAL PRODUCT. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVEAS EXPRESSLY PROVIDED HEREIN, SELLER PLI MAKES NO REPRESENTATION OR WARRANTY WHATSOEVEROF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF AS TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION ANY OTHER MATTER WITH RESPECT TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTPRODUCTS.

Appears in 2 contracts

Samples: www.phxlogistics.com, www.phxlogistics.com

Warranty. Seller warrants Tiller’s sole and exclusive warranty with regard to Products or services provided is that the Products sold by Seller to Purchaser will conform to SellerTiller's specifications on delivery. Customer agrees that Tiller’s specifications and quality management laboratory’s results shall be determinative of achieving any specification results; results from third part laboratories are free from defects expressly disclaimed as determinative in material and workmanshipall cases. Unless otherwise specified by Seller in writing, this warranty extends for one year from Tiller does not warrant the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy Product for any justified claim under this warranty shall particular purpose and in no case will Tiller be limited liable for failures due to one Customer’s care of the followingproduct, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable site conditions or improper installation or use. TILLER HEREBY DISCLAIMS ALL OTHER WARRANTIES OR GUARANTEES WITH RESPECT TO THE PRODUCTS OR SERVICES, lack of proper maintenanceWHETHER STATUTORY, unauthorized repairs or modificationsWRITTEN, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERORAL, EXPRESS OR IMPLIED, INCLUDING INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, SUITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR AGAINST NON-INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDIf any Product warranted hereunder proves defective or non-conforming at delivery, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTTiller's sole liability and the Customer’s sole remedy hereunder shall be for Tiller, to replace, at no cost to Customer, any such defective or non-conforming Product with a non-defective or conforming Product or credit Customer’s account for all amounts paid with respect to the defective or non-conforming Product. In no case shall Tiller be responsible for installation or reconstruction costs, lost profit, delays or penalties incurred by Customer. Any claims by Customer for defective or non-conforming product must be made within 5 business days of delivery unless due to the nature of the Product a claim must be made in a shorter period of time in order to preserve evidence of the Product’s defect or non-conformance.

Appears in 2 contracts

Samples: Terms and Conditions, Terms and Conditions

Warranty. Seller Distributor warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writingSub-Distributor, this warranty extends for a period of one year from the date of original purchase. All warranties apply only delivery by Distributor to the original Purchaser unless otherwise agreed intended recipient thereof, that any Products delivered by Seller Distributor pursuant to this Agreement shall conform in writing. Seller's sole obligation all material respects to the written specifications for such Products, a copy of which is attached hereto as Exhibit B, and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one free of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials and workmanship. Distributor further warrants to Sub-Distributor that it has title to the Products to be conveyed hereunder and has the right to sell the same and that at the time of delivery, such Products shall be free of any security interest or workmanship; other lien or any other encumbrances whatsoever (b) the warranties provided in the preceding two sentences being hereinafter referred to as the “Limited Warranty”). Except for the Limited Warranty, Distributor makes no warranties or representations to Sub-Distributor or any Product damaged by other person with respect to the failure Products or any services provided to Sub-Distributor or any other person. Distributor may not change any of the owner terms of the Limited Warranty at any time, without written consent from Sub-Distributor unless Distributor notifies Sub-Distributor in writing at least one hundred and twenty (120) calendar days prior to useany such change. Any such change shall not apply to any Products sold to or ordered by Sub-Distributor prior to the change. Sub-Distributor will not alter the Limited Warranty, maintainwarranty disclaimers and limitation of liability without the prior written authorization of Distributor, nor extend or store make any additional warranty or representation regarding the Product as specified in any applicable instructions and/or warnings provided Products unless expressly authorized by Seller or the manufacturerDistributor. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERREFERRED TO IN THIS SECTION IS THE ONLY WARRANTY, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY THAT DISTRIBUTOR MAKES WITH RESPECT TO THE PRODUCTS. DISTRIBUTOR SPECIFICALLY DISCLAIMS ALL OTHER IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST AND NON-INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.

Appears in 2 contracts

Samples: Non Exclusive Sub Distribution Agreement (Kaival Brands Innovations Group, Inc.), Non Exclusive Sub Distribution Agreement (Kaival Brands Innovations Group, Inc.)

Warranty. Seller warrants that the Products sold Except as is furnished herein in writing by Seller to Purchaser conform Buyer, Seller warrants solely to Buyer only that materials furnished hereunder will be of the kind designated or specified, and no other warranty, except of title, shall be implied. Providing Buyer gives notice in accordance with Article 11, if goods sold hereunder contain defects in material or workmanship demonstrated to Seller’s specifications and are free satisfaction to have existed at the time of departure from defects Seller’s plant, Seller, reserving the right to either inspect them in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and PurchaserBuyer’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followinghands or request their return will, at Seller’s sole discretion: (a) repair option, correct or replacement of the Product replace at Seller’s expense F.O.B. Seller’s plant, or (b) a give Buyer proper credit for the price paid such goods determined by the original Purchaser of the ProductSeller to defective, with all necessary packaging and transportation costs (if any) to be assumed by Buyer. This express warranty does The foregoing shall not apply toto goods that shall have been subjected to alteration, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of naturecontamination, improper installationmaintenance or storage, improper assemblymisapplication, unreasonable misuse, negligence or improper use, lack of proper maintenance, unauthorized repairs accident after shipment from Seller’s plant by anyone except Seller’s authorized employees or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturergoods to which Buyer’s tests use an unrepresentative sample. EXCEPT FOR THE LIMITED WARRANTY AS SET FORTH ABOVEON FACE OF SELLER’S INVOICE OR ON THE XXXX OF LADING, SELLER MAKES NO WARRANTY WHATSOEVERALL WARRANTIES OF MATERIALS SOLD HEREUNDER, EXPRESS EXPRESSED OR IMPLIED, INCLUDING ANY BUT NOTLIMITED TO WARRANTY OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE SPECIFICALLY EXCLUDED FROM THIS TRANSACTION AND SHALL NOT APPLY. THE REMEDIES SET FORTH IN THIS ARTICLE 3 SHALL BE THE SOLE AND EXCLUSIVE REMEDY AVAILABLE TO THE BUYER, IN LIEU OF ALL OTHER REMEDIES FOR DAMAGES (INCLUDING BUT NOT LIMITED TO DIRECT, CONSEQUENTIAL AND SPECIAL OR AGAINST INFRINGEMENTINCIDENTAL DAMAGE ARISING OUT OF LATE, PARTIAL AND/OR NON DELIVERY, THE SALE, USE, FURNISHING OF MATERIALS, OR SUITABILITY FOR GENERAL OR PARTICULAR USE). IN NO EVENT WILL SELLER’S LIABILITY EXCEED THE CONTRACT (PURCHASE) PRICE FOR THE MATERIALS FOR WHICH LIABILITY IS CLAIMED. BUYER IS SOLELY RESPONSIBLE FOR DETERMINING SUITABILITY FOR USE AND SELLER SHALL IN NO EVENT WARRANTIES EXIST AT LAW THAT MAY BE LIABLE IN THIS RESPECT. THE GIVING OR FAILURE TO GIVE ADVICE, RECOMMENDATION OR SAFETY WARNINGS OF ANY CHARACTER BY SELLER SHALL NOT BE DISCLAIMEDIMPOSE ANY LIABILITY UPON SELLER. If the materials sold hereunder are resold by Buyer, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTBuyer agrees to include in the contract for resale provisions which limit recoveries against Seller in accordance with this Article 3. No employee or agent of Seller is authorized to make any warranty statement, promise or understanding other than that which is specifically set forth herein. The provisions in any specification data sheet or chart issued by Seller or attached hereto are descriptive only and are not warranties or representations.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Hub City Tools, Inc.), Limited Liability Company Agreement (Green Field Energy Services, Inc.)

Warranty. Final acceptance of material by HJF will not be until after arrival at the destination specified by HJF, unless otherwise specified by HJF. Seller warrants that the Products sold all articles, material, and work supplied by Seller to Purchaser under the order conform to the requirements, specifications, drawings, samples, or other descriptions specified in the Purchase Order, that they are of good material and workmanship and free from all defects in manufacture or design, and that they are of merchantable quality and fit for their intended purpose. Such warranties by Seller shall run to the benefit of HJF and purchasers from HJF. Seller’s specifications and are free from defects in material and workmanshipwarranty shall be effective for a period of time as set forth on the face of the Purchase Order. Unless otherwise specified by Seller in writingIf no such time period is set forth on the face of the Purchase Order, this the warranty extends shall be effective for a period of one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed acceptance by HJF or date of shipment by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy of non-defective goods, whichever is later, or for any justified claim under this longer period specified by Seller. Return of articles and material to Seller for breach of warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair expense. Any article or replacement materials not accepted by HJF may be returned to Seller at Seller’s expense for full credit of the Product purchase price. Inspection may be performed at HJF’s option on a statistical sampling basis; the entire lot may be rejected based on defects revealed by such sampling. At HJF’s option, the rejected lot will be either returned to Seller for replacement or (b) a credit for the price or 100% screened by HJF with cost of screening paid by Seller. The initial inspection performed at HJF on receipt of material is a conditional acceptance, which shall not waive the original Purchaser right of HJF to return material to Seller that exhibits or develops defects due to latent causes during or after installation or testing of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTend product.

Appears in 2 contracts

Samples: www.hjf.org, www.hjfmri.org

Warranty. Seller warrants that Except for uncompleted items of Tenant Improvements specified in the Products sold by Seller punchlist described in Section 5.3, above, and for latent defects, Tenant shall be deemed to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from have accepted all elements of Tenant Improvements on the date of original purchaseSubstantial Completion. All warranties apply only In the case of a dispute concerning the completion of items of Tenant Improvements specified in the punchlist, such items shall be deemed completed and accepted by Tenant upon the delivery to Tenant of a certificate of the Architect on behalf of the Contractor that such items have been completed unless the certification reasonably is disputed by Tenant by a notice to Landlord given within ten (10) Business Days of Landlord’s delivery of the certification to Tenant. In the case of latent defects in Tenant Improvements appearing after the Rent Commencement Date, Tenant shall be deemed to have waived any claim for correction or cure thereof on the date that is 11 months following the date of Substantial Completion of the applicable work if Tenant has not then given notice of such defect to Landlord. For the purposes of this Lease, “latent defects” shall mean defects in the construction of the Landlord Work that are not readily observable by visible inspection at the time the punchlist is prepared or cannot be ascertained by reason of seasonality. Landlord shall cause Landlord’s contractor so to remedy, repair or replace any such latent defects identified by Tenant within the foregoing time periods, together with any damage caused to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation Landlord Work on account of such defects, such action to occur as soon as practicable during normal working hours and Purchaserso as to avoid any unreasonable interruption of Tenant’s exclusive remedy for any justified claim under this warranty shall be limited to one use of the followingPermanent Premises. If timely and adequate notice has been given and if Landlord has other guarantees, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosescontract rights, or other causes not directly arising from claims against contractors, materialmen, architects, suppliers or manufacturers with respect to the Tenant Improvements or any portion thereof, Landlord shall also exercise commercially reasonable efforts to enforce such guarantees or contract rights for Tenant’s benefit upon its request. The foregoing shall constitute Landlord’s entire obligation with respect to all latent defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTTenant Improvements.

Appears in 2 contracts

Samples: Lease (Jounce Therapeutics, Inc.), Lease (Jounce Therapeutics, Inc.)

Warranty. Seller (a) Producer warrants solely to Distributor only that the (i) Products sold by Seller to Purchaser furnished hereunder shall conform to Seller’s applicable specifications and are free from defects in material (ii) Distributor shall acquire good and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only marketable title to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation Products, and Purchaser’s exclusive remedy for any justified claim under this no other warranty shall be limited implied. Provided that Distributor gives notice in accordance with Section 5(b) below, if Products sold hereunder fail to one conform to applicable specifications, demonstrated to Producer’s reasonable satisfaction to have existed at the time of departure from Producer’s plant, Producer, reserving the right to inspect Products, shall, at Producer’s option, replace at Producer’s expense F.O.B. Distributor’s plant or give Distributor credit for Products determined to be non- conforming. Producer shall not be obligated to replace or provide credit for Products that shall have been subjected to alteration, contamination, improper maintenance or storage, misapplication, misuse, negligence or accident during or after shipment from Producer’s plant. The remedy set forth in this Section 5(a) shall be the sole and exclusive remedy available to Distributor for breach of warranty. In no event shall Distributor’s remedy exceed the purchase price of the followingnon- conforming Products, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price plus any transportation and logistics costs paid by the original Purchaser of the ProductProducer to supply replacement materials to Distributor as described above in this Section 5(a) and Producer shall not be liable for any other loss or damage, whether direct or indirect. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY WARRANTIES SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERIN THIS SECTION 5 ARE THE ONLY WARRANTIES APPLICABLE TO THE PRODUCTS SOLD HEREUNDER. ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE, ARE SPECIFICALLY DISCLAIMED AND SHALL NOT APPLY. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDDistributor is solely responsible for determining suitability for use and Producer shall in no event be liable in this respect. The giving or failure to give advice, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTrecommendation or safety warnings of any character by Producer shall not impose any liability upon Producer.

Appears in 2 contracts

Samples: Distribution Agreement (Covia Holdings Corp), Distribution Agreement (Covia Holdings Corp)

Warranty. Seller COMPANY represents and warrants to Representative that the Products, for a period of [***], will be free from material defects in materials and workmanship and will operate substantially in conformance with COMPANY’s documentation. This warranty period begins the date Products sold by Seller are shipped from Representative to Purchaser conform its Customers. The foregoing warranty does not apply to Seller’s specifications any Products which have been subject to misuse, including but not limited to static discharge, neglect, accident or modification or which have been soldered or altered during assembly and are free from defects in material and workmanshipnot capable of being tested by COMPANY under its normal test conditions. Unless otherwise specified by Seller in writing, this warranty extends COMPANY’s obligation for one year from the date of original purchase. All warranties apply only Products failing to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under meet this warranty shall be limited to one refund the purchase price of the followingnonconforming Product, at Selleror to replace or repair the nonconforming Products, provided that Representative follows COMPANY’s sole discretion: (a) repair or RMA procedures. COMPANY shall bear the cost of freight and insurance for returned Products. The warranty on any replacement Product shall be the same as that of the Product original Products. Representative will have no right or (b) a credit for authority to make any further representations, warranties or guarantees on behalf of COMPANY in connection with the price paid by the original Purchaser sale of the ProductProducts to its Customers. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, FOREGOING WARRANTIES AND REMEDIES ARE EXCLUSIVE AND NON-TRANSFERABLE AND ARE MADE EXPRESSLY IN LIEU OF ALL OTHER WARRANTIES EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, STATUTORY OR OTHERWISE, AND EACH PARTY HEREBY DISCLAIMS ANY AND ALL SUCH WARRANTIES, INCLUDING ANY WARRANTY WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE PURPOSE. COMPANY NEITHER ASSUMES NOR AUTHORIZES ANY OTHER PERSON TO ASSUME FOR IT ANY OTHER WARRANTY OR AGAINST INFRINGEMENTLIABILITY IN CONNECTION WITH SALE OR USE OF THE PRODUCTS AND COMPANY MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO ANY PRODUCT OTHER THAN THE COMPANY PRODUCTS. IN THE EVENT WARRANTIES EXIST AT LAW ANY PROTOTYPES OR PRE-RELEASE COMPANY PRODUCTS THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH FURNISHED BY COMPANY ARE FURNISHED “AS IS” WITH NO WARRANTIES SHALL BE OF ANY KIND. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTREMEDY.

Appears in 2 contracts

Samples: Sales Representative Agreement, Sales Representative Agreement (Ambarella Inc)

Warranty. Seller warrants that HARDWARE WARRANTY Hardware products are warranted for two (2) years from the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from purchase date of the original product against defects in material materials and workmanship. Unless otherwise specified by Seller in writingIf ESI receives notice of such defects during the warranty period, this ESI will replace products which prove to be defective. THIS IS AN EXCLUSIVE REMEDY AND ESI SHALL HAVE NO LIABILITY OF ANY TYPE BEYOND REPAIR OR REPLACEMENT OF THE DEFECTIVE PRODUCT. For product warranties requiring return to ESI, Buyer shall prepay shipping charges (and shall pay all duties and taxes) for products returned to ESI for warranty extends service. Except for one year products returned to Buyer from the date another country, ESI shall pay for return of original purchaseproducts to Buyer. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followingNO OTHER WARRANTIES, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply toWHETHER WRITTEN OR ORAL, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS ARE EXPRESSED OR IMPLIED, INCLUDING ANY WARRANTY . ESI SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE. IN THE EVENT SOFTWARE WARRANTY ESI does not warrant that the operation of software products (programs) will meet the Buyer's requirements or be error free. The programs are provided "AS IS" without warranty of any kind. The entire risk as to the quality and performance of the programs is with the Buyer. If the programs prove defective or inadequate, Buyer assumes the entire cost of service or repair and for any damages caused by the defects. THERE ARE NO WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDWHICH EXTEND BEYOND THIS WARRANTY. LIMITATION OF DAMAGES The remedies set forth in the product warranty are the Buyer's sole and exclusive remedies. In no event shall ESI be liable for direct, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTindirect, special or consequential damages (including loss of profits), whether based on contract, tort, or any other legal theory.

Appears in 2 contracts

Samples: Extended Systems Agreement (Extended Systems Inc), Extended Systems Agreement (Extended Systems Inc)

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to will operate or perform substantially in conformance with Seller’s 's published specifications and are be free from defects in material and workmanship, when subjected to normal, proper and intended storage and usage by properly trained personnel, for the duration of the manufacturer’s warranty period set forth in the product documentation, published specifications or package inserts. Unless otherwise If a manufacturer’s warranty period is not specified by Seller in writingthe product documentation, this published specifications or package inserts, the warranty extends for period shall be one (1) year from the date of original purchaseshipment to Buyer for equipment, and the earlier of any stated expiry dates or ninety (90) days for all other products (the "Warranty Period"). All warranties apply only In the case of laboratory chemical products, retest dates on Products have no effect on the warranty period. Seller agrees during the Warranty Period, to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followingrepair or replace, at Seller’s sole discretion: 's option, defective Products so as to cause the same to operate in substantial conformance with said published specifications; provided that Buyer shall (a) repair or replacement promptly notify Seller in writing upon the discovery of any defect, which notice shall include the product model and serial number (if applicable) and details of the Product or warranty claim; and (b) after Seller's review, Seller will provide Buyer with service data and/or a credit Return Material Authorization ("RMA"), which may include biohazard decontamination procedures and other product-specific handling instructions, then, if applicable, Buyer may return the defective Products to Seller with all costs prepaid by Buyer. Replacement parts may be new or refurbished, at the election of Seller. All replaced parts shall become the property of Seller. Shipment to Buyer of repaired or replacement Products shall be made in accordance with the Delivery provisions of the Seller's Terms and Conditions of Sale. Consumables are expressly excluded from this warranty. If Seller elects to repair defective medical device instruments, Seller may, in its sole discretion, provide a replacement loaner instrument to Buyer as necessary for use while the price paid instruments are being repaired. Notwithstanding the foregoing, Products supplied by Seller that are obtained by Seller from an original manufacturer or third-party supplier are not warranted by Seller and Seller disclaims all warranties associated with the accuracy of any original manufacturer or third-party supplier Product information, but Seller agrees to assign to Buyer any warranty rights in such Product that Seller may have from the original Purchaser manufacturer or third-party supplier, to the extent such assignment is allowed by such original manufacturer or third-party supplier. In no event shall Seller have any obligation to make repairs, replacements or corrections required, in whole or in part, as the result of the Product. This express warranty does not apply to(i) normal wear and tear, and no warranty remedy will be given for, Product issues resulting from: (aii) accident, acts disaster or event of natureforce majeure, (iii) misuse, fault or negligence of or by Buyer, (iv) use of the Products in a manner for which they were not designed, (v) causes external to the Products such as, but not limited to, power failure or electrical power surges, (vi) improper installation, improper assembly, unreasonable storage and handling of the Products or improper use, lack (vii) use of proper maintenance, unauthorized repairs the Products in combination with equipment or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes software not directly arising from defects in materials or workmanship; (b) any Product damaged supplied by Seller. If Seller determines that Products for which Xxxxx has requested warranty services are not covered by the failure warranty hereunder, Buyer shall pay or reimburse Seller for all costs of the owner investigating and responding to usesuch request at Seller's then prevailing time and materials rates. If Seller provides repair services or replacement parts that are not covered by this warranty, maintainBuyer shall pay Seller therefor at Seller's then prevailing time and materials rates. ANY INSTALLATION, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerMAINTENANCE, REPAIR, SERVICE, RELOCATION OR ALTERATION TO OR OF, OR OTHER TAMPERING WITH, THE PRODUCTS PERFORMED BY ANY PERSON OR ENTITY OTHER THAN SELLER WITHOUT SELLER'S PRIOR WRITTEN APPROVAL, OR ANY USE OF REPLACEMENT PARTS NOT SUPPLIED BY SELLER, SHALL IMMEDIATELY VOID AND CANCEL ALL WARRANTIES WITH RESPECT TO THE AFFECTED PRODUCTS. THE OBLIGATIONS CREATED BY THIS WARRANTY STATEMENT TO REPAIR OR REPLACE A DEFECTIVE PRODUCT SHALL BE THE SOLE REMEDY OF BUYER IN THE EVENT OF A DEFECTIVE PRODUCT. EXCEPT FOR THE LIMITED AS EXPRESSLY PROVIDED IN THIS WARRANTY SET FORTH ABOVESTATEMENT, SELLER MAKES NO WARRANTY WHATSOEVERDISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE PRODUCTS, INCLUDING ANY WARRANTY WITHOUT LIMITATION ALL IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A ANY PARTICULAR PURPOSE PURPOSE. SELLER DOES NOT WARRANT THAT THE PRODUCTS ARE ERROR-FREE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTWILL ACCOMPLISH ANY PARTICULAR RESULT.

Appears in 2 contracts

Samples: beta-static.fishersci.com, beta-static.fishersci.com

Warranty. Seller Supplier warrants that the Products sold by Seller to Purchaser conform to Seller’s units of Product supplied under this Agreement will meet the mutually agreed upon specifications in effect at the time of manufacture and are be free from defects in Supplier supplied material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends workmanship for one year a period of [***] from the date of original purchasemanufacture. All warranties apply only Parts not meeting the specifications shall be returned to Supplier for replacement, repair or credit. Supplier will return all units determined by Supplier to be warranty defectives within ten (10) working days of receipt. The repair work will be warranted for a period of [***] from the date of repair or for the original Purchaser unless otherwise agreed by Seller warranty date, whichever is longer. Repair of out of warranty returns will be negotiated between Netrx xxx Supplier. Supplier will provide corrective and preventive action for all in writingwarranty materials identified as not meeting specifications. Seller's sole obligation and Purchaser’s exclusive remedy Replacement, repair or credit of warranty repairs constitutes Netrx'x xxxe remedies against Supplier for any justified claim under this breach of warranty claims. Out-of Warranty Products returned to Supplier for repair shall be limited evaluated and the cost to one repair the unit determined. Within five (5) business days of receipt of Product Supplier will notify Netrx xx the following, at Seller’s sole discretion: (a) estimated repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Productcost and will await written authorization from Netrx xxxore starting work. This express Out-of-warranty does not apply to, and no warranty remedy repairs will be given forcompleted and returned to Netrx xx end customer within fifteen (15) days of receipt of start work authorization subject to material availability. Products that have been subjected to abuse, Product issues resulting from: (a) misuse, accident, acts of naturealteration, improper installationneglect or unauthorized repair will be handled the same as an Out-of-warranty repair. THE WARRANTIES CONTAINED IN THIS SECTION ARE IN LIEU OF, improper assemblyAND SUPPLIER EXPRESSLY DISCLAIMS AND NETRX XXXVES ALL OTHER REPRESENTATIONS AND WARRANTIES, unreasonable or improper useEXPRESS, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, STATUTORY OR ARISING BY COURSE OF DEALING OR PERFORMANCE, CUSTOM, USAGE IN THE TRADE OR OTHERWISE, INCLUDING ANY WARRANTY WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTUSE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.[***] CONFIDENTIAL TREATMENT REQUESTED ------------------------------------------------------------------------------- Netrx Xxxporation 3860 Xxxxx Xxxxx Xxxxxx Xxx Xxxx Xxxxxxxxxx 00000 408.216.1500 408.000.0000 (Xxx)

Appears in 2 contracts

Samples: Period of Agreement (Netro Corp), Period of Agreement (Netro Corp)

Warranty. Seller warrants that the Products sold Except as is furnished herein in writing by Seller to Purchaser conform Buyer, Seller warrants solely to Buyer only that materials furnished hereunder will be of the kind designated or specified, and no other warranty, except of title, shall be implied. Providing Buyer gives notice in accordance with Article 11, if goods sold hereunder contain defects in material or workmanship demonstrated to Seller’s specifications and are free satisfaction to have existed at the time of departure from defects Seller’s plant, Seller, reserving the right to either inspect them in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and PurchaserBuyer’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followinghands or request their return will, at Seller’s sole discretion: (a) repair option, correct or replacement of the Product replace at Seller’s expense F.O.B. Seller’s plant, or (b) a give Buyer proper credit for the price paid such goods determined by the original Purchaser of the ProductSeller to defective, with all necessary packaging and transportation costs (if any) to be assumed by Buyer. This express warranty does The foregoing shall not apply toto goods that shall have been subjected to alteration, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of naturecontamination, improper installationmaintenance or storage, improper assemblymisapplication, unreasonable misuse, negligence or improper use, lack of proper maintenance, unauthorized repairs accident after shipment from Seller’s plant by anyone except Seller’s authorized employees or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturergoods to which Buyer’s tests use an unrepresentative sample. EXCEPT FOR THE LIMITED WARRANTY AS SET FORTH ABOVEON FACE OF SELLER’S INVOICE OR ON THE XXXX OF LADING, SELLER MAKES NO WARRANTY WHATSOEVERALL WARRANTIES OF MATERIALS SOLD HEREUNDER, EXPRESS EXPRESSED OR IMPLIED, INCLUDING ANY BUT NOTLIMITED TO WARRANTY OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE SPECIFICALLY EXCLUDED FROM THIS TRANSACTION AND SHALL NOT APPLY. *** Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. THE REMEDIES SET FORTH IN THIS ARTICLE 3 SHALL BE THE SOLE AND EXCLUSIVE REMEDY AVAILABLE TO THE BUYER, IN LIEU OF ALL OTHER REMEDIES FOR DAMAGES (INCLUDING BUT NOT LIMITED TO DIRECT, CONSEQUENTIAL AND SPECIAL OR AGAINST INFRINGEMENTINCIDENTAL DAMAGE ARISING OUT OF LATE, PARTIAL AND/OR NON DELIVERY, THE SALE, USE, FURNISHING OF MATERIALS, OR SUITABILITY FOR GENERAL OR PARTICULAR USE). IN NO EVENT WILL SELLER’S LIABILITY EXCEED THE CONTRACT (PURCHASE) PRICE FOR THE MATERIALS FOR WHICH LIABILITY IS CLAIMED. BUYER IS SOLELY RESPONSIBLE FOR DETERMINING SUITABILITY FOR USE AND SELLER SHALL IN NO EVENT WARRANTIES EXIST AT LAW THAT MAY BE LIABLE IN THIS RESPECT. THE GIVING OR FAILURE TO GIVE ADVICE, RECOMMENDATION OR SAFETY WARNINGS OF ANY CHARACTER BY SELLER SHALL NOT BE DISCLAIMEDIMPOSE ANY LIABILITY UPON SELLER. If the materials sold hereunder are resold by Buyer, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.Buyer agrees to include in the contract for resale provisions which limit recoveries against Seller in accordance with this Article 0.Xx employee or agent of Seller is authorized to make any warranty statement, promise or understanding other than that which is specifically set forth herein. The provisions in any specification data sheet or chart issued by Seller or attached hereto are descriptive only and are not warranties or representations. Shall now read:

Appears in 2 contracts

Samples: Hub City Tools, Inc., Green Field Energy Services, Inc.

Warranty. Seller warrants that the Products sold by Seller Peak-Ryzex hereby assigns to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writingCustomer, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed extent possible, the benefits of any warranties provided to Peak-Ryzex by Seller in writingthe manufacturer(s) of the Hardware and Media. Seller's sole obligation Zebra’s warranty information is found at: xxxxx://xxx.xxxxx.xxx/us/en/support-downloads/warranty/product- warranty.html. Peak-Ryzex’s obligations and Purchaser’s exclusive remedy for any justified claim liability under this warranty shall be is conditioned upon the receipt of prompt notice of defects as to parts and/or workmanship from Customer, and is limited to one of the followingrepairing or, at SellerPeak- Ryzex’s sole discretion: (a) option, to replacing the Hardware/Media or if Peak-Ryzex is unable to repair or replacement of replace the Product or (b) a credit for Hardware/Media to refund the purchase price paid by the original Purchaser of the ProductCustomer to Peak-Ryzex. This express warranty does shall be void if the Hardware/Media is damaged or rendered unusable by the willful act, negligence and/or tampering of persons other than Peak- Ryzex. Peak-Ryzex makes no warranty or guaranty for any hardware or third party materials. Customer understands that Peak-Ryzex is not apply toresponsible for, and will have no warranty remedy will be given liability for, Product issues resulting from: (a) accidenthardware, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosessoftware, or any other causes not directly arising from defects in materials items or workmanship; (b) any Product damaged services provided to Customer by the failure of the owner to useany persons other than Peak-Ryzex. TO THE FULLEST EXTENT ALLOWED BY LAW, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerTHE WARRANTIES PROVIDED IN THIS SECTION ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES. EXCEPT FOR THE LIMITED WARRANTY AS EXPRESSLY SET FORTH ABOVEIN THIS ATTACHMENT, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS PEAK-RYZEX DISCLAIMS ALL WARRANTIES EXPRESSED OR IMPLIEDIMPLIED WITH REGARD TO THE SERVICES PROVIDED UNDER THIS ATTACHMENT, INCLUDING ANY WARRANTY ALL IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR THESE DISCLAIMERS OF WARRANTY PERIOD AND TO THE REPLACEMENT VALUE CONSTITUTE AN ESSENTIAL PART OF THE PRODUCTTHIS ATTACHMENT.

Appears in 2 contracts

Samples: www.peaktech.com, www.peak-ryzex.com

Warranty. Seller warrants to Buyer that all tangible articles manufactured by Seller will be free of defects in workmanship and material and that the Products sold by Seller to Purchaser work performed will be of good quality and will conform to the requirements of the bid documents. If the article is installed by Seller, Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one provide, without charge, parts and labor necessary to remedy defects which appear within twelve (12) months from the date of beneficial use or occupancy, as applicable. If Seller provides a Certificate of Substantial Completion, such certificate shall conclusively establish such date. If article is not installed by Seller, the warranty period shall be within twelve (12) months of shipment of said article. Warranty claim must be made to Seller in writing within such twelve (12) month period. All transportation charges incurred in connection with the warranty for equipment not installed by Seller shall be borne by Buyer. Seller warrants that for equipment furnished and or installed, but not manufactured by Seller, Seller will extend the same warranty terms and conditions which Seller receives from the manufacturer of said equipment. This warranty is the sole and exclusive warranty given with respect to any articles delivered or services performed by Seller. THE WARRANTIES SET FORTH ABOVE ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES EXPRESS OR IMPLIED (EXCEPT WARRANTIES OF TITLE), INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. This warranty is subject to proper installation of the following, at Seller’s sole discretion: articles (a) repair if installation is not performed by Seller or replacement authorized subcontractors of the Product or (bSeller) a credit for the price paid by the original Purchaser and maintenance and storage of the Productarticles in accordance with the specifications and directions supplied by Seller. This express warranty does not apply toto any defect, and no warranty remedy will be given formalfunction or failure caused by repairs made by other than or without the consent of Seller or the article has been subject to abuse, Product issues resulting from: (a) accidentmisuse, neglect, tampering, accident or damage by circumstances beyond Seller’s control, including without limitation, acts of natureGod, improper installationwar, improper assemblyacts of government, unreasonable or improper usecorrosion, lack of proper maintenancepower fluctuations, unauthorized repairs or modificationsfreeze- ups, abuselabor disputes, normal wear or tear of replaceable parts such as spouts and hosesdifferences with workmen, riots, explosions, vandalism, or other causes not directly arising from defects in materials malicious mischief, nor to defective associated equipment or workmanship; (b) any Product damaged by the failure use of the owner articles with equipment for which they were not sold. All of Seller’s obligations under this warranty will immediately terminate and be of no further force or effect if all or any part of the purchase price (including any installment payment) with respect to useany article covered by this warranty is not paid to Seller when due. If cause of defect is found not to be Seller’s responsibility, maintain, standard rates for repair or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTreplacement and labor shall apply.

Appears in 2 contracts

Samples: www2.tulsacounty.org, www2.tulsacounty.org

Warranty. Seller ALLEGRO warrants for a period of one (1) year from the date of shipment to PURCHASER that the Products sold by Seller all products upon delivery to Purchaser conform to Seller’s specifications and PURCHASER are free from defects in workmanship and material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only shall conform to the original Purchaser unless otherwise agreed by Seller specifications. If any product is defective in writingmaterial or workmanship, or fails to meet the requirements of PURCHASER’s order, PURCHASER shall inform ALLEGRO within thirty (30) days and return such products for correction or replacement. SellerALLEGRO's sole obligation and Purchaser’s exclusive remedy liability for any justified claim under this warranty shall be such rejected products is limited solely to one the cost of transportation expenses plus the followingresponsibility of either repairing, replacing or refunding the purchase price, at SellerALLEGRO’s sole discretion: (a) repair or replacement of the Product or (b) a credit option, for the price paid by the original Purchaser of the Productsuch returned products. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts extend to any of nature, our products which fail to operate by reason of improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosesapplication, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintaininspection, or store the Product as specified in any applicable instructions and/or warnings provided by Seller have been subject to misuse, neglect, or the manufactureraccident, or have been repaired or substantially altered outside our factory. EXCEPT FOR THE LIMITED WARRANTY WARRANTIES SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERIN THIS SECTION ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY AND THE WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE PURPOSE, ANY WARRANTIES OF NONINFRINGEMENT, AND ALL OTHER WARRANTIES ARISING FROM COURSE OF DEALING OR AGAINST INFRINGEMENTUSAGE OF TRADE ARE HEREBY EXCLUDED. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDThe remedies provided herein are the PURCHASER's sole and exclusive remedies for any failure of ALLEGRO to comply with its warranty obligations. Correction of the non-conformities in the manner and for the period of time provided herein shall constitute complete fulfilment of ALLEGRO's obligations regarding defective products, whether the claims by the PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTare based in contract, in tort (including negligence) or otherwise.

Appears in 2 contracts

Samples: Terms and Conditions of Sale, Terms and Conditions of Sale

Warranty. Seller warrants The sole warranty regarding the Software and related materials is that the Products sold by Seller to Purchaser conform to Seller’s specifications and are original disk is free from physical defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends assuming proper use, for one year a period of ninety (90) days from the date of original purchase. All warranties apply only If such defect occurs during this period, you may return your faulty disk to the original Purchaser unless otherwise agreed by Seller in writingLicensor, along with a dated proof of purchase; Licensor will replace it free of charge. Seller's Your sole obligation and Purchaser’s exclusive remedy for any justified claim under this breach of representation or warranty shall be limited to one of the followingis that Licensor, at Seller’s sole discretion: its option, either (a) repair or replacement will refund your payment for the Software upon your return of the Product Software and related materials, with a copy of your receipt, or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: replace it on an exchange basis without charge (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such except as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerabove). EXCEPT FOR THE LIMITED EXPRESS WARRANTY OF THE ORIGINAL DISKS SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERTHIS SOFTWARE IS PROVIDED “AS-IS,” AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, BY STATUTE OR OTHERWISE, REGARDING THE SOFTWARE, DISK, AND RELATED MATERIALS, INCLUDING ANY WARRANTY OF MERCHANTABILITY, THEIR FITNESS FOR A PARTICULAR PURPOSE PURPOSE, THEIR QUALITY, THEIR MERCHANTABILITY, OR AGAINST INFRINGEMENTTHEIR NONINFRINGEMENT. THE LIABILITY OF LICENSOR UNDER THE WARRANTY SET FORTH ABOVE SHALL BE LIMITED TO THE AMOUNT PAID BY THE CUSTOMER FOR THE PRODUCT. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN THE EVENT THAT EVENT, ANY IMPLIED WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE ARE LIMITED IN DURATION TO 90 DAYS FROM THE ONE YEAR DATE OF PURCHASE OF THE SOFTWARE. THIS WARRANTY PERIOD AND GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE. Certain Limitations Licensor has no control over your use of the Software. Licensor does not and cannot warrant the performance or results that may be obtained by its use. Licensor does not represent, warrant, or guarantee the accuracy and timeliness of the data contained in the Software and Licensor shall have no liability of any kind whatsoever to you, or to any other party, on account of any inaccuracies in or untimeliness of the data, or for any delay in reporting such data contained in the Software. Various information in the Software constantly changes, and the information in the Software is only as of a particular date. Licensor does not warrant that the operation of the Software will be uninterrupted or error free. Licensor is not responsible for problems caused by accident, abuse, mishandling, alteration, or improper use. Licensor does not warrant or guarantee the suitability of the Software or that it will meet your requirements. Limitation of Damages TO THE REPLACEMENT VALUE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR AND ITS SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF LICENSOR OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. LICENSOR’S TOTAL LIABILITY TO YOU FOR ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER WILL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THIS PRODUCT. SOME STATES DO NOT ALLOW THE LIMITATION OF EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. The limitations of damages set forth above fundamental elements of the bases of the bargain between Licensor and you. Licensor would not be able to provide this product on an economic basis without such limitations. The above warranty DOES NOT apply to any beta software, any software made available for testing or demonstration purposes, any temporary software modules or any software for which Licensor does not receive a license fee. All such software products are provided AS IS without any warranty whatsoever.

Appears in 2 contracts

Samples: Software License Agreement, Software License Agreement

Warranty. Seller warrants that the Products sold All new products manufactured by Seller to Purchaser conform to Seller’s specifications and are will be free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends workmanship for up to one (1) year from following the date of original purchaseshipment from Seller. All warranties apply only to THE FOREGOING CONSTITUTES THE SOLE AND EXCLUSIVE WARRANTY BY SELLER IN LIEU OF ALL OTHER WARRANTIES, AND SELLER MAKES NO OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, AND SPECIFICALLY DISCLAIMS AND EXCLUDES ANY WARRANTY OF MERCHANTABILTY, FITNESS FOR A PARTICULAR PURPOSE, WARRANTIES AGAINST HIDDEN OR LATENT DEFECTS, AND ANY OTHER WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF PERFORMANCE OR COURSE OF DEALING. During the original Purchaser unless otherwise agreed by Seller warranty period, upon satisfactory (determined in writing. Seller's ’s sole obligation and Purchaser’s exclusive remedy discretion) proof of a defect, the product may be returned for any justified claim under this warranty shall be limited to one of the followingrepair or replacement, at Seller’s sole discretion: (a) option. Any such repair or replacement shall constitute Buyer’s sole and exclusive remedy for breaches of warranty hereunder. Warranty repairs and replacements will be performed only by Seller or its authorized representative. Any unauthorized repair, alteration or replacement will void this product warranty. Any repair or replacement will be covered by this new product warranty for ninety (90) days from the date that such repaired or replaced product is shipped from Seller. This warranty is available to the Buyer as the original purchaser of the Product or (b) a credit for the price paid by the original Purchaser of the Productproduct and only if it has been installed, operated, and maintained in accordance with Seller’s standards. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.:

Appears in 2 contracts

Samples: Standard Sale Agreement, Standard Sale Agreement

Warranty. Seller warrants shall provide Buyer/distributor with a standard warranty as provided on Attachment A hereto for each Product purchased by buyer. Buyer shall pass through such standard warranty to all parties that purchase the Products sold from Buyer, without varying any of its terms or provisions. The Seller may change the standard warranty on new products by Seller giving the Buyer at least 60 days’ prior to Purchaser conform to Seller’s specifications and its effective date. For a period of twelve (12) months, products are free from warranted against defects in material and workmanship. Unless otherwise specified by Seller The warranty does not cover abuse, alterations, improper application or installation, accident or negligence in writinguse, storage or handling, or exceeding ratings. Seller's obligation and Buyer's exclusive remedy under this warranty extends will be limited to the repair or replacement of, or the reimbursement for, nonconforming products, at Seller's option, and will be conditioned upon Seller's receiving written notice of any alleged nonconformity or defect during the applicable warranty period and the return of defective products to Seller at Seller’s expense provided Seller designates the shipper and shipment method. Return authorization must be granted by Seller, and unauthorized returns will be refused. Products shall be returned to Seller with transportation and insurance prepaid by Buyer. Seller will have a reasonable period of time to repair or replace nonconforming or defective products and to remedy defects in services. If Seller determines that any product or service is not defective or that Seller is not liable for one year from the defect, Buyer will be notified; thereafter, Seller will repair or replace such product upon Buyer's written consent and at prevailing prices. Every product has a date code which determines the date of original purchasewarranty expiration for products. All warranties apply Standard products may have an earlier date code which is recorded at the time of shipping to initiate the warranty period. If the date code is removed, the warranty may be voided at the Seller's option. This warranty applies only to the original Purchaser unless otherwise agreed Buyer and is not transferable except at the discretion of the Seller. Repairs and replacements made under this warranty are not warranted beyond the remainder of the warranty period. Buyer's sole and exclusive remedy with respect to the warranty given by Seller in writing. shall be strictly limited, at Seller's sole obligation and Purchaser’s exclusive election, to the remedy or remedies provided for any justified claim under this warranty shall be limited in the manufacturer's product warranty. Seller is not responsible for products to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized which repairs or modificationschanges have been made without Seller's prior written consent. THERE ARE NO WARRANTIES, abuseEXPRESS, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; IMPLIED OR STATUTORY (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR INCLUDING THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, INTENDED USE, NON-INFRINGEMENT, OR AGAINST INFRINGEMENT. ARISING OUT OF A COURSE OF PERFORMANCE, DEALING OR TRADE USAGE) THAT EXTEND BEYOND THE WARRANTY SET FORTH IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED THIS ORDER OR IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTANY SCHEDULE OR ADDENDUM ATTACHED HERETO.

Appears in 2 contracts

Samples: Standard Terms and Conditions of Sale, Standard Terms and Conditions of Sale

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to will operate or perform substantially in conformance with Seller’s 's published specifications and are be free from defects in material and workmanship, when subjected to normal, proper and intended usage by properly trained personnel, for the period of time set forth in the product documentation, published specifications or package inserts. Unless otherwise If a period of time is not specified by Seller in writingSeller’s product documentation, this published specifications or package inserts, the warranty extends for period shall be one (1) year from the date of original purchaseshipment to Buyer for equipment and ninety (90) days for all other products (the "Warranty Period"). All warranties apply only Seller agrees during the Warranty Period, to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followingrepair or replace, at Seller’s sole discretion: 's option, defective Products so as to cause the same to operate in substantial conformance with said published specifications; provided that Buyer shall (a) repair or replacement promptly notify Seller in writing upon the discovery of any defect, which notice shall include the product model and serial number (if applicable) and details of the Product or warranty claim; and (b) after Seller’s review, Seller will provide Buyer with service data and/or a credit for Return Material Authorization (“RMA”), which may include biohazard decontamination procedures and other product-specific handling instructions, then, if applicable, Buyer may return the price paid defective Products to Seller with all costs prepaid by Buyer. Replacement parts may be new or refurbished, at the election of Seller. All replaced parts shall become the property of Seller. Shipment to Buyer of repaired or replacement Products shall be made in accordance with the Delivery provisions of the Seller’s Terms and Conditions of Sale. Consumables are expressly excluded this warranty. Notwithstanding the foregoing, Products supplied by Seller that are obtained by Seller from an original manufacturer or third party supplier are not warranted by Seller, but Seller agrees to assign to Buyer any warranty rights in such Product that Seller may have from the original Purchaser of manufacturer or third party supplier, to the Productextent such assignment is allowed by such original manufacturer or third party supplier. This express warranty does not apply toIn no event shall Seller have any obligation to make repairs, and no warranty remedy will be given forreplacements or corrections required, Product issues resulting from: (a) accidentin whole or in part, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.result of

Appears in 2 contracts

Samples: National Scientific Company, www.snappiescontainers.com

Warranty. Seller COMPANY represents and warrants to Representative that the Products, for a period of twelve (12) months, will be free from material defects in materials and workmanship and will operate substantially in conformance with COMPANY’s documentation. This warranty period begins the date Products sold by Seller are shipped from Representative to Purchaser conform its Customers. The foregoing warranty does not apply to Seller’s specifications any Products which have been subject to misuse, including but not limited to static discharge, neglect, accident or modification or which have been soldered or altered during assembly and are free from defects in material and workmanshipnot capable of being tested by COMPANY under its normal test conditions. Unless otherwise specified by Seller in writing, this warranty extends COMPANY’s obligation for one year from the date of original purchase. All warranties apply only Products failing to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under meet this warranty shall be limited to one refund the purchase price of the followingnonconforming Product, at Selleror to replace or repair the nonconforming Products, provided that Representative follows COMPANY’s sole discretion: (a) repair or RMA procedures. COMPANY shall bear the cost of freight and insurance for returned Products. The warranty on any replacement Product shall be the same as that of the Product original Products. Representative will have no right or (b) a credit for authority to make any further representations, warranties or guarantees on behalf of COMPANY in connection with the price paid by the original Purchaser sale of the ProductProducts to its Customers. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, FOREGOING WARRANTIES AND REMEDIES ARE EXCLUSIVE AND NON-TRANSFERABLE AND ARE MADE EXPRESSLY IN LIEU OF ALL OTHER WARRANTIES EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, STATUTORY OR OTHERWISE, AND EACH PARTY HEREBY DISCLAIMS ANY AND ALL SUCH WARRANTIES, INCLUDING ANY WARRANTY WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE PURPOSE. COMPANY NEITHER ASSUMES NOR AUTHORIZES ANY OTHER PERSON TO ASSUME FOR IT ANY OTHER WARRANTY OR AGAINST INFRINGEMENTLIABILITY IN CONNECTION WITH SALE OR USE OF THE PRODUCTS AND COMPANY MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO ANY PRODUCT OTHER THAN THE COMPANY PRODUCTS. IN THE EVENT WARRANTIES EXIST AT LAW ANY PROTOTYPES OR PRE-RELEASE COMPANY PRODUCTS THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH FURNISHED BY COMPANY ARE FURNISHED “AS IS” WITH NO WARRANTIES SHALL BE OF ANY KIND. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTREMEDY.

Appears in 2 contracts

Samples: Sales Representative Agreement, Sales Representative Agreement (Ambarella Inc)

Warranty. Seller RAMTRON warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are delivered hereunder shall be free from defects in material and workmanshipworkmanship under normal use and service for a period of one (3) years from the delivery of Products to the AMPY Buyers. Unless otherwise specified by Seller in writingIf, this warranty extends for during such one year from period, (i) RAMTRON is notified promptly in writing upon discovery of any defect in the date Products, including a detailed description of original purchase. All warranties apply only such defect; (ii) if possible, the AMPY Buyers returns such Products to RAMTRON, F.O.B. RAMTRON's facility or at least a representative sample thereof; and (iii) RAMTRON's examination of such Products discloses the original Purchaser unless otherwise agreed RAMTRON's satisfaction that such Products are defective and such defects are not caused by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of natureabuse, misuse, neglect, alteration, improper installation, repair or alteration by someone other than RAMTRON, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosestesting, or other causes not directly arising from defects in materials or workmanship; (b) use contrary to any Product damaged instructions issued by RAMTRON, then within a reasonable time RAMTRON shall refund the AMPY Buyers with the purchase price for such Products together with the transportation charges originally incurred by the failure AMPY Buyers and any costs incurred by the AMPY Buyers in returning the samples to RAMTRON. The performance of this warranty does not extend the owner warranty period for any Products beyond that period applicable to usethe Products originally delivered. THE FOREGOING WARRANTY CONSTITUTES RAMTRON'S EXCLUSIVE LIABILITY, maintainAND THE EXCLUSIVE REMEDY OF THE AMPY BUYERS, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerFOR ANY BREACH OF ANY WARRANTY OR OTHER NONCONFORMITY OF PRODUCTS. EXCEPT FOR THE LIMITED THIS WARRANTY SET FORTH ABOVEIS EXCLUSIVE, SELLER MAKES NO WARRANTY WHATSOEVERAND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS EXPRESS, IMPLIED OR IMPLIEDSTATUTORY, INCLUDING ANY WARRANTY BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE PURPOSE, WHICH ARE HEREBY EXPRESSLY DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.

Appears in 2 contracts

Samples: Volume Purchase Agreement (Ramtron International Corp), Volume Purchase Agreement (Ramtron International Corp)

Warranty. Seller Arista warrants that to Customer, during the Products sold by Seller to Purchaser conform to Seller’s specifications applicable Subscription Period, the Subscription Services will perform materially in accordance with the applicable the Documentation. The sole and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim of Customer, and the entire liability of Arista, under this limited warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects is described below in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerthis Section 6. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVEAS SPECIFIED IN THIS SUBSCRIPTION AGREEMENT, SELLER ARISTA MAKES NO WARRANTY WHATSOEVERWARRANTIES AND HEREBY DISCLAIMS AND EXCLUDES ALL OTHER WARRANTIES, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING INCLUDING, WITHOUT LIMITATION, ANY WARRANTY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE, SATISFACTORY QUALITY, NON-INFRINGEMENT AND THOSE ARISING FROM A COURSE OF DEALING, USAGE OF TRADE. CUSTOMER MUST NOTIFY ARISTA IN WRITING PROMPTLY OF ANY CLAIMED BREACH OF ANY WARRANTIES DURING THE EVENT WARRANTIES EXIST WARRANTY PERIOD. CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FOR BREACH OF WARRANTY SHALL BE, AT LAW THAT MAY NOT BE DISCLAIMEDARISTA’S OPTION, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE CORRECTION OF THE PRODUCTSUBSCRIPTION SERVICES, OR TERMINATION OF THE APPLICABLE SUBSCRIPTION SERVICES AND RETURN OF THE UNEARNED PORTION OF THE FEES PREPAID TO ARISTA BY CUSTOMER FOR SUCH NON-CONFORMING SUBSCRIPTION SERVICES. THIS DISCLAIMER AND EXCLUSION SHALL APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH ABOVE FAILS OF ITS ESSENTIAL PURPOSE. Arista and its licensors do not warrant that (a) the Subscription Service will meet Customer’s needs or requirements, (b) access to or the operation of the Subscription Service will be uninterrupted or error-free, (c) the Subscription Service will be always available or available at any particular time, or (d) defects in the Subscription Service will be corrected.

Appears in 2 contracts

Samples: Please Read, Please

Warranty. Seller warrants that A. Builder will provide warranty coverage on the Products sold by Seller Improvements to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only Buyer pursuant to the original Purchaser unless otherwise agreed by Seller in writingattached and incorporated Express Limited Home Warranty. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followingBUILDER AGREES TO COMPLY WITH THE EXPRESS LIMITED HOME WARRANTY AS ITS EXPRESS CONTRACTUAL WARRANTY. UNLESS BUILDER HAS ALSO ELECTED TO PROVIDE A THIRD-PARTY WARRANTY, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR BUILDER AND BUYER AGREE THAT THE EXPRESS LIMITED HOME WARRANTY SET FORTH ABOVE, SELLER MAKES NO CONSTITUTES THE EXCLUSIVE WARRANTY WHATSOEVERTO BE MADE AVAILABLE BY BUILDER AND IS IN PLACE OF AND SUPERSEDES AND PRECLUDES ALL OTHER GUARANTIES OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF PERFORMANCE, WORKMANSHIP, REPAIR, MODIFICATION, MERCHANTABILITY, SUITABILITY AND FITNESS. ANY AND ALL IMPLIED WARRANTIES ARE HEREBY DISCLAIMED BY BUILDER AND WAIVED BY BUYER, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTY OF MERCHANTABILITYGOOD AND WORKMANLIKE REPAIR OR MODIFICATION OF EXISTING TANGIBLE GOODS OR PROPERTY AND THE IMPLIED WARRANTY OF GOOD AND WORKMANLIKE CONSTRUCTION. THE PARTIES AGREE THAT THE EXPRESS LIMITED HOME WARRANTY AND THIRD-PARTY WARRANTY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN IF APPLICABLE, ADEQUATELY SET FORTH THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDMANNER, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD PERFORMANCE, AND TO THE REPLACEMENT VALUE QUALITY OF THE PRODUCTCONSTRUCTION OF THE HOME AND IMPROVEMENTS AND SERVICES TO BE PERFORMED. Buyer acknowledges, understands, and agrees that the terms of the Express Limited Home Warranty and Third-Party Warranty, if applicable, are clear, specific, and sufficiently detailed to establish the only standards of construction performance or service that Builder or Warrantor are obligated to meet. The Parties agree that this Express Limited Home Warranty will control any warranty, workmanship, material, or any other defect claims regarding the Property or Improvements. For items in need of repair under the Express Limited Home Warranty, the Parties agree that Builder shall have the sole right to determine the means, method, and manner of repair to be implemented. In the event that the Express Limited Home Warranty or the Third-Party Warranty do not specify a building or performance standard for the identified item, the usual and customary industry standards for similar improvements in the geographic region shall govern. In short, the Express Limited Home Warranty provides warranty coverage on the Improvements for one (1) year for workmanship and materials, two (2) years for plumbing, electrical, heating, and air-conditioning delivery systems, and ten (10) years for major structural components of the Improvements. Under no circumstance is any landscaping, whether currently existing trees, plants, or grass on the subject property, or any of those installed by Builder, warranted by the Express Limited Home Warranty or any other warranty. Builder and Buyer agree that no warranty of any kind exists on landscaping in consideration for issuance of the Express Limited Home Warranty and any Third-Party Warranty. It is incumbent upon the Buyer to properly maintain and care for any landscaping.

Appears in 2 contracts

Samples: photos.harstatic.com, photos.harstatic.com

Warranty. Seller Daikyo represents and warrants to Distributor that the Products sold by Seller to Purchaser Distributor pursuant to this Agreement will conform to SellerDaikyo’s written specifications and are free from defects in material and workmanshipfor such products. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s The exclusive remedy for any justified claim under this breach of the warranty set forth above shall be limited as follows: Daikyo will at its option replace, repair or redesign, without charge to Distributor, or refund the invoice price with respect to any defective Product which was designed and manufactured by Daikyo, provided that a claim for such breach is made within one year of the following, at Seller’s sole discretion: (a) repair or replacement sale of the Product or (b) a credit for the price paid by the original Purchaser of the Productin question. This express warranty does not apply to, and no warranty remedy Products will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts deemed defective only if so found after inspection by Daikyo at such place as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerit may specify. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER DAIKYO MAKES NO WARRANTY WHATSOEVEROTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE PURPOSE, WITH RESPECT TO THE PRODUCTS. THERE ARE NO OTHER WARRANTIES WITH RESPECT TO THE PRODUCTS ARISING FROM ANY COURSE OF DEALING, USAGE OF TRADE OR AGAINST INFRINGEMENTOTHERWISE. IN THE NO EVENT WARRANTIES EXIST AT LAW THAT MAY NOT SHALL DAIKYO BE DISCLAIMEDLIABLE TO DISTRIBUTOR FOR (A) INDIRECT, PURCHASER AGREES THAT SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES UNDER THIS AGREEMENT OR IN TORT, OR (B) WITH RESPECT TO ANY CLAIM, LAWSUIT, PROCEEDING OR OTHER ACTION BASED UPON ANY ACTION TAKEN BY DISTRIBUTOR WITHOUT PRIOR INSTRUCTION FROM DAIKYO OR ANY ACTION INCONSISTENT WITH SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTINSTRUCTION.

Appears in 2 contracts

Samples: Distributorship Agreement (West Pharmaceutical Services Inc), Distributorship Agreement (West Pharmaceutical Services Inc)

Warranty. Seller Unless otherwise agreed upon by the parties in writing, the "Warranty Period" shall be 2 years. Supplier warrants that all Deliverables purchased hereunder (1) will be provided in a professional and workmanlike manner in accordance with the Products sold by Seller to Purchaser conform to Seller’s specifications highest standards in the industry and are be free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only design (to the original Purchaser extent the design was provided by Supplier), material and/or workmanship; (2) will be new and not used or reconditioned; (3) will upon Buyer's taking title of the Deliverable and for the Warranty Period conform to the specifications, drawings, and/or descriptions provided to Buyer before its purchase hereunder; (4) will upon Xxxxx's taking title of the Deliverable and for the Warranty Period be fit for the intended purpose; (5) will comply with such other Deliverable specific warranties as may be required by Buyer for the time period required by Buyer; and (6) the Deliverables shall comply with all applicable Laws. This warranty is in addition to and not in lieu of any other warranties given by Supplier and warranties created or existing pursuant to applicable Law. This warranty is fully transferable by Buyer at Buyer’s option to Buyer’s customers. Supplier warrants that it has title to the Deliverables and that the Deliverable is free of all liens, security interest or and encumbrance. These warranties shall survive inspection, test, acceptance and payment and shall accrue to Buyer, its successors, assigns and customers. Warranty failures may be returned to Supplier for repair, replacement or credit at Buyer’s option and at Supplier’s risk and expense. Repaired and replacement Deliverables shall be new and not reconditioned (unless otherwise agreed to in writing between the parties) and subject to the Warranty terms herein. If Supplier breaches any warranty specified in this order or afforded by Seller Law, Buyer shall be entitled to avail itself cumulatively of all remedies in writingLaw or in equity. Seller's sole obligation and Purchaser’s exclusive remedy Notwithstanding anything to the contrary to this Section 7. Buyer shall be entitled to full compensation for any justified claim under this warranty shall be and all losses, damages, costs and expenses (including but not limited to one rework costs, overtime charges, cost of the followingmanufactured or partially manufactured assemblies, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price fines and penalties paid by the original Purchaser Buyer and/or claimed by any customer of the Product. This express warranty does not apply to, Buyer related to a breach of Supplier’s warranties hereunder) and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable other similar amounts suffered or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTincurred.

Appears in 2 contracts

Samples: www.jabil.com, www.jabil.com

Warranty. Seller expressly warrants that the Products sold by Seller to Purchaser all goods or services furnished under this agreement shall conform to Seller’s all specifications and are appropriate standards, will be new, and will be free from defects in material and or workmanship. Unless otherwise specified Seller warrants that all such goods or services will conform to any statements made on the containers or labels or advertisements for such goods, or services, and that any goods will be adequately contained, packaged, marked and labeled. Seller warrants that all goods or services furnished hereunder will be merchantable, and will be safe and appropriate for the purpose for which goods or services of that kind are normally used. If Seller knows or has reason to know the particular purpose for which Purchaser intends to use the goods or services, Seller warrants that such goods or services will be fit for such particular purpose. Seller warrants that goods or services furnished will conform in all respect to samples. Inspection, test, acceptance or use of the goods or services furnished hereunder shall not affect the Seller’s obligation under this warranty, and such warranties shall survive inspection, test, acceptance and use. Seller’s warranty shall run to Purchaser, its successors, assigns and customers, and users of products sold by Purchaser. Seller in writing, this warranty extends for one year from the date agrees to replace or correct defects of original purchase. All warranties apply only any goods or services not conforming to the original foregoing warranty promptly, without expense to Purchaser, when notified of such nonconformity by purchaser, provided Purchaser unless otherwise agreed elects to provide Seller with the opportunity to do so. In the event of failure of Seller to correct defects in or replace nonconforming goods or services promptly, Purchaser, after reasonable notice to Seller, may make such corrections or replace such goods and services and charge Seller for the cost incurred by Purchaser in doing so. Seller in writing. Seller's sole obligation and recognizes that Purchaser’s exclusive remedy production requirements may require immediate repairs or reworking of defective goods, without notice to the Seller. In such event, Seller shall reimburse Purchaser for the costs, delays, or other damages which Purchaser has incurred. Price Warranty - Seller warrants that the prices for the articles sold Purchaser hereunder are not less favorable than those currently extended to any justified claim under other customer for the same or similar articles in similar quantities. In the event Seller reduces its price for such article during the term of this warranty order, Seller agrees to reduce the prices hereof correspondingly. Seller warrants that prices shown on this purchase order shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply tocomplete, and no warranty remedy will additional charges of any type shall be given foradded without Purchaser’s express written consent. Such additional charges include, Product issues resulting from: (a) accidentbut are not limited to, acts shipping, packaging, labeling, custom duties, taxes, storage, insurance, boxing, crating. Force Majeure - Purchaser may delay delivery or acceptance occasioned by causes beyond its control. Seller shall hold such goods at the direction of nature, improper installation, improper assembly, unreasonable the Purchaser and shall deliver them when the cause affecting the delay has been removed. Purchaser shall be responsible only for Seller’s direct additional costs in holding the goods or improper use, lack delaying performance of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged this agreement at Purchaser’s request. Seller shall also be excused if delivery is delayed by the failure occurrence of unforeseen and unforeseeable events, provided seller notifies Purchaser of such events as soon as they occur, and gives Purchaser its best estimate of revised delivery dates. If any delay exceeds 30 days from the owner original delivery date, Purchaser may cancel this order without any liability. If Seller’s production is only partially restricted or delayed, it shall use its best efforts to useaccommodate the requirements of Purchaser, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTincluding giving this order preference and priority over those of other customers which were placed after this order.

Appears in 2 contracts

Samples: Acceptance – Agreement, Acceptance – Agreement

Warranty. Seller DEFIANT warrants DEFIANT Products for the period of time set out in the warranty that accompanies DEFIANT Products. DEFIANT makes no warranty beyond the Products sold warranty that accompanies DEFIANT Products. If defects occur within the warranty period, Dealer will notify DEFIANT immediately and, upon confirmation by Seller to Purchaser conform to Selleran authorized DEFIANT sales representative of the defects, DEFIANT’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty responsibility shall be limited to one of replace the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Productdefective item if it cannot be repaired. This express warranty does not apply toto defects not caused by DEFIANT (for example, and no accidents or abuse while in Dealer’s possession). DEFIANT shall not have any liability of any kind under this warranty remedy will be given for, Product issues resulting from: unless Dealer gives DEFIANT notice of its claim within thirty (a30) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosesdays after the Dealer knows, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure should know, of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerits claim. EXCEPT FOR THE LIMITED WARRANTY AS SET FORTH ABOVEHEREIN, SELLER MAKES THERE ARE NO WARRANTY WHATSOEVERWARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITH RESPECT TO DEFIANT PRODUCTS. DEFIANT EXPRESSLY EXCLUDES AND DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY, MERCHANTABILITY AND ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE PURPOSE, APPLICATION OR AGAINST INFRINGEMENTUSE. UNDER NO CIRCUMSTANCES WILL DEFIANT BE LIABLE FOR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER SUCH DAMAGES ARE SOUGHT IN CONTRACT, IN TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE, AND DEFIANT’S LIABILITY SHALL IN NO EVENT EXCEED THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE PURCHASE PRICE OF THE PRODUCTDEFIANT PRODUCT ON WHICH SUCH LIABILITY IS BASED.

Appears in 2 contracts

Samples: Dealer Agreement, Dealer Agreement

Warranty. Seller warrants that Landlord shall, subject to the Products sold by Seller criteria and conditions set forth herein, provide its warranty with respect to Purchaser conform the Improvements in connection with any defective workmanship and materials discovered and brought to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for Landlord's attention pursuant to a proper Tenant's Defect Notice (as hereinafter defined) delivered during a period of one (1) year from the date of original purchasethe Improvements are Substantially Completed (the "Warranty Period"). All warranties apply only During the Warranty Period Landlord shall, at Landlord's sole cost and expense, repair or replace any defective item occasioned by defective workmanship or materials in and with respect to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation construction and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one installation of the followingImprovements (and specifically excluding any installations by Tenant or any deficiencies in the Improvements created by, at Seller’s sole discretion: through or under Tenant or otherwise through no fault of or defective performance on the part of Landlord), provided that (ai) repair or replacement Tenant notifies Landlord, in writing and with reasonable specificity and detail, of the Product or nature and extent of any such alleged defects in the Improvements (b"Tenant's Defect Notice") a credit for and (ii) Tenant delivers Tenant's Defect Notice to Landlord prior to the price paid by the original Purchaser expiration of the ProductWarranty Period. This express In no event shall Landlord be liable to Tenant for damages as a result of such defect, resulting from loss of business by Tenant or other consequential or speculative damages. Notwithstanding anything to the contrary contained herein, in no event shall Landlord be liable for, and the warranty does specified above shall not apply to, defects or alleged deficiencies in any materials or workmanship in or concerning the Improvements if and to the extent the defect or deficiency is due to or caused by any Alterations performed by Tenant, installation of Tenant Improvements or the abuse, neglect, negligence or willful or intentional act or omission of Tenant or its agents, subtenants, contractors, subcontractors, invitees, successors or assigns, including, without limitation, Tenant's failure to maintain a maintenance contract with respect to the HVAC systems. From and after the expiration of the Warranty Period, (x) Landlord shall have no warranty remedy will liability or obligation, of any nature whatsoever, to remedy, replace or correct any alleged defects and deficiencies; and (y) Landlord shall reasonably cooperate with Tenant (but at no out-of-pocket expense to Landlord) in the enforcement, by Tenant, at Tenant's sole cost and expense, of any express warranties or guarantees of workmanship or materials given by any subcontractors, architects, draftsmen, or materialmen engaged by Landlord to supply or complete any of the Improvements, if and to the extent that such guarantees or warranties remain in effect after the expiration of the Warranty Period. In providing a Tenant Defect Notice, Tenant shall be given forobligated to set forth with reasonable specificity and detail the nature and extent of such defect. Except as otherwise expressly set forth above in this Section from and after the earlier of the date Tenant takes partial occupancy or the Commencement Date, Product issues resulting fromTenant shall have and hold the Premises in an "as-is," "where-is" condition, without any liability or obligation on the part of Landlord for making any alterations, improvements, repairs or replacements, of any kind, in or about the Premises at any time during the Term of this Lease or any extension or renewal thereof, and Tenant shall maintain the Premises, and all parts thereof, in a good and sufficient state of repair as required under this Lease. Notwithstanding Tenant's timely delivery of a Tenant's Defect Notice, at no time during the Term of this Lease, shall Tenant have any right, of any nature whatsoever, to withhold the timely payment of any Rent due under the Lease, from time to time, as a result of, or due to, or because of, any alleged breaches by Landlord under this Lease or the alleged existence of any defects or deficiencies in the Improvements. Notwithstanding anything contained herein to the contrary, none of the following items that may occur in the Improvements shall be considered defective items occasioned by defective workmanship or materials required to be repaired by Landlord pursuant to this Section 7: (ai) accidentAny chips, acts of naturescratches or marks on such items as tile, improper installationwoodwork, improper assemblymirrors, unreasonable walls, porcelain, glass (including breakage or improper usecracks), lack of plumbing fixtures, lighting fixtures, or doors not noted in the punch list set forth in the applicable Acceptance Agreement; (ii) Defects resulting from ordinary wear and tear, misuse or neglect, or failure to provide proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (biii) any Product damaged by the failure Cracking or scaling of the owner concrete flat work (which includes, but is not limited to, sidewalks and warehouse floors) and cracks in foundation walls, if any, not resulting from infiltration of free water; (iv) Cracks in walks, driveways, parking lots, floor or fountains due to useexpanding and contracting of concrete from change in temperature and compacting of the soil on which the concrete is placed; (v) The color of the concrete; (vi) Shrinkage in structural wood members; and (vii) Drywall cracks, maintain, nail pops or store seems due to drying out and normal expansion and contraction of the Product as specified in any applicable instructions and/or warnings provided by Seller wood or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTmasonry to which it has been secured.

Appears in 2 contracts

Samples: Acceptance Agreement (Datalink Corp), Acceptance Agreement (Datalink Corp)

Warranty. Seller Supplier provides the warranty for each Product as set forth in the manual for such Product. To the extent no warranty is set forth in the applicable manual, Supplier warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are each Product will be free from defects in material and workmanshipworkmanship which results in noncompliance with the Specifications for such Product. Unless otherwise specified by Seller in writing, this This warranty extends shall begin upon Delivery and continue for a period of one year from such date. If during this period the date Product does not comply with the Specifications as a result of original purchasedefects in material or workmanship, Customer may contact Supplier to arrange return of the faulty Product, shipping prepaid and fully insured, to an authorized Supplier service facility. All warranties apply only to If upon inspection of the original Purchaser unless otherwise agreed by Seller item in writing. Seller's question, defects in workmanship or materials are revealed, Supplier’s sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) supply a repair or replacement for any defective part of a Product, and to return such Product to Customer by shipping it EX WORKS (as defined in Incoterms 2020) the service facility. Supplier shall not be required to supply any labor for repairs or replacement of parts. This warranty is void if the Product has not been used as recommended or instructed, has been altered or used with unauthorized accessories, has been subject to misuse, abuse or accident, or has been damaged due to causes not related to poor workmanship or defective materials. All parts or components not manufactured by Supplier are warranted only to the extent of the Product or (b) a credit for the price paid by the original Purchaser warranty of the Productrespective manufacturers. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE THIS LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, IS EXPRESSLY GIVEN IN LIEU OF ALL OTHER EXPRESS OR IMPLIEDIMPLIED WARRANTIES, INCLUDING ANY WARRANTY BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST PURPOSE, AND NON-INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE ALL OF THE PRODUCTWHICH ARE HEREBY EXCLUDED.

Appears in 2 contracts

Samples: Terms and Conditions of Sale, Terms and Conditions of Sale

Warranty. Unless otherwise agreed in writing, the Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s Products, when properly used, stored and maintained, and if properly assembled and installed, shall comply with the technical specifications pertaining thereto and are shall be free from defects in material materials and workmanship. Unless otherwise specified by workmanship and the Seller undertakes, at its sole option, either to repair or replace in writing, this warranty extends for one year from its premises and at its expense the Products found to be defective within twelve (12) calendar months of the date of original purchasedelivery or credit the Buyer the purchase price of such defective Products. All warranties apply only Buyer shall notify the Seller, in writing and without delay, the defects discovered and shall give to Seller all evidence and justification available. The Seller's warranty does not extend to (i) any defect, damage or loss due to misuse, normal wear and tear, accident, disaster, abuse, neglect, and (ii) defect, damage or loss caused by Product which has been repaired or altered by the Buyer or a third party without the Seller's prior written approval, and (iii) defects, damages or losses arising out of incorrect or insufficient specifications, drawings, data or instructions furnished by the Buyer. In case any returned Product is being found on investigation by the Seller to be outside the scope or duration of the warranty or the fault being unconfirmed, the Seller is entitled to charge the Buyer all costs incurred by the Seller in connection therewith. The Buyer must receive a return material authorization number from the Seller prior to returning faulty Products covered by the Seller’s warranty. Freight and insurance costs for return of faulty Products to the original Purchaser unless otherwise agreed Seller will be borne by Seller in writingthe Buyer and freight and insurance cost for the delivery of repaired Products and replacement Products to the Buyer will be borne by the Seller. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair Repair or replacement of Products shall not extend the Product or (b) a credit for original warranty period. The warranty given in this Clause constitutes the price paid only representations and warranties made by the original Purchaser of Seller with respect to the Product. This Products supplied by the Seller and any other warranties, whether express warranty does not apply toor implied by law or otherwise, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts fitness for purpose or merchantability, are expressly disclaimed and hosesexcluded. Seller shall not be liable for costs, expenses and any other damages or other causes not directly arising from defects in materials losses associated with inspection, test, removal, reassembly, rework operations incurred as a reason of Products defaults and repair or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTreplacement.

Appears in 2 contracts

Samples: Radiall Standard Terms and Conditions of Sale, Radiall Standard Terms and Conditions of Sale

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Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Work Product delivered will substantially provide the functions set forth in the applicable specification. Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim obligations under this warranty agreement with respect to any claim asserted shall be limited to one Seller utilizing reasonable efforts to correct any errors in the next planned update cycle. Seller warrants that the licensed programs will, after validation by Buyer, provide the facilities and functions set out in the specification when properly used on the equipment and that the program documentation and the licensed programs will provide adequate instruction to enable buyer to make proper use of such facilities and functions. The said warranty shall be subject to Buyer complying with its obligations hereunder and to there having been made no alterations to the licensed programs by any person other than Seller. When notifying a defect or error Buyer shall use its reasonable efforts to provide Seller with a documented example of such defect or error. Warranty does not cover errors due to any of the following, at Seller’s sole discretionfollowing causes: (a) repair the licensed programs fail, malfunction, or replacement are damaged or become inoperable as a result of handling, re-installation, operation, maintenance, removal, modification, or rectification by Buyer in a way that is not consistent with the Product documentation or Seller’s recommendations, (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable licensed programs are accidentally damaged due to abuse or improper useuse or installation on hardware not recommended by Seller, lack of proper maintenance(c) the licensed programs are materially altered or damaged by Buyer to the extent that Seller is unable to verify and/or rectify the reported defect using normal equipment or procedures (d) malfunctions in the licensed programs being used in combination with any other programs not supplied, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosesapproved, or other causes not directly arising from recommended by Seller, (e) defects which are attributable to failure on Buyers behalf to include any functions or facility in materials or workmanship; the specification, (bf) any Product damaged by fault in end systems or the equipment, or failure of the owner end systems or the equipment to use, maintain, or store meet the Product as specified in any applicable instructions and/or warnings specification provided by Seller or the manufacturerBuyer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVENO OTHER WARRANTIES, SELLER MAKES NO WARRANTY WHATSOEVEREXPRESSED, EXPRESS IMPLIED, OR IMPLIEDSTATUTORY, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION APPLICABLE TO ANY EQUIPMENT SOLD OR SOFTWARE DELIVERED HEREUNDER, AND THE ONE YEAR WARRANTY PERIOD FOREGOING SHALL CONSTITUTE THE BUYER’S SOLE RIGHT AND TO THE REPLACEMENT VALUE OF THE PRODUCTREMEDY UNDER THIS GENERAL TERMS AGREEMENT.

Appears in 2 contracts

Samples: General Terms Agreement (Agreement, General Terms Agreement (Agreement

Warranty. Seller Caselle warrants that it has sufficient right and title to the Products sold by Seller Software to Purchaser conform to Seller’s specifications and are free from defects in material and workmanshipgrant You this Right. Unless otherwise specified by Seller in writing, this warranty extends for For one (1) year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one receipt of the followingSoftware ("Warranty Period"), at Seller’s sole discretion: (a) repair or replacement of Caselle also warrants the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will Software media to be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising free from defects in materials and workmanship under normal use, and Software operation will substantially conform to the specification published by Caselle. If an error or workmanship; (b) any Product damaged a defect in the Software or its media becomes apparent within the Warranty Period You must promptly notify Caselle, in writing, describing the defect. Upon confirming the error or defect Caselle will, at its exclusive option, repair or replace the item or refund the price paid for the defective item. Caselle does not warrant that the functions contained in the Software will meet Your requirements or that the operation of the Software will be uninterrupted or error free. The warranty does not cover Software modified by the anyone other than Caselle and problems with, or caused by, computer hardware or non-Caselle software. This limited warranty is VOID if failure of the owner to uselicensed Software has resulted from accident, maintainabuse or misapplication. Disclaimers and Limitations of Warranty and Remedies EXCEPT AS SPECIFICALLY STATED IN THE WARRANTY SECTION OF THIS AGREEMENT, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERSOFTWARE IS LICENSED "AS IS" WITHOUT ANY OTHER WARRANTY, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY INCLUDING, BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE. IN NO EVENT SHALL CASELLE BE LIABLE FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF ANTICIPATED PROFITS, REVENUE OR SAVINGS, BUSINESS INTERRUPTION OR LOSS OF BUSINESS INFORMATION, ARISING FROM THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDUSE OF OR INABILITY TO USE THE SOFTWARE OR BREACH OF ANY EXPRESSED OR IMPLIED WARRANTY, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE EVEN IF CASELLE OR ITS AGENT HAS BEEN ADVISED OF THE PRODUCT.POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF AN ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. CASELLE’S AGGREGATE LIABILITY UNDER THIS AGREEMENT FOR DAMAGE WILL NOT, IN ANY EVENT, WHETHER BASED UPON CONTRACT, NEGLIGENCE, STRICT LIABILITY IN TORT, WARRANTY, OR ANY OTHER BASIS, EXCEED THE LICENSE FEES PAID BY YOU FOR THE LICENSED SOFTWARE GIVING RISE TO SUCH LIABILITY. Returns

Appears in 2 contracts

Samples: Software Use Agreement, Software Use Agreement

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to Product where the original Purchaser unless otherwise agreed by Seller factory serial numbers have been removed, defaced or changed in writingany way. Seller's sole obligation Repairs when product is used in other than normal and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followingusual household use (e.g. rental, at Seller’s sole discretion: (a) repair or replacement commercial The removal and reinstallation of the Product or (b) a credit for the price paid by the original Purchaser of the Productif it is installed in an inaccessible location. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED THIS WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERIS IN LIEU OF ANY OTHER WARRANTY, EXPRESS OR IMPLIED, INCLUDING AND WITHOUT LIMITATION TO, ANY WARRANTY OF MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE. IN TO THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDEXTENT ANY IMPLIED WARRANTY IS REQUIRED BY LAW, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE THIS WARRANTY IS LIMITED IN DURATION TO THE ONE YEAR TERM PERIOD EXPRESSED ABOVE. REPAIR OR REPLACEMENT AS PROVIDED UNDER THIS WARRANTY PERIOD IS THE EXCLUSIVE REMEDY FOR THE CUSTOMER. NEITHER THE MANUFACTURER NOR ITS U.S. DISTRIBUTOR SHALL BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES OF ANY NATURE, INCLUDING AND TO THE REPLACEMENT VALUE OF THE PRODUCTWITHOUT LIMITATION TO, LOST REVENUES OR PROFITS, OR ANY OTHER DAMAGE, WHETHER BASED IN CONTRACT, TORT, OR OTHERWISE. Some states do not allow the exclusion or limitation of incidental or consequential damages or limitations on how long an implied warranty lasts, so the above exclusion or limitation may not apply state to state.

Appears in 2 contracts

Samples: www.lg.com, www.lg.com

Warranty. Seller DSM PTG warrants that all Assemblies sold to SHC will be in compliance with the Products sold by Seller to Purchaser conform to Seller’s specifications Specifications established under this Agreement and are free from defects defined in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All Exhibit M. The warranties apply contained herein extend only to the original Purchaser unless otherwise agreed by Seller SHC, and SHC shall affirmatively disclaim all liability of DSM PTG to any end users of Products, which disclaimer shall be satisfactory to DSM PTG in writingits sole discretion. Seller's The sole obligation and Purchaser’s exclusive remedy for any justified claim under this breach of warranty or certification of compliance with respect to any Assembly shall be limited to one replacement of that Assembly or refund of the following, at Seller’s sole discretion: (a) repair or replacement payment price of such Assembly. The warranty contained herein shall not be deemed to have failed of its essential purpose so long as DSM PTG is making good faith efforts to correct defects under the terms of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoseswarranty, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by has made the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings replacements provided by Seller or the manufacturerfor. EXCEPT FOR THE LIMITED WARRANTY AS SET FORTH ABOVEHEREIN, SELLER MAKES NO WARRANTY WHATSOEVEROTHER WARRANTIES, EXPRESS OR IMPLIED, BY OPERATION OF LAW OR OTHERWISE, INCLUDING ANY WARRANTY WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, AND INFRINGEMENT, ARE MADE BY DSM PTG, UNDER THIS AGREEMENT AND ALL SUCH OTHER WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED. THE PARTIES ACKNOWLEDGE THAT SHC PROVIDED OR AGAINST INFRINGEMENT. DETERMINED THE SPECIFICATIONS FOR THE COMPOSTION OF THE MATERIAL, ASSEMBLIES, VENDOR APPROVAL, AND PRODUCTS AND THE PERFORMANCE AND OTHER SPECIFICATIONS THEREFOR, AND THAT DSM PTG HAS NO RESPONSIBILITY FOR SHC’S DETERMINATION TO USE THE MATERIALS OR ASSEMBLIES IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTPRODUCTS.

Appears in 2 contracts

Samples: License, Supply & Manufacturing Agreement (Sunshine Heart, Inc.), License, Supply & Manufacturing Agreement (Sunshine Heart, Inc.)

Warranty. Seller SELLER warrants that if any product of its manufacture upon examination is found by a SELLER’S representative to be defective in either workmanship or material under normal use and service SELLER, at its option, will repair or replace same free of charge including lowest transportation charges but not cost of installation or removal, or have the Products sold by Seller to Purchaser conform to Seller’s specifications and are free purchase price refunded, provided that SELLER receives a written claim specifying the defect within ninety (90) days from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for date of distributor sale or one (1) year from the date of original purchasefactory shipment, whichever occurs first. SELLER further warrants that if a service performed by it for BUYER in installation or repair of equipment or parts examination of SELLER’S manufacture is found by a SELLER’S representative to be defective in workmanship under normal use and service, SELLER, at its option, will repair or replace same free of charge including lowest transportation charges or will refund the purchase price thereof, provided that SELLER receives written claim specifying the defect within ninety (90) days from date of service. The performance of a service by SELLER with respect to machinery, apparatus, accessories, materials, or supplies provided by BUYER or not manufactured by SELLER are specifically excluded from SELLER’s warranty. All warranties apply only with respect to the original Purchaser unless otherwise agreed machinery, apparatus, accessories, materials or supplies not manufactured by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty SELLER shall be limited to one their respective warranties of the followingmanufacturers thereof, at Seller’s sole discretion: (a) repair or replacement if any, which SELLER may be permitted to pass on to BUYER. The effects of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply tocorrosion, and no warranty remedy will be given forerosion, Product issues resulting from: (a) accident, acts of naturemisuse, improper installationinstallation (if not by SELLER), improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, neglect and normal wear or and tear of replaceable parts such as spouts and hoses, or other causes not directly arising are specifically excluded from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerSELLER’S warranty. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS ALL OTHER WARRANTIES EXPRESSED OR IMPLIED, IMPLIED INCLUDING ANY WARRANTY WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTUSE ARE HEREBY DISCLAIMED. IN SUBJECT TO CLAUSE 14(c) BELOW, THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION FOREGOING EXPRESSES ALL OF SELLER’S OBLIGATIONS AND LIABILITIES WITH RESPECT TO THE ONE YEAR WARRANTY PERIOD PRODUCTS AND TO THE REPLACEMENT VALUE OF THE PRODUCTSERVICES FURNISHED BY IT HEREUNDER. The liability of SELLER, on any claim of any kind, whether based on warranty, contract, negligence or otherwise, for any loss or damage arising out of, connected with, or resulting from this contract, or from the performance or breach thereof, or from the manufacture, sale, delivery, resale, repair or use of any equipment covered by or furnished under this contract shall, subject to clause 14(c) below, in no case exceed the purchase price, and upon expiration of the warranty period all such liability shall terminate. The foregoing shall, subject to clause 14(c) below, constitute the sole liability of SELLER.

Appears in 2 contracts

Samples: vsptechnologies.com, www.powerdynamicsinc.com

Warranty. Seller warrants to Buyer that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends workmanship for one year a period of 12 months from the date of original purchaseinitial operation or 24 months from shipment, whichever is first. All warranties apply only No breach of warranty claim against Seller will be allowed unless asserted in writing within 30 days after the date within the warranty period on which the defect is or should have been discovered by Buyer. For Services, Seller warrants that any work it performs shall be free from defects in workmanship for a period of 90 days after the work is completed. Seller shall receive a reasonable opportunity to review the original Purchaser unless otherwise agreed by warranty claim, absent which the Seller in writingis not liable for any consequences resulting from the alleged defect. Seller shall not be responsible for any defect(s) which result from Buyer’s actions and does not cover any equipment that has been altered or subjected to misuse or accident, or improper storage, installation, assembly, maintenance, or application. Seller does not warrant that the equipment or any part of the equipment will resist the action of an erosive or corrosive environment. Seller's ’s sole obligation liability and Purchaser’s Buyers sole and exclusive remedy for any justified claim under this warranty shall be limited to one the repair or replacement of the followingsuch equipment by Seller, at Seller’s sole discretion: option and cost (atransportation, removal and reinstallation are not covered) repair or replacement re-performance of the Product Services. The warranty shall not apply if initial operation commences more than 12 months after shipment. No warranty or (b) a credit for representation is made as to the price paid by the original Purchaser useful life of the ProductProducts or Services. This express warranty does not apply to, and no warranty The foregoing shall constitute the sole remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, Buyer and Seller’s sole liability whether in warranty or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerotherwise. EXCEPT FOR THE LIMITED THIS WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS IS EXCLUSIVE AND IS OFFERED IN LIEU OF ALL IMPLIED OR IMPLIEDSTATUTORY WARRANTIES, INCLUDING ANY WARRANTY OF MERCHANTABILITY, WITHOUT LIMITATION WARRANTIES AS TO MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE PURPOSE, ANY OTHER EXPRESS OR AGAINST INFRINGEMENT. IN THE EVENT IMPLIED WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTOR REPRESENTATION.

Appears in 2 contracts

Samples: www.schenckprocess.com, www.schenckprocess.com

Warranty. Seller ALLEGRO warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for a period of one (1) year from the date of original purchaseshipment to PURCHASER that all such delivered products are free from material defects in workmanship and material and shall substantially conform to ALLEGRO’s product specifications therefor. All warranties apply A product shall be deemed to have defects only if the defect is verified by ALLEGRO. If any product does not conform to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation preceding product warranty, PURCHASER shall inform ALLEGRO within the one (1) year warranty period and Purchaser’s exclusive remedy return such non-conforming products for any justified claim under this warranty shall be limited to one of the following, correction or replacement (at SellerALLEGRO’s sole discretion: (a) ). ALLEGRO’s liability for such rejected products is limited solely to the cost of transportation expenses plus the responsibility of either repairing or replacing such non-conforming products or, if repair or replacement of is not possible, refunding the Product or (b) a credit purchase price, at ALLEGRO’s sole option, for the price paid by the original Purchaser of the Productsuch non- conforming products. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts extend to any of nature, our products which fail to operate by reason of improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hosesapplication, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintaininspection, or store the Product as specified in any applicable instructions and/or warnings provided have been subject to misuse, neglect, or accident, or have been repaired or substantially altered by Seller or the manufacturera third party without ALLEGRO’s authorization. EXCEPT FOR THE LIMITED WARRANTY WARRANTIES SET FORTH ABOVEIN THIS SECTION 2 ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, SELLER MAKES NO WARRANTY WHATSOEVERAND ALLEGRO EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING ANY INCLUDING, BUT NOT LIMITED TO, THE WARRANTY OF MERCHANTABILITY, MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE PURPOSE, SATISFACTORY QUALITY, ANY WARRANTY OF NONINFRINGEMENT, AND ALL OTHER WARRANTIES, WHICH MIGHT OTHERWISE ARISE FROM COURSE OF DEALING BETWEEN THE PARTIES OR AGAINST INFRINGEMENTUSAGE OF TRADE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTThe remedies provided in this Section 2 are PURCHASER’s sole and exclusive remedies for any failure of ALLEGRO to comply with its warranty obligations.

Appears in 2 contracts

Samples: www.allegromicro.com, www.allegromicro.com

Warranty. Seller Unless otherwise agreed upon by the parties in writing, the "Warranty Period" shall be 2 years. Supplier warrants that all Deliverables purchased hereunder (1) will be provided in a professional and workmanlike manner in accordance with the Products sold by Seller to Purchaser conform to Seller’s specifications highest standards in the industry and are be free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only design (to the original Purchaser extent the design was provided by Supplier), material and/or workmanship; (2) will be new and not used or reconditioned; (3) will upon Buyer's taking title of the Deliverable and for the Warranty Period conform to the specifications, drawings, and/or descriptions provided to Buyer before its purchase hereunder; (4) will upon Buyer's taking title of the Deliverable and for the Warranty Period be fit for the intended purpose; (5) will comply with such other Deliverable specific warranties as may be required by Buyer for the time period required by Buyer; and (6) the Deliverables shall comply with all applicable Laws. This warranty is in addition to and not in lieu of any other warranties given by Supplier and warranties created or existing pursuant to applicable Law. This warranty is fully transferable by Buyer at Buyer’s option to Buyer’s customers. Supplier warrants that it has title to the Deliverables and that the Deliverable is free of all liens, security interest or and encumbrance. These warranties shall survive inspection, test, acceptance and payment and shall accrue to Buyer, its successors, assigns and customers. Warranty failures may be returned to Supplier for repair, replacement or credit at Buyer’s option and at Supplier’s risk and expense. Repaired and replacement Deliverables shall be new and not reconditioned (unless otherwise agreed to in writing between the parties) and subject to the Warranty terms herein. If Supplier breaches any warranty specified in this order or afforded by Seller Law, Buyer shall be entitled to avail itself cumulatively of all remedies in writingLaw or in equity. Seller's sole obligation and Purchaser’s exclusive remedy Notwithstanding anything to the contrary to this Section 7. Buyer shall be entitled to full compensation for any justified claim under this warranty shall be and all losses, damages, costs and expenses (including but not limited to one rework costs, overtime charges, cost of the followingmanufactured or partially manufactured assemblies, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price fines and penalties paid by the original Purchaser Buyer and/or claimed by any customer of the Product. This express warranty does not apply to, Buyer related to a breach of Supplier’s warranties hereunder) and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable other similar amounts suffered or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTincurred.

Appears in 2 contracts

Samples: www.jabil.mx, www.jabil.com

Warranty. Seller warrants that the Products sold Except as is furnished herein in writing by Seller to Purchaser conform Buyer, Seller warrants solely to Buyer only that materials furnished hereunder will be of the kind designated or specified, and no other warranty, except of title, shall be implied. Providing Buyer gives notice in accordance with Article 11, if goods sold hereunder contain defects in material or workmanship demonstrated to Seller’s specifications and are free satisfaction to have existed at the time of departure from defects Seller’s plant, Seller, reserving the right to either inspect them in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and PurchaserBuyer’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followinghands or request their return will, at Seller’s sole discretion: (a) repair option, correct or replacement of the Product replace at Seller’s expense F.O.B. Seller’s plant, or (b) a give Buyer proper credit for the price paid such goods determined by the original Purchaser of the ProductSeller to defective, with all necessary packaging and transportation costs (if any) to be assumed by Buyer. This express warranty does The foregoing shall not apply toto goods that shall have been subjected to alteration, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of naturecontamination, improper installationmaintenance or storage, improper assemblymisapplication, unreasonable misuse, negligence or improper use, lack of proper maintenance, unauthorized repairs accident after shipment from Seller’s plant by anyone except Seller’s authorized employees or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturergoods to which Buyer’s tests use an unrepresentative sample. EXCEPT FOR THE LIMITED WARRANTY AS SET FORTH ABOVEON FACE OF SELLER’S INVOICE OR ON THE XXXX OF LADING, SELLER MAKES NO WARRANTY WHATSOEVERALL WARRANTIES OF MATERIALS SOLD HEREUNDER, EXPRESS EXPRESSED OR IMPLIED, INCLUDING ANY BUT NOTLIMITED TO WARRANTY OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE SPECIFICALLY EXCLUDED FROM THIS TRANSACTION AND SHALL NOT APPLY. *** Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. THE REMEDIES SET FORTH IN THIS ARTICLE 2 SHALL BE THE SOLE AND EXCLUSIVE REMEDY AVAILABLE TO THE BUYER, IN LIEU OF ALL OTHER REMEDIES FOR DAMAGES (INCLUDING BUT NOT LIMITED TO DIRECT, CONSEQUENTIAL AND SPECIAL OR AGAINST INFRINGEMENTINCIDENTAL DAMAGE ARISING OUT OF LATE, PARTIAL AND/OR NON DELIVERY, THE SALE, USE, FURNISHING OF MATERIALS, OR SUITABILITY FOR GENERAL OR PARTICULAR USE). IN NO EVENT WILL SELLER’S LIABILITY EXCEED THE CONTRACT (PURCHASE) PRICE FOR THE MATERIALS FOR WHICH LIABILITY IS CLAIMED. BUYER IS SOLELY RESPONSIBLE FOR DETERMINING SUITABILITY FOR USE AND SELLER SHALL IN NO EVENT WARRANTIES EXIST AT LAW THAT MAY BE LIABLE IN THIS RESPECT. THE GIVING OR FAILURE TO GIVE ADVICE, RECOMMENDATION OR SAFETY WARNINGS OF ANY CHARACTER BY SELLER SHALL NOT BE DISCLAIMEDIMPOSE ANY LIABILITY UPON SELLER. If the materials sold hereunder are resold by Buyer, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTBuyer agrees to include in the contract for resale provisions which limit recoveries against Seller in accordance with this Article 2. No employee or agent of Seller is authorized to make any warranty statement, promise or understanding other than that which is specifically set forth herein. The provisions in any specification data sheet or chart issued by Seller or attached hereto are descriptive only and are not warranties or representations.

Appears in 2 contracts

Samples: Hub City Tools, Inc., Green Field Energy Services, Inc.

Warranty. Seller Unless otherwise specified in Vendor written materials pertaining to a particular Product, Vendor warrants to Customer that the Products sold by Seller to Purchaser purchased under this Agreement conform to Seller’s Vendor's published specifications (“Specifications”) and are free from defects in workmanship and material at the time of shipment. If, upon inspection within a reasonable time after delivery and before implantation or use, Customer discovers a failure of a Product to conform to Specifications or a defect in material and workmanship. Unless otherwise specified by Seller , it must promptly notify Vendor in writing. Within a reasonable time after such notification, this warranty extends for one year from Vendor will correct any failure of the date of original purchase. All warranties apply only Product to conform to the original Purchaser warranty by providing, at its option, repair of the Product, a replacement unit, or a refund of the purchase price, if applicable. The aforementioned remedies are Customer’s exclusive remedies for breach of warranty under this Agreement. The foregoing warranties, unless otherwise agreed by Seller the Parties in writing. Seller's sole obligation and Purchaser’s exclusive remedy a written addendum to this Agreement or expressly provided in the Specifications, shall extend for any justified claim under this warranty shall be limited to a period of one (1) year commencing on the date of shipment of the following, at Seller’s sole discretionProduct to Customer. This warranty does not extend to or cover: (a) repair any product, components, or replacement of the Product parts not manufactured or sold by Vendor; (b) a credit damage caused by use of any Product for purposes other than those for which it was designed as indicated in Vendor’s published materials; (c) damage caused by unauthorized attachments or modification; (d) any other abuse or misuse by Customer, its employees, representatives, contractors and agents; or (e) any Vendor Product where the price paid by Customer is not the original Purchaser first purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERFOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, RELATING TO THIS AGREEMENT OR THE PRODUCTS OR MATERIALS TO BE PROVIDED UNDER THIS AGREEMENT, INCLUDING ANY WARRANTY BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE. IN THE EVENT ALL SUCH OTHER WARRANTIES EXIST AT LAW THAT MAY NOT BE AND REPRESENTATIONS ARE HEREBY DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.

Appears in 2 contracts

Samples: qa-www.zimmerbiomet.com, www.zimmerbiomet.lat

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement Services are warranted to be in substantial conformity with industry standards and consistent with the standards established under Exhibit B attached hereto. Services that are custom-made for Reseller will meet the terms for their development accepted in writing by eCom. eCom Technical Support may provide response measures, in the sole discretion of eCom, that are in addition to the Product or foregoing warranties. Warranties on third-party software, services, equipment, etc. are limited to such third party’s licensing terms and conditions. (b) eCom does not warrant that the Service shall be uninterrupted or error free or that it shall meet Reseller’s or any Reseller Customer’s needs but eCom shall be subject to the Service Level Agreements under Exhibit B attached hereto. Reseller shall be solely responsible for the accuracy and integrity of data, reports, documentation and internal security with respect to or arising from Reseller as well as Reseller Customers and their Consumers up to the point that they are delivered to eCom. eCom shall be solely responsible for the accuracy and integrity of data, reports, documentation and internal security with respect to or arising from their delivery and manipulation until such time as they are returned to Reseller. Reseller Customers, and their Consumers. eCom makes no representation or warranty that any payee on any remittance item transmitted pursuant to services performed under this Agreement will post a credit to the paying Consumer’s account in an accurate or timely manner. (c) eCom will provide, upon written request from Reseller a description of security methods and procedures employed by eCom and will from time to time modify those security methods and measures as required to make them compliant with the then current reasonable industry standards as well as all applicable laws, rules and regulations. Reseller will employ such procedures as are appropriate to secure the integrity of its data in its possession. Reseller understands that certain risks are inherent in the transmission of information over the Internet, and eCom shall incur no liability for the price paid breach of its or Reseller’s security measures unless caused by the original Purchaser willful misconduct or gross negligence of eCom, its employees, agents, contractors or other third parties on behalf of eCom. (d) eCom shall be responsible for its processing errors and shall immediately correct any such errors. (e) eCom will hold Reseller harmless from any damages or liabilities resulting from third-party claims that the Services infringe U.S. patents, copyrights or similar intangible rights, provided that Reseller will promptly notify eCom of the Product. This express warranty does not apply tomatter, cooperate (on a non-monetary basis) with eCom as requested, and no warranty remedy will be given forpermit eCom to control the investigation, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts defense and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure disposition of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings same. (f) All Services provided by Seller or eCom will comply with the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCT.documentation provided with the Services,

Appears in 2 contracts

Samples: Service Reseller Agreement (Alkami Technology, Inc.), Service Reseller Agreement (Alkami Technology, Inc.)

Warranty. Seller warrants that for one (1) year, all Deliverables will conform to applicable specifications, drawings, descriptions, and samples, and will be of new manufacture, good workmanship and materials, and free from design defect, claim, encumbrance or lien, and be suitable for the Products sold purpose intended by Buyer. Seller warrants that it has full title, right, power and authority to enter into the Order and perform its obligations under the Order. Seller warrants that Deliverables that are services shall be performed in a professional and workmanlike manner. If the Deliverables delivered under the Order do not meet the warranties specified in the Order or other applicable warranties, Buyer may, at its option, return at Seller's expense, the defective or nonconforming Deliverables for credit, refund or set-off, or require Seller to Purchaser conform correct or replace, at no cost to Buyer, any defective or nonconforming Deliverables, including, without limitation, re- perform any Deliverables that are services. Return shipping to Buyer of corrected or replacement Deliverables shall be at Seller’s specifications 's expense. Deliverables required to be corrected or replaced (including, without limitation, the re-performance of any Deliverables that are services) shall be subject to this Section 8 and are free from defects Section 9 (Inspection) in material the same manner and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writingsame extent as Deliverables originally delivered under the Order. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty warranties shall be limited run to one Buyer, its affiliates, subsidiaries, customers or users of the followingDeliverables and shall not be deemed to be exclusive of any other remedy at law or in equity available to Buyer, at Seller’s sole discretion: (a) repair its affiliates, subsidiaries, customers or replacement users of the Product Deliverables. Buyer's inspection, approval, acceptance, use of, or (b) a credit payment for the price paid by the original Purchaser all or any part of the ProductDeliverables shall in no way affect its warranty rights. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERFOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY BUT NOT LIMITED TO PERFORMANCE GUARANTIES, WARRANTIES AGAINST DESIGN DEFECTS, AND THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE PURPOSE, ALL OF WHICH ARE EXCLUDED. EXCEPT AS STATED IN THIS DOCUMENT, SELLER MAKES NO REPRESENTATION OR AGAINST INFRINGEMENTWARRANTY ABOUT THE GOODS WHATSOEVER. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDIn no case will Seller be liable for any special, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTincidental, or consequential damages based upon breach of warranty, breach of contract, negligence, strict liability, products liability, strict tort, or any other legal theory. Such damages include but are not limited to loss of profits, loss of savings or revenue, loss of use of the Deliverables or any associated equipment, cost of capital, cost of any substitute equipment, facilities, or services, delay, downtime, the claims of third parties including customers, and injury to property.

Appears in 2 contracts

Samples: Terms and Conditions of Sale, Terms and Conditions of Sale

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and All materials supplied under this Contract are free from warranted against defects in workmanship and material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year a period of 30 days from the date of original purchaseinstallation of such material. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's Haemonetics’ sole obligation and Purchaser’s exclusive remedy for any justified claim responsibility under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement of replace any material found to be defective. Haemonetics reserves the Product right to use new or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized refurbished parts to perform repairs or modificationsmaintenance covered by this Contract. Labor required to repair or replace such material following expiration of this Agreement, abusebut within the warranty period for said material, normal wear or tear shall be supplied at Haemonetics’ per call rates and terms then in effect. Disclaimer of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerWarranties. EXCEPT FOR THE LIMITED EXPRESS WARRANTY SET FORTH STATED ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS HAEMONETICS DISCLAIMS ALL WARRANTIES WITH REGARD TO THE MATERIALS OR IMPLIEDSERVICES SUPPLIED HEREUNDER, INCLUDING ANY WARRANTY ALL IMPLIED WARRANTIES OF MERCHANTABILITYMERCHANTABILITY AND FITNESS, FITNESS AND THE STATED EXPRESS WARRANTIES ARE IN LIEU OF ALL OBLIGATIONS OR LIABILITIES ON THE PART OF HAEMONETICS FOR A PARTICULAR PURPOSE DAMAGES, INCLUDING BUT NOT LIMITED TO CONSEQUENTIAL DAMAGES ARISING OUT OF OR AGAINST INFRINGEMENTIN CONNECTION WITH THIS AGREEMENT AND THE MATERIALS AND SERVICES PROVIDED HEREUNDER. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDLimitation of Damages. Haemonetics is not responsible for any loss, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTdamage or injury resulting from delay in rendering service under this Contract. In no event will Haemonetics’ aggregate liability exceed the amount actually received by Haemonetics during the applicable contract period. Any legal action must be brought by Customer within one year after the cause of action accrues. Limits on Contract. This Agreement and the warranty provided above are void with respect to an item of Equipment if (a) Customer used any disposables or accessory products that are not manufactured by or specifically approved by Haemonetics for use with the Equipment, (b) repairs are made to the Equipment by persons not specifically authorized to do so by Haemonetics, (c) unauthorized modifications to the Equipment are made or (d) Customer fails to comply with operating conditions in the Equipment’s operating manuals. Customer shall be responsible for and shall pay Haemonetics at Haemonetics’ applicable time and material rates for any service which Haemonetics provides at Customer's request after a voiding event and before such voiding event is discovered by Haemonetics. Customer shall indemnify and hold Haemonetics harmless for all costs, expenses and liabilities arising out of or related to any voiding event.

Appears in 2 contracts

Samples: Service Agreement Terms and Conditions, Service Agreement

Warranty. Seller warrants that the Products sold by Seller to Purchaser will (i) conform to Seller’s specifications the Specifications, and are (ii) will be free from defects in material materials, workmanship and workmanship. Unless otherwise specified designs (but only as to designs provided by Seller in writing, this warranty extends and not designs provided by Buyer) for one year a period of eighteen (18) months from the date of original purchasethe xxxx of lading for such Product. All warranties apply only The term of the warranty set forth in the previous sentence shall be shortened or extended to the extent that Buyer has assumed a shorter or longer term warranty under any Assumed Customer Program. This warranty is limited to Buyer, as the original Purchaser purchaser of the Product, and cannot be assigned or transferred to any third person, without Seller's express, prior written consent, it being agreed and acknowledged that Buyer will make warranties to its Semiconductor Customers based on Seller's warranties hereunder and that Buyer shall continue to be the beneficiary of the warranties even after Buyer distributes Products to its Semiconductor Customers. No person is authorized to amend or expand this warranty or to grant any other warranty on behalf of Seller. Seller shall not be responsible for any repair, replacement or material charges incurred by Buyer or others within the period of this warranty, or otherwise, unless otherwise agreed by Seller in writinggives its prior written consent to the incurring or payment of such charges. Seller's sole obligation responsibility and Purchaser’s exclusive remedy for liability with respect to any justified claim Product under this warranty shall be limited to one of the followingbe, at Seller’s sole discretion: (a) 's option, the repair or replacement of any Product which fails to comply with the terms of this warranty or, in the event Seller determines that such Product cannot be repaired or (b) a replaced, the refund to Buyer, through payment or credit, of the purchase price paid by Buyer for such defective or non-conforming Product. At Seller's request, Buyer shall return and/or hold any Product claimed to be defective or non-conforming for inspection, repair or replacement by Seller. Seller shall inspect such Products, and Products found not to be defective or non-conforming shall be returned to Buyer at Buyer's cost and expense. Products found to be defective or non-conforming within such warranty will be repaired or replaced at no charge to Buyer or, at Seller's option, Buyer shall receive the aforesaid refund/credit for the purchase price paid by the original Purchaser of the such Product. This express Buyer acknowledges and agrees that Seller shall have no warranty does not apply toobligations, and no warranty remedy will be given forBuyer shall not assert any claim against Seller, with respect to defects or non-conformities arising out of (i) modifications to and/or unintended uses of a Product issues resulting from: made by Buyer or Buyer's Semiconductor Customers or third parties where such modifications and/or uses have not been previously authorized in writing by Seller, (aii) accident, acts the improper installation and operation of nature, improper installation, improper assembly, unreasonable a Product according to Seller's manual(s) and instruction(s) or improper use, lack of proper maintenance, unauthorized (iii) repairs made by Buyer or modifications, abuse, normal wear its agents or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTBuyer's Semiconductor Customers.

Appears in 2 contracts

Samples: Brooks Japan Robot Supply Agreement (Brooks Automation Inc), Brooks Japan Robot Supply Agreement (Brooks Automation Inc)

Warranty. Seller warrants that Unless otherwise stated in a customer master agreement, quotation documents or product literature provided with the Product at the time of sale, Products sold manufactured by Seller are warranted solely to Purchaser conform to Seller’s specifications and are free the original Buyer for eighteen months (18) months from date of shipment or one (1) year from date of installation against defects in material and workmanshipworkmanship when paid for and properly installed and maintained under normal use and service. Unless otherwise specified by Seller in writingIn all cases, this warranty extends for one year will expire not later than ten (10) years from the date of original purchaseshipment by Xxxxxx. All warranties apply only Warranty will be immediately voided by substitution of non-Seller provided parts. No warranty is given for products or components manufactured by companies not affiliated by ownership with Seller or for Products and components that have been subject to misuse, improper installation, corrosion, or that have not been installed, maintained, modified or repaired in accordance with applicable Standards of the original Purchaser unless otherwise agreed National Fire Protection Association, and/or the standards of any other Authorities Having Jurisdiction. Materials found by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty to be defective shall be limited to one of the followingeither repaired or replaced, at Seller’s sole discretion: (a) repair option. Seller neither assumes, nor authorizes any person to assume for it, any other obligation in connection with the sale of Products or replacement parts of Products. Seller shall not be responsible for system design errors or inaccurate or incomplete information supplied by Buyer or Buyer’s representatives. In no event shall Seller be liable, in contract, tort, strict liability or under any other legal theory, for incidental, indirect, special or consequential damages, including but not limited to lost profits and labor charges, regardless of whether Seller was informed about the Product or (b) a credit for the price paid by the original Purchaser possibility of the Product. This express warranty does not apply tosuch damages, and in no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by event shall Seller’s liability exceed an amount equal to the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturersales price. EXCEPT FOR THE LIMITED FOREGOING WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERIS MADE IN LIEU OF ANY AND ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDThis limited warranty sets forth the exclusive remedy for claims based on failure of or defect in Products, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTmaterials or components, whether the claim is made in contract, tort, strict liability or any other legal theory. This warranty will apply to the full extent permitted by law. The invalidity, in whole or part, of any portion of this warranty will not affect the remainder.

Appears in 2 contracts

Samples: General Terms and Conditions, General Terms and Conditions

Warranty. Seller agrees that all goods furnished pursuant to this order will be new, will be merchantable, will be of good material and workmanship, and will be free from any defects. If seller knows or has any reason to know the particular purpose for which the Company intends to use the goods, Seller warrants that the Products sold goods will be fit for that particular purpose. Seller warrants that all goods will conform to any such statements made on the containers, labels or advertisements for such goods and that the goods will be properly contained, packaged, marked and labeled. Seller warrants that the goods will conform to the specifications, drawings, samples or other descriptions specified by Seller to Purchaser conform the Company or, if none are so specified, to Seller’s standard specifications for, and are descriptions and samples of, such material. Seller warrants that all goods will be delivered free from defects in material any liens, security interests, encumbrances or claims of any nature, that Seller has good title to the same, an that transfer of title is rightful. SHIPMENT Times and workmanshipdates herein are of the essence. Unless otherwise C.O.D. shipments will not be accepted. No charges will be allowed for packing, crating, freight express or cartage unless specified by Seller in writing, this warranty extends for one year from on the date of original purchaseface hereof. All warranties apply only goods are to be suitably prepared and packed for shipment in accordance with good commercial practice so as to not affect safe delivery and freedom from damage, to secure the lowest transportation rates and to meet the carrier’s requirements. INSPECTION All goods to be furnished hereunder shall at all times be subject to the original Purchaser Company’s inspection, but neither inspection by the Company nor failure to inspect shall relieve Seller of any obligation hereunder. Final inspection shall be at the Company’s premises unless otherwise agreed by Seller in writing. Goods rejected as not conforming to this order will be held for Seller's sole obligation ’s instruction and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement risk. Seller shall have no right to payment prior to the Company’s inspection and acceptance of the Product goods. Risk of loss and title shall remain with Seller until the Company actually receives, inspects and accepts the goods. If, in the Company’s opinion, any article, material or (b) a credit for other portion of the price paid goods fails to conform to specifications or is otherwise defective, the Company may elect to have Seller promptly replace same at Seller’s expense. No acceptance or payment by the original Purchaser Company shall constitute a waiver of any rights of the Product. This express warranty does not apply to, Company; and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable nothing herein shall exclude or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, limit any warranties or other causes not directly arising from defects in materials obligations of Seller implied or workmanship; (b) any Product damaged provided by law. Inspection by the failure of Company at the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTsellers premises shall be allowed.

Appears in 2 contracts

Samples: Terms of Purchase, Terms of Purchase

Warranty. Seller Peak-Ryzex warrants that it will render the Products sold Maintenance Services in a good and workmanlike manner. Peak-Ryzex warrants to Customer for a period of thirty (30) days following the performance of any installation work by Seller Peak-Ryzex, that such work will be performed in a good and xxxxxxx-like manner. In the event of any material failure to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writingmeet such standard, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and PurchaserCustomer’s exclusive remedy and Peak-Ryzex’s sole responsibility shall be for any justified claim Peak-Ryzex to re-perform the Maintenance Services or, if in Peak-Ryzex’s discretion it is not commercially reasonable to re-perform the Maintenance Services, provide Customer with a refund of the Maintenance Fees paid by Customer for the current Term. Peak-Ryzex’s obligations and liability under this warranty are conditioned upon the receipt of prompt notice of defects as to parts and/or workmanship from Customer. Timely completion of Maintenance Services by Peak-Ryzex is subject to the timely satisfaction by Customer of any Customer obligation or requirement. This warranty shall be limited to one of void if the following, at Seller’s sole discretion: (a) repair Hardware is damaged or replacement of the Product or (b) a credit for the price paid rendered unusable by the original Purchaser willful act, negligence and/or tampering of the Productpersons other than Peak-Ryzex. This express warranty does not apply toTO THE FULLEST EXTENT ALLOWED BY LAW, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerTHE WARRANTIES PROVIDED IN THIS SECTION ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES. EXCEPT FOR THE LIMITED WARRANTY AS EXPRESSLY SET FORTH ABOVEIN THIS ATTACHMENT, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS PEAK-RYZEX DISCLAIMS ALL WARRANTIES EXPRESSED OR IMPLIEDIMPLIED WITH REGARD TO THE SERVICES PROVIDED UNDER THIS ATTACHMENT, INCLUDING ANY WARRANTY ALL IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR THESE DISCLAIMERS OF WARRANTY PERIOD AND TO THE REPLACEMENT VALUE CONSTITUTE AN ESSENTIAL PART OF THE PRODUCTTHIS ATTACHMENT.

Appears in 2 contracts

Samples: www.peaktech.com, www.peak-ryzex.com

Warranty. Seller GOODS: SELLER warrants that against defects on all GOODS in accordance with the Products sold by Seller to Purchaser conform to Selleroriginal equipment manufacturer’s specifications and are free from written warranty. PARTS: SELLER warrants against defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends on all PARTS for one year a period of ninety (90) days from the date of original purchaseDELIVERY. All warranties apply only SERVICES: SELLER warrants against defects in workmanship on all SERVICES performed by SELLER for a period of ninety (90) days from the date of completion of such SERVICES. SELLER’S obligation to repair or replace any defective GOODS or PARTS or reperform any defective SERVICES during the original Purchaser unless otherwise agreed by Seller in writing. Seller's warranty period shall be BUYER’S sole obligation and Purchaser’s exclusive remedy for any justified claim and SELLER’S sole liability arising under this warranty shall or any warranty claim made by BUYER. In order to be limited entitled to one the foregoing warranties, BUYER must notify SELLER in writing of defects within thirty (30) days of the following, at Seller’s sole discretion: (a) repair or replacement date of discovery of same during the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express applicable warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerperiod. EXCEPT FOR THE LIMITED WARRANTY AS MAY BE OTHERWISE EXPRESSLY SET FORTH ABOVEIN WRITING HEREIN, THIS WARRANTY IS PROVIDED IN LIEU OF, AND SELLER MAKES NO WARRANTY WHATSOEVEREXPRESSLY EXCLUDES ANY AND ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING INCLUDING, BUT NOT LIMITED TO ANY WARRANTY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND/OR ANY EXPRESS OR IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTUSE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDBUYER shall bear any and all costs of providing free and clear access to the GOODS and PARTS (including removal and replacement of systems and structures), PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTde-installation, re-installation and transportation of GOODS and PARTS to SELLER and back to BUYER. No allowance will be made for repairs or alterations made by others without SELLER’S prior written consent. If repairs or alterations are attempted without SELLER’S prior written consent, this warranty shall be null and void. SELLER assumes no responsibility for damages caused by accident, neglect, damage during transport, improper installation, use, handling, or maintenance, including installation by unauthorized third parties, or by operation in violation of rated operating conditions, internal or otherwise, or normal wear and tear or defects or damages resulting from the use of parts not authorized by the original equipment manufacturer or from BUYER’S failure to store, install, maintain, and/or operate the GOODS or PARTS in accordance with SELLER’S operating manuals, service manuals, instructions, drawings, and good engineering practice. None of the GOODS or PARTS furnished by SELLER shall be deemed defective by reason of chemical or abrasive action, excessive heat or failure to resist the action of excessive heat, erosive or corrosive gases or liquids or the deposition of foreign material from such gases or liquids. SELLER’S receipt of payment in full of all sums due to SELLER shall be a condition precedent to SELLER’S warranty obligations, and the making of any warranty claim by BUYER shall not excuse BUYER’S obligation to make timely payment of all sums due to SELLER. No repair, replacement or reperformance by SELLER shall extend the applicable warranty period.

Appears in 2 contracts

Samples: Terms And, Terms And

Warranty. Seller agrees to extend its standard commercial warranties and to extend or assign any third party warranties that are applicable to all products and services Seller provides to Company at the time the products are received by Company. To the extent not included within the foregoing warranty, Seller warrants that the Products sold by Seller all products it provides to Purchaser Company will be new (not refurbished), not contain or comprise counterfeit or gray market products or components, materially conform to with Seller’s published specifications and are user manuals for the products and be free from material defects in material materials and workmanship. Unless otherwise specified , for a period of 90 days for hardware and software; and, in the event Company provides written notice to Seller of a breach of the foregoing warranties, as Company’s sole remedy for the breach thereof (unless the breach us caused by Seller in writingCompany’s willful misconduct or gross negligence), this warranty extends for one year from the date and without application of original purchase. All warranties apply only any liability limitation to the original Purchaser unless otherwise agreed by sole remedy, Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair expense and within a commercially reasonable time period either repair, replace or replacement of re-perform the Product defective products or (b) a credit for services, or both as applicable, or in the event Seller is unable or unwilling to do either, Seller will promptly refund Company the price paid for the defective products or services, or both as applicable, and for any products or services, or both as applicable, that are not able to be used by the original Purchaser Company as intended or in accordance with Company’s published specifications and user manuals due to any of the Product. This express warranty does not apply toaforementioned defects, and no warranty remedy where Company will be given for, Product issues resulting from: (a) accident, acts return any such defective or unusable products at Seller’s expense in consideration of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerrefund. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVEAS EXPRESSLY STATED HEREIN, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIEDDISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTY THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTPURPOSE.

Appears in 2 contracts

Samples: Basic Ordering Agreement General Terms and Conditions, Basic Ordering Agreement General Terms and Conditions

Warranty. Seller Supplier warrants that upon Buyer’s taking title to Product and for a period of three years thereafter, notwithstanding any termination or cancellation of this Purchase Order, all Products purchased hereunder (1) will be free from Defects in design (to the Products sold extent the design was provided by Seller to Purchaser Supplier), material and/or workmanship; (2) will be new and not used or recondi- tioned; (3) will conform to Sellerthe published specifications, drawings, and/or descriptions provided to Buyer before its purchase hereunder; (4) will be fit for the intended purpose (and will conform to all of Supplier’s specifications representations and warranties. This warranty is in addition to and not in lieu of any other warranties given by Supplier and warranties created or existing pursuant to applicable Law. This warranty is fully transferable by Buyer at Buyer’s option to Buyer’s customers. Supplier warrants that it has title to the Products, is authorized to sell Product, and that the Product is free of all liens, security interest or and encumbrance. These warranties shall survive inspection, test, acceptance and payment and shall accrue to Buyer, its successors, assigns and customers. Warranty failures may be returned to Supplier for repair, replacement or credit at Buyer’s option and at Supplier’s risk and expense. Repaired and replacement Products shall be new and not re- conditioned (unless otherwise agreed to in writing between the parties) and subject to the Warranty terms herein. If Supplier breaches any warranty specified in this order or afforded by Law, Buyer shall be entitled to avail itself cumulatively of all remedies in Law or in equity. If there is an Epidemic Failure, Supplier will promptly do one or more of the following at Supplier’s expense: Investigate the Epidemic Failure and determine its cause including testing or replacing all units delivered during or after the Epidemic Period, and promptly notify Jabil or the results of said inves- tigation; supply on-site technical support and all necessary products to repair or replace Products known to be affected by the Epidemic Failure which were delivered to Buyer during the Epidemic Period; accept the return of all Products which were affected by the Epidemic Failure or were delivered to Jabil during the Epidemic Period for either repair or replacement at no charge to Buyer pursuant to which Supplier will pay all shipment costs and bear the risk of loss both to and from Supplier’s factory; and/or ensure that the appropriate quality controls and other measures are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from tak- en so that all products of similar type supplied subsequent to the date of original purchasesuch an Epidemic Failure will not suffer the problems that cause or resulted from the Epidemic Failure. All warranties apply only Notwithstanding anything to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy contrary to this Section 7, Buyer shall be entitled to full compensation for any justified claim under this warranty shall be and all losses, damages, costs and expenses (including but not limited to one rework costs, overtime charges, cost of the followingmanufactured or partially manufactured assemblies, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price fines and penalties paid by the original Purchaser Xxxxx and/or claimed by any customer of the Product. This express warranty does not apply to, Buyer related to a breach of Supplier’s warranties here- under) and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable other similar amounts suffered or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTincurred.

Appears in 2 contracts

Samples: www.jabil.com, www.jabil.com

Warranty. Seller Subject to the terms of this Section 3.2(d), Landlord warrants that the Products sold by Seller to Purchaser conform to Sellermaterials and workmanship comprising Landlord’s specifications and are Work will be free from defects in material or deficiencies. Any portion of Landlord’s Work not conforming to the previous sentence may be considered defective. Landlord’s warranty excludes remedy for damage caused by abuse by any of the Tenant Parties or modifications not made by Landlord or any Landlord Party or improper or insufficient maintenance to the extent that such maintenance is not the responsibility of Landlord hereunder, it being understood and workmanshipagreed that normal wear and tear and normal usage are not deemed defects or deficiencies. Unless otherwise specified by Seller in writingLandlord agrees that it shall, this warranty extends for one year from without cost to Tenant, correct any portion of Landlord’s Work which is found to be defective promptly following the date that Tenant gives Landlord written notice (a “Defect Notice”) of original purchasesuch defective condition, provided that the Defect Notice is delivered to Landlord on or before the date (the “Warranty Expiration Date”) that is three hundred sixty (360) days following the substantial completion of the applicable phase of Landlord’s Work, time being of the essence, it being understood and agreed that there shall be a separate Warranty Expiration Date for each phase of Landlord’s Work. All Landlord’s obligations under this Section 3.2(d) shall expire on the Warranty Expiration Date and be of no further force and effect except with respect to any defects or deficiencies in Landlord’s Work disclosed in any Defect Notice delivered before the Warranty Expiration Date. In addition to and notwithstanding the foregoing, Landlord hereby agrees, at no cost to Tenant, to use reasonable efforts to enforce its warranties apply only against any contractor performing any portion of Landlord’s Work and, if Landlord reasonably concludes in good faith that the cost to bring the claim and the resulting benefits to the original Purchaser unless otherwise agreed by Seller Building and the occupants therein do not justify pursuing the warranty claim then Tenant may, but is not required to, obtain a non-exclusive assignment of such claim from Landlord and to pursue the same at Xxxxxx’s sole cost and expense. Nothing in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty Section 3.2(d) shall be limited deemed to one limit Landlord’s obligations for maintenance and repair in accordance with Section 10.2 of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTLease.

Appears in 2 contracts

Samples: Indenture of Lease (uniQure B.V.), Indenture of Lease (uniQure B.V.)

Warranty. Seller Contractor warrants that the Products sold by Seller to Purchaser all Work performed shall conform to Seller’s specifications the specifications, requirements and are other descriptions set forth in this Contract and shall be free from defects (patent or latent) in material and design, materials or workmanship. Unless Contractor further warrants that all Deliverables supplied shall be of the quality specified, or of the best grade if no quality is specified, and, unless otherwise specified by Seller provided in writingthis Contract, this warranty extends will be new. At any time for one year a period of two (2) years from the date of original purchase. All warranties apply only final completion of the Work and acceptance by Company, Contractor shall at its own expense (including in/out costs) promptly repair, replace and/or re-perform any portion of the Work that is defective or in any way fails to conform to the Contract requirements. Any repair, replacement or re-performance will meet the requirements of this Contract for a further period of one (1) additional year following Company’s acceptance of such repair, replacement or re-performance, or the remainder of the original Purchaser unless otherwise agreed two (2) year period, whichever is longer. If Contractor fails to promptly make any repair, replacement or re-performance as required herein, Company may conduct the necessary repair, replacement or re-performance at Contractor’s expense. The Contractor cannot void the warranty for repair, replacement or re-performance performed under these circumstances. Provided that such repair, replacement or re-performance is conducted in a reasonable manner, the Contractor shall reimburse the Company for the cost of any warranty repair, replacement or re-performance self-performed by Seller in writingCompany or by Company’s contractor(s). Seller's sole obligation and Purchaser’s exclusive remedy If any Deliverables or Work fails to meet the foregoing warranties, the Company shall have the right to self-perform Emergency warranty work as Company deems necessary. The Company agrees to notify the Contractor of such Emergency work within a reasonable time thereafter. The Contractor cannot void the warranty for any justified claim repairs, replacement or re-performance performed under this warranty these Emergency circumstances. Provided that the Emergency repairs, replacement or re-performance is performed in a reasonable manner, the Contractor shall be limited to one of reimburse the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit Company for the price paid cost of any Emergency warranty work self-performed by the original Purchaser of the ProductCompany or by Company’s contractor(s). This The foregoing warranties are not intended as a limitation, but are in addition to all other express warranty does not apply towarranties set forth in this Contract and such other warranties as are implied by law, custom, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts usage of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTtrade.

Appears in 2 contracts

Samples: Operations And, Operation and Maintenance Contract

Warranty. Seller 6.1 ASG represents and warrants that it is the Products sold owner or authorized licensor of the Licensed Product(s). ASG further warrants that at the time of initial delivery of the Licensed Product(s) and for a period of ninety (90) days thereafter, the Licensed Product(s) will conform in all material respects to the Documentation supplied to Client. Provided that written notification is received by Seller ASG within the warranty period, ASG shall, at ASG’s sole cost and expense, attempt to Purchaser correct or replace any material nonconformity in the Licensed Product(s) which ASG determines to be necessary to cause the Licensed Product(s) to substantially conform to Sellerits Documentation. Should ASG be unable to bring the Licensed Product(s) into substantial conformance with the Documentation within sixty (60) days after Client’s specifications written notification, Client and are free from defects in material ASG may agree to extend this time period or, at Client’s option, Client may elect to terminate this Agreement for the nonconforming Licensed Product(s) and workmanship. Unless otherwise specified shall be refunded the license fees paid by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only Client related to the original Purchaser unless otherwise agreed nonconforming Licensed Product(s). Upon such termination, Client shall abide by Seller in writingthe termination provisions of this XXXX. Seller's The foregoing remedy is exclusive and shall constitute Client’s sole obligation and Purchaser’s exclusive remedy for with respect to any justified claim under this relating to breach of warranty, including, without limitation, any remedy relating to recourse against any third-party manufacturer of the Licensed Product(s). The warranty shall be limited to one not apply if - (i) an item of the followingLicensed Product(s) was not used in accordance with ASG’s instructions; (ii) an item of Licensed Product(s) shall have been altered, at Sellermodified or converted by Client without ASG’s sole discretion: (a) repair or replacement of the Product written approval; or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (biii) any Product damaged by of Client’s equipment shall malfunction causing the failure of the owner to usedefect in Licensed Product(s). THE FOREGOING WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS EXPRESSED OR IMPLIED, INCLUDING ANY WARRANTY INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDPage 3 PROPRIETARY INFORMATION Not for use or disclosure outside ASG TECHNOLOGIES GROUP, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTINC., CLIENT and PARTNER Except under written agreement

Appears in 2 contracts

Samples: End User License Agreement, End User License Agreement

Warranty. Seller AlgoSec warrants that at the Products sold time of delivery of the AlgoSec Solution or Software, Subscription and for ninety (90) days thereafter, the AlgoSec Solution or Software, as applicable, will perform in substantial accordance with the Documentation. If during such period, the AlgoSec Solution or Software does not perform as warranted and AlgoSec is notified of the purported failure to perform, AlgoSec including through an Authorized Reseller will, at its option, undertake to correct the AlgoSec Solution or Software, replace the AlgoSec Solution or Software free of charge or, if neither of the foregoing can be accomplished on a commercially reasonable basis, terminate this Agreement and refund to Customer the amount actually paid by Seller Customer for the AlgoSec Solution or Software, as applicable. The foregoing are Customer's sole and exclusive remedies for breach of warranty. The warranty set forth above is made to Purchaser conform to Seller’s specifications and are free from defects in material and workmanshipfor the benefit of Customer only. Unless otherwise specified by Seller in writing, this The warranty extends for one year from the date of original purchase. All warranties will apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretionif: (a) repair the AlgoSec Solution or replacement of Software, as applicable, have been properly installed and/or used in accordance with the Product or instructions for use; and (b) a credit for no alteration, modification or addition has been made to the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable AlgoSec Solution or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturerSoftware. EXCEPT FOR THE LIMITED WARRANTY AS SET FORTH ABOVE, SELLER ALGOSEC (INCLUDING THROUGH AN AUTHORIZED RESELLER IF APPLICABLE) MAKES NO WARRANTY WHATSOEVERWARRANTIES, EXPRESS OR WHETHER EXPRESS, IMPLIED, OR STATUTORY REGARDING OR RELATING TO THE ALGOSEC SOLUTION OR SOFTWARE OR ANY MATERIALS OR SERVICES PROVIDED TO CUSTOMER UNDER THIS AGREEMENT. ALGOSEC (INCLUDING ANY WARRANTY THROUGH AN AUTHORIZED RESELLER IF APPLICABLE) SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE ALGOSEC SOLUTION, OR AGAINST INFRINGEMENTSOFTWAREAND ANY OTHER MATERIALS AND SERVICES PROVIDED HEREUNDER. NO WARRANTIES GIVEN BY AN AUTHORIZED RESELLER SHALL BIND ALGOSEC. FURTHER, ALGOSEC SPECIFICALLY DISCLAIMS ANY WARRANTY IN CONNECTION WITH THE EVENT ACCURACY OF THE OUTPUT AND RECOMMENDATION PROVIDED TO YOU WHILE USING ALGOSEC’S SOLUTION OR THE SOFTWARE AND ANY ACTIONS BASED THEREUPON SHALL BE AT YOUR RISK. ALGOSEC DISCLAIMS ANY SUCH WARRANTIES EXIST AT LAW GIVEN BY AN AUTHORIZED RESELLER AND SHALL NOT BEAR ANY LIABILITY WITH RESPECT THEREOF. CUSTOMER ACKNOWLEDGES THAT USE OF SUBSCRIPTIONTHE ALGOSEC SOLUTION OR THE SOFTWARE MAY NOT BE DISCLAIMEDUNINTERRUPTED, PURCHASER AGREES WITHOUT DELAY OR ERROR FREE. WHILE ALGOSEC TAKES REASONABLE PHYSICAL, TECHNICAL AND ADMINISTRATIVE MEASURES TO SECURE THESUBSCRIPTIONALGOSEC SOLUTION OR THE SOFTWARE, ALGOSEC DOES NOT GUARANTEE THAT SUCH WARRANTIES THE SUBSCRIPTIONALGOSEC SOLUTION OR THE SOFTWARE CANNOT BE COMPROMISED. ALGOSEC IS NOT LIABLE FOR ANY CONTENT USED WITH SUBSCRIPTIONTHE ALGOSEC SOLUTION OR THE SOFTWARE, INCLUDING CUSTOMER DATA AND SHALL BE LIMITED IN DURATION LIABLE ONLY FOR DEPLOYMENT OF THE SERVICES SPECIFICALLY ACCORDING TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE TERMS OF THE PRODUCTTHIS AGREEMENT.

Appears in 1 contract

Samples: www.algosec.com

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair Each Product comes with a limited express warranty. ROUSH warrants Product in accordance with the applicable limited express warranty that may accompany Product, or replacement of the Product or (b) a credit be found on XXXXX’x sales literature for the price paid by Product, or the original Purchaser of Xxxxxxxxxxxxxx.xxx website. ROUSH reserves the Product. This right to modify the limited express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) for any Product damaged by the failure of the owner at any time and from time to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturertime without prior notice to Buyer. EXCEPT XXXXX’X LIMITED EXPRESS WARRANTY FOR PRODUCT IS IN LIEU OF AND TO THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVEREXCEPTION OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY INCLUDING, BUT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR PURPOSE, AGAINST CLAIMS OF INFRINGEMENT. IN , AND ANY OTHER OBLIGATION ON THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION PART OF ROUSH WITH RESPECT TO THE ONE YEAR PRODUCT SOLD TO BUYER HEREUNDER; ALL WARRANTIES ARE EXTENDED ONLY TO BUYER’S CUSTOMER. BUYER HAS THE RIGHT TO PASS THE ROUSH LIMITED EXPRESS WARRANTIES TO BUYER’S CUSTOMERS. XXXXX IS NOT AUTHORIZED TO BIND ROUSH TO ANY OTHER WARRANTY PERIOD FOR PRODUCT. ANY EXPANSION OF ANY PRODUCT WARRANTY BY BUYER OR ITS EMPLOYEES, AGENTS OR REPRESENTATIVES SHALL CONSTITUTE A MATERIAL BREACH OF THIS CONTRACT. BUYER AGREES IT SHALL NOT, AND IT SHALL CAUSE ITS EMPLOYEES, REPRESENTATIVES AND AGENTS NOT TO, MAKE OR EXPAND UPON ROUSH PRODUCT REPRESENTATIONS AND WARRANTIES TO THE REPLACEMENT VALUE OF THE PRODUCTEND CUSTOMERS. (b) In any event and notwithstanding anything in this Contract to the contrary, Xxxxx’x liability under any warranty for the Product will be discharged in the manner identified under such warranty or warranties and within the defined warranty period for the Product. (c) Xxxxx agrees that any and all dated warranties extended by Roush to Buyer’s customer will immediately terminate, regardless of anything in this Contract or any Product warranty to the contrary, if the Product is improperly serviced or repaired by Buyer or its customer, or the Product is altered or modified by Buyer or its customer after installation, including as part of any service or repair, without the prior written authorization of Roush.

Appears in 1 contract

Samples: Installation Center Agreement

Warranty. Seller The 12 months Limited Warranty on all goods supplied by Gate Motors is on a return for repair basis. Any longer warranty issued by a manufacturer will require these to be returned to the manufacturer’s head office or service address, in or outside the United Kingdom. Gate Motors shall not be liable in any way for failure of any product supplied. In particular Gate Motors shall not be liable for labour costs involved in replacing faulty items or fault finding. Gate Motors warrants to you that the Products sold by Seller to Purchaser conform to Seller’s specifications and are supplied goods will be free from defects in material workmanship and workmanship. Unless otherwise specified by Seller in writing, this warranty extends materials under normal use for a period of one (1) year from the date of original purchasethat the goods were first purchased by you. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation If a defect arises and Purchaser’s exclusive remedy for any justified a valid claim under this warranty shall be limited to Limited Warranty is received by GateMotors after the first one hundred and eighty (180) days of the followingwarranty period, at Seller’s sole discretion: (a) Gate Motors is entitled to charge you for any reasonable shipping and handling costs made in connection with the repair or replacement of the Product or (b) a credit for the price paid goods. You must comply with any other return procedures stipulated by the original Purchaser of the ProductGate Motors, if any. What This express warranty Warranty Does Not Cover The Limited Warranty does not apply towhen the goods have been opened or repaired by someone not authorised by GateMotors and does not cover repair or replacement of any goods or part thereof damaged by: misuse, moisture, liquids, proximity or exposure to heat and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear non-compliance with the installation and/or usage instructions supplied with the goods, neglect or tear misapplication. Any disfigurement / removal / tampering of replaceable parts such as spouts and hosesany labels attached to the product, or other causes will invalidate the warranty. The Limited Warranty does not directly arising from defects in materials or workmanship; (b) any Product damaged by cover physical damage to the failure surface of the owner product or calibration of the product. This Limited Warranty cannot be transferred to useany other person. This Limited Warranty does not affect any legal rights under applicable national legislation governing the sale of consumer goods. OBTAINING REPAIRS & REPLACEMENTS (In warranty & out of warranty) Goods should not be returned for repair or warranty claim without first obtaining a Returns Authorisation Number (RAN) failure to obtain a RAN will result in the returned goods being turned away from our Goods-In and returned to the invoice address as undeliverable. In addition, maintaingoods returned for repair or warranty claim must be accompanied by a note indicating the nature of the suspected defect, showing clearly the returnee's full name and address and giving proof of purchase from Gate Motors. All goods returned to us for repair or store warranty claim will be inspected and repaired / replaced as necessary. In warranty repairs will not carry any parts or labour charges, provided the Product products were found to be faulty due to component failure. Out of warranty repairs will be subject to charges which cover the labour, replacement components and carriage. We will excise a Lien as specified in any applicable instructions and/or warnings provided described above, where payment for goods or services has not been made. Where we deem a repair to be uneconomical, we will contact you for a decision on our course of action. ADVANCE REPLACEMENT Replacement items for goods not manufactured by Seller or Gate Motors will only be arranged after prior agreement with the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVEThe 12 month warranty on all goods supplied by Gate Motors is on a return for repair basis and not to send out advance replacements. At our discretion and only to credit account holders GateMotors may agree to send out advance replacements though this service is not to be expected. Gate Motors shall not be liable in any way for failure of any product supplied. In particular Gate Motors shall not be liable for labour costs involved in replacing faulty items or fault finding. RETURNS & CANCELLATIONS Any product that needs to be returned to Gate Motors (whether in warranty or not) will only be accepted when accompanied by our Returns Authorisation document - this document is included with your goods or can be faxed / emailed to you from our office. The document must be filled in with as much information as possible, SELLER MAKES NO WARRANTY WHATSOEVERto enable us to administer the product(s) when they are received at our Goods-In department. Any goods received without the documentation will not be processed. Xxxxx returned for credit will only be accepted if they are in their original boxes, EXPRESS OR IMPLIEDundamaged and complete with instructions etcetera. Gate Motors may accept the goods back under the following conditions: The items were not specially ordered for you or your client ie Safety Edges are a special order item as they are cut to size; We receive a written / printable notice of your return (we will then issue a RAN); The goods are returned to us within 14 days of delivery of the goods; The goods have not been installed; The goods are returned as complete items; All packaging, INCLUDING ANY WARRANTY OF MERCHANTABILITYfixing kits and instructions are as new. A minimum re-stocking/handling charge of 20% will be made for all goods returned for credit and all will be subject to our discretion. If any of the above conditions do not apply, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTthen Gate Motors reserve the right to refuse the goods back. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDConsumers have a statutory right to return an item without giving a reason (except specially ordered items) under the Distance Selling Regulations; if you need to do this, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTthen your cancellation notice must be received by us in a written / printable form within fourteen days of delivery of the goods; we will then issue you with a RAN which must accompany the goods; you will be responsible for paying for the return of goods. We will refund your money within 30 days of receipt of cancellation providing you have returned the goods to us undamaged. The cost of returning the goods will be at your own expense.

Appears in 1 contract

Samples: gatemotors.s3.amazonaws.com

Warranty. Seller warrants and guarantees that the all Products sold by Seller produced or delivered to Purchaser conform to Seller’s specifications and are Buyer shall be free from defects in material workmanship and workmanshipmaterials at the time of shipment. Unless otherwise specified Any advice or assistance provided by Seller in writingto Buyer is provided only as a courtesy and Seller makes no warranty, this express or implied, as to its accuracy or completeness, or the results to be obtained from such advice or assistance. Buyer is solely responsible for determining whether the Product(s) are suitable for Buyer’s intended use, and for obtaining any necessary governmental registrations and approvals for Buyer’s production, marketing, sale, use and/or transportation of finished goods using or incorporating the Product(s). THIS WARRANTY IS EXCLUSIVE AND IS IN LIEU OF ALL OTHER EXPRESS AND IMPLIED WARRANTIES WHATSOEVER, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ALL OF THE GUARANTEES, WARRANTIES, CONDITIONS AND REPRESENTATIONS, EITHER EXPRESSED OR IMPLIED, WHETHER ARISING OUT OF ANY STATUTE, LAW, COMMERCIAL USAGE OR OTHERWISE, ARE HEREBY EXCLUDED. THIS WARRANTY IS VOIDED IF BUYER COMBINES THE PRODUCTS WITH ANY THIRD PARTY PRODUCT. [NTD: we can insert your standard warranty extends for one year from the date of original purchasehere, if that is preferable.] LIMITATION OF LIABILITY. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followingIN NO EVENT WILL SELLER BE LIABLE UNDER ANY CIRCUMSTANCES: FOR ANY INCIDENTAL, at Seller’s sole discretion: CONSEQUENTIAL OR SPECIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS OR LABOR COSTS) ARISING FROM (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanshipTHE SALE OR USE OF THE PRODUCTS; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT PRODUCTS THAT HAVE BEEN INCORPORATED INTO ANOTHER PRODUCT; (c) ANY BREACH OF THESE TERMS AND CONDITIONS; OR (d) FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY ANY OTHER CAUSE WHATSOEVER, EXPRESS WHETHER BASED ON WARRANTY (EXPRESSED OR IMPLIED) OR OTHERWISE BASED ON CONTRACT, INCLUDING TORT OR OTHER THEORY OF LIABILITY, AND REGARDLESS OF ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE ADVICE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW REPRESENTATIONS THAT MAY NOT BE DISCLAIMEDHAVE BEEN RENDERED BY SELLER CONCERNING THE DESIGN, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE MANUFACTURE, SALE, OR USE OF THE PRODUCTPRODUCTS. Any action for breach of this contract must be commenced within two (2) years after the cause of action has accrued.

Appears in 1 contract

Samples: Entire Agreement

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications supplied Goods will be of the kind described in this Agreement and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends workmanship under normal and proper use for one year eighteen (18) months from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writingshipment. Seller's ’s warranty DOES NOT cover: (A) defects or damage resulting from (i) use of Goods in other than their normal and customary manner; (ii) improper installation, testing, operation, configuration, or maintenance; (iii) alterations, modifications, or adjustments carried out by Buyer without Seller’s explicit approval; (iv) abuse, misuse, accident, water, or neglect; or (v) use of components, accessories, parts, or supplies not furnished by Buyer; (B) freight and brokerage fees to and from the repair depot; (C) scratches or other cosmetic damages to surfaces that do not affect the operation of the Goods; or (D) normal wear and tear. This warranty is conditioned on proper storage, installation, use, and maintenance in accordance with Seller’s written recommendations. Seller’s sole obligation and Purchaser’s exclusive remedy for any justified claim under breach of this warranty shall will be limited to one of the followingrepair or replace, at Seller’s sole discretion: (a) repair option, any defective component or Goods and pay transportation expenses for such replacement at no charge to Buyer, who will provide labour for the removal of the Product defective component or Goods and installation of its replacement at no charge to Seller. Buyer will bear all risk of loss or damage to returned Goods while in transit. If Xxxxxx finds no defect in the Goods on receipt of any returned item, the item will be returned to Buyer at Xxxxx’s expense, and Xxxxx will reimburse Seller for all transportation charges, labour, and associated charges incurred by Seller in testing the allegedly defective item. To exercise this warranty, Xxxxx must contact Seller’s Administration Department in Xxxxxxx, Xxxxxxx, Xxxxxx to obtain a return material authorization (bRMA) and shipping instructions. No Goods will be accepted for return without a credit Seller RMA. The repair of an item of Goods by Seller under this warranty is warranted for the price paid by balance of the original Purchaser warranty period, or at least ninety (90) days from date of shipment of the Productrepaired Goods to Buyer. This express All warranty does not apply towork is to be performed at the Seller’s facility in Xxxxxxx, and no warranty remedy will be given forXxxxxxx, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTXxxxxx.

Appears in 1 contract

Samples: Entire Agreement

Warranty. Seller SUPPLIER warrants to Immunicon that the Products sold by Seller PRODUCT manufactured and supplied to Purchaser Immunicon shall conform to Seller’s the Immunicon specifications and/or any other mutually agreed upon acceptance criteria and are shall be free from defects in workmanship and process related material defects for a period of (12) months after shipping date. For Immunicon source controlled parts the warranty period will be no longer than given by the applicable vendor. SUPPLIER warrants to Immunicon that the PRODUCTS supplied to Immunicon hereunder shall (a) comply in all material respects with the specifications for such PRODUCTS as supplied by Immunicon and workmanshipImmunicon's acceptance criteria for such PRODUCTS and (b) be manufactured in accordance with Immunicon's Quality Assurance Procedures and all applicable Federal, state and local laws, rules and regulations, including Good Laboratory Practices (as defined in Federal Register 21 CFR Part 58) and Good Manufacturing Practices (as defined in Federal Register 21 CFR Part 110). Unless otherwise specified Immunicon shall perform initial warranty evaluation on the PRODUCTS and submit samples of returned PRODUCTS to SUPPLIER for its further evaluation and confirmation of defects of product failure. Upon SUPPLIER confirmation, SUPPLIER shall replace, at its sole expense, the PRODUCT during the warranty period. Shipping charges to SUPPLIER for said defective PRODUCTS shall be paid by Seller in writingSUPPLIER, this warranty extends for one year from the date of original purchaseand shall include but not be limited to, freight changes, time, and materials. All warranties apply only Immunicon shall have no obligation to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy pay for any justified PRODUCT that does not comply with the specifications for such PRODUCT as supplied by Immunicon to SUPPLIER or with Immunicon's acceptance criteria or with the warranties contained herein. SUPPLIER's liability with respect to any claim under this warranty that a PRODUCT furnished hereunder to Immunicon does not meet the foregoing shall be limited to one the replacement of such PRODUCT at SUPPLIER's cost and expense, or a refund of the followingpurchase price of such PRODUCT, SUPPLIER may elect. PRODUCTS returned to SUPPLIER in which no defect due to SUPPLIER is found, shall be returned at Seller’s sole discretion: (a) repair or replacement the expense of the Product or (b) a credit Immunicon. SUPPLIER shall invoice Immunicon for the price paid by the original Purchaser of the Product. This express warranty does costs incurred, to include but not apply be limited to, freight changes, time, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTmaterials.

Appears in 1 contract

Samples: Supply Agreement (Immunicon Corp)

Warranty. Seller operates as a distributor and as a manufacturer. For Distributed Products: As a distributor, Seller stocks and sells products offered by several manufacturers. The warranties offered on Seller’s “distributed” products are those offered by Seller’s suppliers only. These warranties are available to Seller’s customers upon request. For Seller Manufactured Products: products manufactured by Seller are sold under several names. These products also carry varied warranties and the warranty periods are available to the Customer upon request. As a manufacturer, Seller warrants that the Products sold supplied to its customers and manufactured by Seller to Purchaser conform to Seller’s specifications and are will be free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends workmanship for one year from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one period of the followingwarranty. Repair, or at Seller’s sole discretion: option, credit (aas described below) repair for an equitable portion of the purchase price or replacement of defective parts shall be the Product or sole and exclusive remedy under the warranty. THE WARRANTIES IN THIS SECTION (b“WARRANTY”) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVERARE EXPRESSLY IN LIEU OF AND EXCLUDES ALL OTHER WARRANTIES, EXPRESS AND/OR IMPLIED, IMPLIED INCLUDING ANY WARRANTY BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, AND OF FITNESS FOR A PARTICULAR PURPOSE PURPOSE, USE OR AGAINST INFRINGEMENTAPPLICATION AND FOR ALL OTHER OBLIGATIONS OR LIABILITIES ON THE PART OF SELLER, UNLESS SUCH OTHER WARRANTIES, OBLIGATIONS OR LIABILITIES ARE EXPRESSLY AGREED TO IN WRITING BY C-3 SELLER. SELLER MAKES NO WARRANTIES WITH RESPECT TO YEAR 2000/DATE CAPABILITIES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, THE ABOVE LIMITATIONS MAY NOT APPLY TO CUSTOMER. Warranty Criteria: The following criteria must be met by Seller’s customers prior to Seller’s consideration of any warranty claim: 1) the warranty claim must be made within the applicable warranty period; 2) claims must include: i) the Product type (including any applicable serial number), ii) original invoice number and date, iii) reason for the return and (iv) a good faith estimate of the time in service (if the Product has been installed into Customer’s or its Agent’s equipment); 3) Customer must obtain a Return Authorization (“RA”) from Seller; and 4) Customer is responsible for all transportation charges for the returned Product, including proper packaging (shipping damages, resulting from improper packaging, are the responsibility of Customer). Final disposition of returned Product will often require consultation with Seller’s suppliers. Seller may, at its discretion and upon Customer request and payment therefore, send a replacement Product prior to such disposition. Once Seller and its supplier make a determination on the warranty claim, Seller will either return the Product (repaired if appropriate) to Customer; or provide a credit to Customer’s account for an equitable portion of the purchase price. Credits provided herein may only be used against the future purchase of products from Seller within 180 days after issuance to Customer’s account. LIMITATION OF LIABILITY: SELLER’S AGGREGATE LIABILITY ARISING OUT OF OR IN ANY WAY RELATED TO THE PRODUCTS SHALL NOT, UNDER ANY CIRCUMSTANCES, EXCEED THE PAYMENT, IF ANY, RECEIVED BY SELLER FOR THE PRODUCTS FURNISHED OR TO BE FURNISHED, AS THE CASE MAY BE, WHICH IS THE SUBJECT OF THE CLAIM OR DISPUTE. IN NO EVENT SHALL SELLER BE RESPONSIBLE FOR INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY DAMAGES RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER IN CONTRACT, TORT, STRICTLY LIABILITY OR HOWEVER CAUSED, EVEN IF ADVISED OF THE EVENT WARRANTIES EXIST AT LAW THAT POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, THE ABOVE LIMITATIONS MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION APPLY TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTCUSTOMER.

Appears in 1 contract

Samples: Wireless Ronin Technologies Inc

Warranty. Seller warrants For items provided by CHC, but manufactured by others, CHC extends the manufacturer’s warranty to the Buyer. For items manufactured by CHC, CHC provides a 1- y e a r warranty that the Products sold by Seller to Purchaser conform to Seller’s specifications and are deliverables hereunder will be free from defects in material and workmanship, and that services will be the kind and quality designated or specified in the quotation. Unless otherwise specified by Seller in writingWarranty requires install, this start-up and operation as per manufacturers IOM. As a value-added rep firm, we allow pre-approved labor within the warranty extends for one year from coverage period. If the date of original purchase. All warranties apply only deliverables do not conform to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation above applicable warranty, and Purchaser’s exclusive remedy for any justified claim under this warranty if the Buyer promptly notifies CHC, CHC shall be limited to one thereupon, if it confirms the existence of the followingdefects, correct defects, including non-conformance with the specification, either (at SellerCHC’s sole discretionoption) by repairing at no charge to Buyer the defective spare part or equipment furnished hereunder, or by making available at the Buyer’s location necessary replacement products. THIS LIMITED WARRANTY DOES NOT COVER LOSS OR DAMAGE WHICH: (aI) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply toIS DUE TO IMPROPER INSTALLATION, and no warranty remedy will be given forMAINTENANCE, Product issues resulting from: (a) accidentMISUSE, acts of natureNEGLECT, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanshipOR ANY CAUSE OTHER THAN ORDINARY COMMERCIAL OR INDUSTRIAL APPLICATION BY BUYER OR ITS CUSTOMER OR CONTRACTORS; (bII) any Product damaged by the failure of the owner to useIS DUE TO ADJUSTMENT, maintainREPAIR OR MODIFICATION BY ANY PERSON OTHER THAN AS AUTHORIZED BY CHC OR MANUFACTURER; OR, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer(III) IS DUE TO STORAGE OR USE IN AN IMPROPER ENVIRONMENT, EXCESSIVE OR INADEQUATE HEATING OR AIR CONDITIONING, AND ELECTRICAL POWER FAILURES, SURGES OR OTHER IRREGULARITIES WHILE IN THE CUSTODY OR CONTROL OF BUYER OR ITS CUSTOMER OR CONTRACTORS. EXCEPT CHC IS NOT RESPONSIBLE FOR PROBLEMS CAUSED BY HARDWARE OR COMPUTER OPERATING SYSTEMS WHICH ARE NOT COMPATIBLE WITH THE LIMITED SYSTEM SPECIFICATIONS AS SET FORTH IN CHC’S TECHNICAL DOCUMENTATION. CHC SHALL HAVE NO LIABILITY WITH RESPECT TO DELIVERABLES THAT WERE SUBJECTED TO ABUSE, VANDALISM OR MISUSE. THE WARRANTY SET FORTH ABOVEHEREIN IS THE SOLE AND EXCLUSIVE WARRANTY, SELLER MAKES IN LIEU OF ALL OTHER WARRANTIES, AND NO WARRANTY WHATSOEVEROTHER WARRANTIES OF ANY KIND SHALL APPLY, WHETHER EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDPURPOSE, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTFREEDOM FROM THIRD PARTY INFRINGEMENT CLAIMS.

Appears in 1 contract

Samples: uploads.chchydro.com

Warranty. Seller warrants that If not otherwise agreed upon by CLC, all component parts of the Products sold Goods manufactured by Seller to Purchaser conform to Seller’s specifications and are free from CLC shall be warranted against material defects in materials and workmanship for a period of twelve (12) months from Delivery. The warranty does not cover any defect not related to Material or workmanship, incorrect or lack of maintenance, not following operating instructions, abuse, and repair or maintenance work performed on the goods by other than CLC certified personnel. Any such component parts proved to be defective due to faulty material and workmanshipor workmanship will be replaced free of charge at Buyer’s Site. Unless otherwise specified CLC shall not be liable for delays, loss, or damage caused by Seller in writing, such defective material. Excluded from this warranty extends for one year from are short lived items which due to severity of usage or environment are considered consumables. Purchased components furnished with the date of original purchase. All warranties apply Goods, or material purchased in accordance with Buyer’s instructions and supplied with the Goods, are warranted by the CLC only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one extent of the following, at Selleroriginal manufacturer’s sole discretionwarranty. NOTE: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR BUYER'S FAILURE TO COMPLY IN ALL RESPECTS TO THE LIMITED WARRANTY AGREED PAYMENT TERMS AS SET FORTH ABOVEON THE SALES ORDER WILL VOID ANY WARRANTY CONTAINED IN THE AGREEMENT. CLC AND ITS RELATED AND/OR AFFILIATED COMPANIES, SELLER MAKES MAKE NO WARRANTY WHATSOEVERWARRANTIES OR REPRESENTATIONS WHICH EXTEND BEYOND THOSE EXPRESSLY SET FORTH HEREIN AND DISCLAIM ALL LIABILITY FOR ANY LOSS OR DAMAGE, DIRECTLY OR INDIRECTLY, ARISING FROM THE USE OF SUCH GOODS OR FOR CONSEQUENTIAL DAMAGES. ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, MERCHANTIBILITY OR FITNESS FOR A ANY PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDPURPOSE, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTARE EXPRESSLY EXCLUDED.

Appears in 1 contract

Samples: www.controllaser.com

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year As 3D People Limited is independent from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one design of the followingpart, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express 3D People Limited offers NO warranty on any parts and does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified insure against design in any applicable instructions and/or warnings provided by Seller or way. Though 3D printing is an excellent and cost effective way to manufacture low volume and one off items, the manufacturerquality and price are unlikely to match those of mass produced items. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVEMisunderstanding of strength, SELLER surface finish and cost are not grounds for a refund in any case. 3D People Limited MAKES NO WARRANTY WHATSOEVEROTHER THAN THOSE MADE EXPRESSLY IN THIS TERMS AND CONDITIONS TO THE FULLEST EXTENT PERMITTED BY LAW, EXPRESS 3D People Limited HEREBY EXPRESSLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING ANY WARRANTY WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A ANY PARTICULAR PURPOSE PURPOSE, OR AGAINST NON-INFRINGEMENT. IN SOME STATES OR COUNTRIES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE EVENT WARRANTIES EXIST AT LAW THAT FOREGOING LIMITATIONS MAY NOT BE DISCLAIMEDAPPLY TO YOU. CAD design service Client’s obligations The client is responsible for providing or assisting us in obtaining all necessary materials, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE text, or information required for the services. If the materials, text, or information provided by the client are inadequate or if the client's instructions are inaccurate or incomplete, we reserve the right to charge for time spent acquiring or amending such materials. The client must review all specifications, drafts, and proofs provided by us and provide feedback and/or approval in a timely manner. The client must thoroughly check all specifications, drafts, and proofs provided by us before signing off on them. Once written approval has been given, the client will have no further opportunity to make changes to the final product and we shall not be responsible for any errors subsequently discovered in the final product. We shall not be liable for any client dissatisfaction with the product, as long as the final product is produced in accordance with the signed-off specification. Any changes that we do subsequently agree to make will be at our sole discretion, and we reserve the right to charge for them. Claims for damages or short-supplied goods must be made in writing within seven days of receiving the goods. The client must send all information about specifications, modifications, or general product information via email. Errors occurring from information not sent via email will not be covered for refundable or free of charge amendments to both digital or physical work Intellectual property The client represents and warrants to 3D People Limited that any elements of text, graphics, images, designs, trademarks, or other material supplied or disclosed to 3D People Limited are the property of the client, or the client has obtained permission from the rightful owner to use each of those elements, and that the use of such material by 3D People Limited will not infringe the intellectual property rights of any third party. 3D People Limited will inform the relevant governing bodies if it finds itself in possession of an illegal image. Any product produced by 3D People Limited for the client using or containing anything supplied or disclosed by the client that infringes the intellectual property rights of any third party will remain the liability of the client, and the client will indemnify and keep indemnified 3D People Limited against any loss, damage claim, or expense arising out of such infringement. Upon receipt of all sums owed to us under this agreement, 3D People Limited will assign to the client all intellectual property rights (including copyright) in the final product that are owned by us and capable of assignment. All images, text, layouts, website scripts, and source code appearing on or associated with our websites are copyright of 3D People Limited. All media published on our websites remains the intellectual property of 3D People Limited. 3D People Limited shall have the right to use the client's name and logo royalty-free in its own marketing material. Retention of title All goods or services sold or supplied by 3D People Limited remain our property until payment is made in full. Although the intellectual property rights of the files belong to the client, data files and drawings produced will remain the property of 3D People Limited until a release fee is agreed. This fee is at our discretion, but our standard release fee is twice the cost of the CAD work, and it is an additional cost to that of the CAD work itself. Functionality of designs created by 3D PEOPLE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTAll designs will be to the best of our knowledge and ability, but with prototyping, it may take a few attempts to produce an item fit for its intended purpose. Once the client has given their approval of digital items, 3D People Limited bears no responsibility for the fit, form, and functionality of the parts produced. Any amendments or future prints are subject to our standard chargeable rates. Warranties and liabilities 3D People Limited warrants that, to the best of its knowledge and belief, the final product shall not infringe any third-party rights or be in any way contrary to English law. All other warranties or representations, whether express, implied or statutory, with respect to our service, including without limitation, any implied warranties of merchantability, accuracy, fitness for a particular purpose, or non-infringement are hereby excluded to the maximum extent permitted by law. No oral or written information or advice given by us shall create a warranty. 3D People Limited's maximum aggregate liability to the Client under this agreement shall in no circumstances exceed an amount equal to the total amount actually paid by the Client under this agreement. In no event shall 3D People Limited be liable to the Client for any loss of business, loss of opportunity, profits or goodwill or for any other indirect or consequential loss or damage whatsoever. This shall apply even where such loss was reasonably foreseeable or we had been made aware of the possibility of the Client incurring such loss. The Client shall indemnify and keep indemnifying 3D People Limited from and against any and all damage, loss, costs, expenses (including legal costs and expenses) and liability, whether civil or criminal, which we may incur or suffer resulting from any act, neglect or default of the Client or its agents, employees or licensees, or the infringement of the intellectual property rights of any third party.

Appears in 1 contract

Samples: 3dpeople-website-assets.s3.eu-west-2.amazonaws.com

Warranty. Warranty applies only to Sales of Machinery. Consumables and Spare Parts are NOT covered in this Seller warrants to the original Buyer that the Products goods manufactured by Seller shall be free under normal use from defects in material or workmanship, except for normal wear and tear, for a reasonable period of time not to exceed twelve (12) months from the date of installation with a maximum of 2000 working hours excluding labor related expenses. This warranty does not extend to future performance. Notwithstanding the foregoing, if the goods are specially designed for Buyer, the sole responsibility of Seller is to manufacture goods based on materials supplied by Buyer, process test results and process development requirements submitted by Buyer, which have been agreed to and approved by Seller. Seller's obligation under its warranty is limited to Seller's repair or replacement, at Seller's sole discretion, of those goods sold by Seller to Purchaser conform Buyer that do not satisfy this warranty, provided that written notice of the defect is given to Seller by Buyer within thirty (30) days after the defect is discovered. The determination of whether a defect exists shall be made solely by Seller. Buyer shall not return any goods to Seller until Seller has been provided a reasonable opportunity to inspect and sample the goods at the Buyer's premises to determine whether a defect exists and whether the goods should be repaired or replaced. Any shipping cost for returning defective goods shall be paid by Seller. Any goods returned to Seller shall be subject to a reasonable charge to cover Seller’s specifications cost of handling, restocking, and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from reconditioning the date of original purchase. All warranties apply only goods to the original Purchaser unless otherwise agreed by Seller in writing. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited return them to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Productsaleable condition. This express warranty does Warranty shall not apply tocover any article that has been misused, and no warranty remedy will be given forneglected, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable damaged or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTaltered after leaving Xxxxxx’s possession.

Appears in 1 contract

Samples: Rosler Metal

Warranty. Seller warrants [Choose one: The services being purchased by this contract are covered by a warranty, in addition to the warranties provided by law, which is described as follows: [describe the warranty in detail and reference any warranty documents attached to this contract] [OR The services purchased by this contract are subject the warranties provided for by law.] CONTRACT DOCUMENTS The following instruments shown in the table below, constitute the contract documents (‘Contract Documents”) and are incorporated as part of the Contract thereof. If any of the attached documents conflict with this contract, then the language of this contract will control. EXHIBIT NAME OF DOCUMENT A Standard Terms and Conditions CONSIDERATION AND SCOPE OF WORK Contractor agrees to perform the services described in this contract and the documents attached and incorporated into this contract. The Commonwealth agrees to pay [INSERT TOTAL AMOUNT TO BE PAID FOR THE ENTIRE CONTRACT] in exchange for the services, and goods if any. In addition, the consideration for this agreement is in the mutual covenants and stipulations hereby agreed to by the parties and set out in the following paragraphs. DURATION OF CONTRACT The Contractor will begin its performance on [ENTER DATE THAT THE CONTRACTOR BEGINS WORKING] or upon receipt of a Notice to Proceed by the Commonwealth. This contract will remain in effect until [NORMALLY: (1) one year after this contract becomes effective.] CONTRACT EXTENSION [IF YOU DO NOT WANT AN EXTENSION OPTION, THEN DELETE THIS SECTION. REMEMBER, CHANGE ORDERS ARE NOT APPROPRIATE FOR EXTENSION UNDER MOST CIRCUMSTANCES, SO KEEP THIS SECTION IF THERE IS ANY CHANCE THAT YOU WILL WANT AN EXTENSION.]. [USE THIS IF YOU WANT AN EXTENSION OPTION: The Commonwealth may extend the term of this contract by written notice to the Contractor 30 days before the contract expires. This extension provision may be exercised more than once, but the total extension of performance may not exceed [ENTER TOTAL POSSIBLE NUMBER OF YEARS OR MONTHS THAT YOU MAY WANT TO EXTEND THE CONTRACT]. If the Commonwealth exercises its option to extend this contract, then the contract will continue without any change in the terms and conditions of this contract.] DELIVERY AND PAYMENT [YOUR CONTRACT MAY REQUIRE A DIFFERENT PAYMENT SCHEDULE. IF YOU AMEND THIS PAYMENT SCHEDULE, THEN MAKE SURE THAT YOU CLEARLY DESCRIBE WHEN AND HOW OFTEN THE COMMONWEALTH MUST PAY FOR THE SERVICES BEING RENDERED]. The Contractor agrees to begin, and to continue for as long as this contract provides, to perform the services on the island of [STATE THE ISLAND OF DELIVERY]. The Contractor will invoice the Commonwealth and will be paid according to the following schedule: DATE THE COMMONWEALTH RECEIVES INVOICE INVOICE AMOUNT PAYMENT DUE DATE [Example: 1/1/16] [Example: $500] [Example: 4/1/16] [Example: 2/1/16] [Example: $500] [Example: 5/1/16] If the notice to proceed is issued after a date identified in the above-schedule, then the Contractor will invoice the Commonwealth on the next date identified in the above‑schedule. Thereafter, invoices will be issued in accordance with the above-schedule and will continue to be issued until the contract is completed. Payment by the Commonwealth shall be made only upon Contractor’s submission of evidence to the Expenditure Authority that the Products sold by Seller Contractor has delivered the services and has adhered to Purchaser conform all contract terms and specifications. If the Contractor fails to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends for one year from invoice the date of original purchase. All warranties apply only Commonwealth according to the original Purchaser unless otherwise agreed by Seller in writingabove schedule, then the Commonwealth, at its sole discretion, may refuse to pay the untimely invoice. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim If the Commonwealth exercises its right to refuse payment under this warranty shall subsection, neither party will be limited relieved of its obligation to one perform under this contract. SIGNATURE REQUIREMENTS No Contract can be formed prior to the approval of the followingall required signatories, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid as evidenced by the original Purchaser signature affixed below of each of them, made in the Productorder listed. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts The Contract shall become effective upon certification of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged contract completion by the failure Director of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTProcurement and Supply.

Appears in 1 contract

Samples: www.finance.gov.mp

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are hereunder will be free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this warranty extends workmanship for one year a period of thirty (30) days from the date of original purchase. All warranties apply only to the original Purchaser unless otherwise agreed by Seller in writing. shipment from Seller's sole obligation facility. SELLER'S WARRANTY HEREIN IS IN LIEU OF AND EXCLUDES ALL OTHER WARRANTIES OF SELLER, ITS PARENT AND AFFILIATED ENTITIES AND THE MANUFACTURER OF THE PRODUCTS IF DIFFERENT (COLLECTIVELY, "Manufacturing and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the followingSelling Parties"), at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply toWHETHER EXPRESS, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING STATUTORY, OR OTHERWISE CREATED UNDER APPLICABLE LAW, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY, MERCHANTABILITY AND ANY WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTUSE. IN NO EVENT SHALL SELLER OR THE EVENT WARRANTIES EXIST AT LAW THAT MAY MANUFACTURING AND SELLING PARTIES BE LIABLE (AND PURCHASER SHALL NOT BE DISCLAIMEDASSERT ANY CLAIM) FOR SPECIAL, PURCHASER AGREES THAT SUCH WARRANTIES INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS. PURCHASER'S SOLE AND EXCLUSIVE REMEDIES UNDER THIS WARRANTY SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE LIMITED, AT SELLER'S EXCLUSIVE DISCRETION, TO: (1) REPLACEMENT VALUE OF ANY DEFECTIVE PRODUCTS OR PART THEREOF; OR (2) REPAIR OF ANY DEFECTIVE PRODUCTS OR PART THEREOF; OR (3) RETURN OF THE PRODUCTPURCHASE PRICE FOR ANY DEFECTIVE PRODUCT OR PART THEREOF. The warranty and remedy set forth above are conditioned upon the proper storage, use and maintenance of the Products and conformance with all applicable recommendations of the Manufacturing and Selling Parties with respect to the Products. No agent, employee or representative of Seller (or any distributor, dealer or sales representative of Seller) has the authority to bind Seller to any affirmation, representation or warranty concerning the Products sold hereunder, and unless such affirmation, representation or warranty is specifically included in these Terms and Conditions, it will not form a part of the basis of these Terms and Conditions and shall in no way be binding upon the Seller or enforceable by Purchaser.

Appears in 1 contract

Samples: Standard Terms and Conditions of Sale

Warranty. Seller warrants that the Products sold by Seller to Purchaser conform to Seller’s specifications and are free from defects in material and workmanship. Unless otherwise specified by Seller in writing, this shall provide its express written warranty extends for one year from the date of original purchase. All warranties apply only if applicable to the original Purchaser unless otherwise agreed by Seller product in writingquestions. Seller's sole obligation and Purchaser’s exclusive remedy for any justified claim under this warranty shall be limited to one of the following, at Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the ProductTHIS WARRANTY IS IN LIEU OF ANY OTHER WARRANTY OBLIGATIONS OF SELLER. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVEROTHER WARRANTIES, EXPRESS EXPRES OR IMPLIED, INCLUDING ANY WARRANTY IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTWHICH ARE HEREBY DISCLAIMED AND EXCLUDED BY SELLER. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY SELLER SHALL NOT BE DISCLAIMEDLIABLE TO BUYER OR ANY OTHER PARTY OR PERSON FOR ANY LOSS, PURCHASER AGREES THAT SUCH WARRANTIES SHALL CLAIM, DEMAND LIABILITY, COST DAMAGE OR EXPENSE OF ANY KIND CAUSED OR ALLEGED TO BE LIMITED CAUSED, DIRECTLY OR INDIRECTLY, BY THE GOODS OR BY ANY INADEQUACIES THEREOF, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF BUSINESS, PROFITS, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR OTHER DAMAGES OF ANY NATURE, WHETHER ARISING IN DURATION TO THE ONE YEAR TORT, CONTRACT, WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTOR STRICT LIABILITY. Seller has the option of either replacing defective goods or crediting Buyer for the purchase price for such goods. Seller will not accept the return of any goods without its prior written consent. In no event shall Seller be responsible for incidental or consequential damages from any defect in the goods or the application or use of the goods to or with Buyer’s products or breach of warranty including, but not limited to, Buyer’s use’s or any other person’s loss of material or profits, increased expense of operation, downtime, or damages arising out of any products liability claim and, in no event shall Seller’s liability (whether under the theories of breach of contract or warranty, negligence, or strict liability) exceed the contract price paid for the goods delivered by Seller. These remedies are the exclusive and sole remedies for any breach of warranty or contract. Buyer shall give written notice to the Seller of any claim for breach of warranty within thirty (30) days after receipt of the goods if the breach or defect in the goods was or should have been discovered upon inspection of the goods, and Buyer shall give written notice to Seller of any other claim for breach of warranty within ninety (90) days after it discovers or should have discovered such breach. Any remedy of the Buyer against the Seller shall be barred unless notice is given in accordance with the foregoing provisions. All actions by the Buyer for breach of warranty against the Seller shall be brought within one (1) year after the cause of action thereon accrues. Seller shall be given a reasonable and prompt opportunity to investigate any goods concerning which a claim is made.

Appears in 1 contract

Samples: www.knapeandvogt.com

Warranty. Seller ASG represents and warrants that it is the Products sold owner or authorized licensor of the Licensed Product(s). ASG further warrants that at the time of initial delivery of the Licensed Product(s) and for a period of ninety (90) days thereafter, the Licensed Product(s) will conform in all material respects to the Documentation supplied to Ordering Activity. Provided that written notification is received by Seller ASG within the warranty period, ASG shall, at ASG’s sole cost and expense, attempt to Purchaser correct or replace any material nonconformity in the Licensed Product(s) which ASG determines to be necessary to cause the Licensed Product(s) to substantially conform to Sellerits Documentation. Should ASG be unable to bring the Licensed Product(s) into substantial conformance with the Documentation within sixty (60) days after Ordering Activity’s specifications written notification, Ordering Activity and are free from defects in material ASG may agree to extend this time period or, at Ordering Activity’s option, Ordering Activity may elect to terminate this Agreement for the nonconforming Licensed Product(s) and workmanship. Unless otherwise specified ASG shall refund the license fees paid by Seller in writing, this warranty extends for one year from the date of original purchase. All warranties apply only Ordering Activity related to the original Purchaser unless otherwise agreed nonconforming Licensed Product(s). Upon such termination, Ordering Activity shall abide by Seller in writingthe termination provisions of this Agreement. Seller's The foregoing remedy is exclusive and shall constitute Client’s sole obligation and Purchaser’s exclusive remedy for with respect to any justified claim under this relating to breach of warranty, including, without limitation, any remedy relating to recourse against any third party manufacturer of the Licensed Product(s). The warranty shall be limited to one not apply if (i) an item of the followingLicensed Product(s) was not used in accordance with ASG’s instructions; (ii) an item of Licensed Product(s) shall have been altered, at Sellermodified or converted by Ordering Activity without ASG’s sole discretion: (a) repair or replacement of the Product written approval; or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply to, and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (biii) any Product damaged by of Client’s equipment shall malfunction causing the failure of the owner to usedefect in Licensed Product(s). THE FOREGOING WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS EXPRESSED OR IMPLIED, INCLUDING ANY WARRANTY INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENTPURPOSE. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMEDINTELLECTUAL PROPERTY INFRINGEMENT Subject to 28 U.S.C. § 516, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTIn the event of a United States copyright, trade secret, or patent infringement claim as a result of the use of Licensed Product(s) under the terms and conditions of this Agreement, under normal use and not in combination with other items, provided that ASG is promptly notified of such claim in writing, ASG shall, at its own expense, defend such claim, or ASG may at its option and its own expense: (i) procure for Ordering Activity the right to continue using all or part of the Licensed Product(s); (ii) replace Licensed Product(s) with functionally equivalent non- infringing Licensed Product(s); (iii) modify the Licensed Product(s) so as to become non-infringing; or (iv) if none of the foregoing alternatives is reasonably available to ASG using its commercially reasonable efforts, terminate the license for the Licensed Product(s). This shall constitute the entire liability of ASG with respect to a copyright, trade secret or patent infringementclaim.

Appears in 1 contract

Samples: License Grant

Warranty. Seller warrants to WPE and to WPE's Customer that the Products sold all goods and services covered by Seller to Purchaser this Purchase Order will strictly conform to Sellerthe specifications, drawings, samples or other descriptions furnished or specified by WPE or WPE’s specifications and are free from defects in Customer, will be merchantable, of good material and workmanship, free of defects (including latent defects), and fit for the purpose intended. Unless otherwise specified by Without limiting any other right or remedy available to WPE or to WPE’s Customer, in the event of a breach of any of Seller’s warranties, at the option of WPE, Seller shall re-perform or replace the services or goods in writingquestion immediately and at the sole cost and expense of Seller; in the event that any WPE product must be destroyed or scrapped as a result of a breach of Sellers’ warranties or other obligations under this Purchase Order, this warranty extends Seller shall reimburse WPE on demand for one year from all costs and expenses incurred (including the date full value of original purchasethe product in question). All warranties apply only to the original Purchaser unless otherwise agreed by WPE's approval of Xxxxxx's drawings shall not relieve Seller in writing. of any of Seller's sole obligation and Purchaser’s exclusive remedy obligations hereunder. If the goods, material, labor or work is purchased by WPE for resale or for fabrication or use in goods or products to be resold by WPE, the warranty period shall extend for 18 months after acceptance by the final end user but shall not exceed 36 months from delivery. If the goods, material, labor or work are not for such resale, the warranty shall be for 18 months from final acceptance by WPE. THIS EXPRESS WARRANTY SHALL BE IN ADDITION TO ANY OTHER IMPLIED BY LAW. In addition, if Seller fails at any time to comply with the requirements of this Purchase Order, Seller shall be liable to WPE for any justified claim under costs or damages, including without limitation increased overhead and out-of-pocket expenses, sustained by WPE as a result of such failure or delay, including without limitation any damages, liquidated or otherwise, for which WPE may be liable to WPE’s Customer or others. Seller agrees that this warranty shall be limited inure to one the benefit of WPE and WPE's Customer and that WPE and/or WPE's Customer shall have the following, at right to enforce the terms of this warranty. All of Seller’s sole discretion: (a) repair or replacement of the Product or (b) a credit for the price paid by the original Purchaser of the Product. This express warranty does not apply towarranties shall survive inspection, testing, acceptance and no warranty remedy will be given for, Product issues resulting from: (a) accident, acts of nature, improper installation, improper assembly, unreasonable or improper use, lack of proper maintenance, unauthorized repairs or modifications, abuse, normal wear or tear of replaceable parts such as spouts and hoses, or other causes not directly arising from defects in materials or workmanship; (b) any Product damaged by the failure of the owner to use, maintain, or store the Product as specified in any applicable instructions and/or warnings provided by Seller or the manufacturer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INFRINGEMENT. IN THE EVENT WARRANTIES EXIST AT LAW THAT MAY NOT BE DISCLAIMED, PURCHASER AGREES THAT SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO THE ONE YEAR WARRANTY PERIOD AND TO THE REPLACEMENT VALUE OF THE PRODUCTpayment.

Appears in 1 contract

Samples: Offer and Acceptance

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