Common use of Product Warranty Clause in Contracts

Product Warranty. ALTIS warrants that the CONTRACT PRODUCTS delivered hereunder shall conform to the specifications and DATA SHEETS as agreed to by the PARTIES and shall be free from defects in material and workmanship under normal use for a period of [*] from the date of delivery. This only relates to the manufacturing and/or testing of the WAFERS, but excludes any packaging and final test induced defects. If during the [*] period, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS are returned to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaid, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS will, at its option, either (x) repair, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably available. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTIS. This warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after the above [*] warranty period. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all or any portion of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOT.

Appears in 3 contracts

Samples: www.sec.gov, ADESTO TECHNOLOGIES Corp, ADESTO TECHNOLOGIES Corp

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Product Warranty. ALTIS warrants that the CONTRACT PRODUCTS delivered hereunder The Warranty Period for a Product shall conform to the specifications and DATA SHEETS be three (3) years or such other time as may be agreed to by the PARTIES parties. The Products (i) will be new and shall unused, (ii) will comply in all respects with the applicable Specifications, ULA or CSA requirements that could effect quality, reliability, safety or performance, and (iii) will be free from defects in material materials, design and workmanship under normal use for a period of [*] from the date of deliveryworkmanship. This only relates to the manufacturing and/or testing of the WAFERS, but excludes any packaging and final test induced defects. If during the [*] period, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS are returned to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaid, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS Manufacturer will, at its optionexpense, either (x) replace all Non-Conforming Products with new and unused Products, and make commercially reasonable efforts to deliver the replacement Products to a location designated by Wintec within [***] after receipt of Wintec’s request for replacement. If Manufacturer is unable, within a reasonable time, to repair, (y) replacereplace or correct a defect or non-conformance in Products to a condition as warranted, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably availableWintec will be entitled to a refund of the Product purchase price. ALTIS shall return any CONTRACT PRODUCTS repaired or Any Product replaced under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO is warranted for the transportation charges paid by ADESTO period of time remaining in the original warranty for returning such defective CONTRACT PRODUCTS to ALTIS. This warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after the above Product, but no less than [*] warranty period**]. Notwithstanding Manufacturer will adhere to the above, prior failure analysis procedure as set forth in Appendix C and provide to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS Wintec a failure analysis report specifying the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] or more reason for failure of any single LOT Non-Conforming Product (this obligation will continue for one year beyond the applicable Product Warranty). Unless Manufacturer reasonably demonstrates that a returned Product is not a Non-Conforming Product, Manufacturer will pay the cost of CONTRACT PRODUCTS are eligible shipping and insurance for warranty return under this Articlethe returned and replacement Products. ADESTO may return all The above warranties do not apply to defects resulting from improper, unauthorized or any portion inadequate maintenance or repair (except where performed by or on behalf of Manufacturer); unauthorized modification; improper use or operation outside of the entire LOT as eligible Specifications for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOTProduct; abuse, negligence, accident, loss or damage in transit; or improper site preparation. THE WARRANTIES SPECIFIED IN THIS AGREEMENT ARE EXCLUSIVE AND NO OTHER WARRANTY, WHETHER WRITTEN OR ORAL, IS EXPRESSED OR IMPLIED. MANUFACTURER SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE PRODUCT WARRANTIES SET FORTH IN THIS SECTION 16.2 SHALL BE THE SOLE AND EXCLUSIVE REMEDY FOR ANY WARRANTY FAILURE HEREUNDER.

Appears in 2 contracts

Samples: Purchase Agreement, Purchase Agreement (Netlogic Microsystems Inc)

Product Warranty. ALTIS Caesarea warrants to Alaris that for a period commencing on the CONTRACT PRODUCTS delivered hereunder shall date of delivery to Alaris and ending on the eighteen (18) month anniversary of the date of first shipment to the end-user or customer (the "Warranty Period"), each NIKI Pump and each Manufacturing Assembly Kit will: (i) conform to the specifications set forth on Parts 1, 2 and DATA SHEETS 3 of Schedule 1(h) hereto and to the First, Second and Third Final Design, as agreed to by the PARTIES and shall applicable; (ii) be free from defects manufacturing defects; (iii) not be "adulterated" or "misbranded" as such terms are defined in material the Act; and workmanship under normal use (iv) be in merchantable condition and fit and safe for a period of [*] from the date of deliveryits intended use. This only relates Subject to the manufacturing and/or testing provisions of Section 27 hereof, Caesarea's sole obligation under this product warranty shall be, at the WAFERSoption of Alaris, but excludes any packaging and final test induced defects. If during the [*] period, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS are returned either to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaid, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS willreplace, at its optionCaesarea's sole cost and expense, either (x) repairor, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are is not commercially and feasible or is not made by Caesarea, to refund the purchase price of, any NIKI Pump or Manufacturing Assembly Kit returned within the Warranty Period that Alaris reasonably available. ALTIS shall return determines fails to meet any CONTRACT PRODUCTS repaired of the conditions of (i), (ii), (iii) or replaced under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTIS(iv) above. This warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after the above [*] warranty period. Notwithstanding the above, prior apply to any return of allegedly defective CONTRACT PRODUCTS NIKI Pump or Manufacturing Assembly Kit that has been damaged by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilitiesaccident or has been misused, abused, altered or repaired by anyone other than Caesarea or its representatives. In the event that [*] or more case of a standard part supplied to Caesarea by a subcontractor engaged by Caesarea and approved by Alaris pursuant to the provisions of Section 12 hereof, Caesarea shall grant to Alaris the benefit of any single LOT of CONTRACT PRODUCTS are eligible product warranty provided to Caesarea by such subcontractor and Caesarea will not bear any further liability to Alaris for warranty return such part under this Article. ADESTO may return all or any portion Section 17; provided, that Alaris shall have first approved in writing the terms of the entire LOT as eligible sub-contractor's product warranty for warranty after consultation with ALTIS on such part prior to the root cause analysis and the acceptable criteria for that LOTuse thereof by Caesarea.

Appears in 2 contracts

Samples: ) Agreement (Alaris Medical Systems Inc), ) Agreement (Alaris Medical Inc)

Product Warranty. ALTIS Seller warrants to Customers that the CONTRACT PRODUCTS delivered Seller’s Products provided hereunder shall conform to the specifications and DATA SHEETS as agreed to by the PARTIES and shall be free from of defects in material and or workmanship under normal use for a period of [*] (i) five (5) years for LED Products and (ii) one (1) year for all other Products, from date of shipment from the date of delivery. This only relates to the manufacturing and/or testing of the WAFERS, but excludes any packaging and final test induced defectsapplicable Seller warehouse location. If during the [*] periodwithin either such applicable period any such Products shall be proved to Seller’s satisfaction to be defective, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS are returned to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaid, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS willSeller shall, at its option, either (x) repair, (y) replace, repair or (z) credit ADESTO for replace the affected part free of charge and send such defective CONTRACT PRODUCTS if repaired or replaced part to the Customer F.O.B. destination. Such repair or replacement are (whichever Seller determines, in its discretion, to provide) shall be Seller’s sole obligation and the Customer’s exclusive remedy for any deficiency in Products furnished hereunder, and shall be conditioned upon the Customer’s return of such Products to Seller F.O.B. shipping point, or, in Seller’s sole discretion, inspected in the field by a Seller- authorized representative. Notwithstanding anything to the contrary contained herein, this warranty does not commercially apply to, and reasonably availableSeller has no responsibility to any Customer for, Products that have been modified, improperly installed and/or used in conditions or for purposes other than for which they were designed. ALTIS shall return any CONTRACT PRODUCTS Any parts repaired or replaced under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO are warranted only for the transportation charges paid by ADESTO for returning such balance of the applicable warranty period on the defective CONTRACT PRODUCTS Product No person, agent or distributor is authorized to ALTISgive any other warranty, or to modify the terms of this warranty, on behalf of Seller. This THE ABOVE WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED; AND SELLER EXPRESSLY DISCLAIMS AND EXCLUDES ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. To obtain warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after the above [*] warranty period. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO service pursuant to this sectionSection 10, please send an email to info@dmflighting. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] com or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all or any portion of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOTcontact your local sales agent.

Appears in 2 contracts

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

Product Warranty. ALTIS Seller warrants that the CONTRACT PRODUCTS delivered hereunder shall conform product as a production item ("Item"), but not related services or prototypes of any such Items, to the specifications and DATA SHEETS as agreed to by the PARTIES and shall be free from defects in material and workmanship under normal use and to be in conformance with the written specification, if any, and referenced in an order accepted by Seller. If any defect in material or workmanship or failure to conform to such specification ("Defect") is suspected in any such Items, Maxtor, after obtaining a Returned Material Authorization number from Seller, shall ship suspected defective samples of the Items to Seller, following Seller's instructions regarding the return. No product will be accepted for a period replacement, credit or refund without the written authorization of [*] and in accordance with Seller's instructions. Seller shall analyze the failures, making use, when appropriate, of technical information provided by Maxtor relating to the circumstances surrounding the failures. Seller will verify whether any Defect appears in the Items. If Seller determines that the returned products are not defective, Maxtor shall pay Seller all costs of handling, inspection, repairs and transportation at Seller's then prevailing rates. Seller shall, at Seller's s option, taking Maxtor's request into reasonable account, either credit or refund the purchase price, or replace the defective product without charge with the same or equivalent product provided: (i) Maxtor notifies Seller in writing of the claimed Defect within thirty (30) days after Maxtor knows or reasonably should know of the claimed Defect, (ii) Seller's examination of the Items discloses that the claimed Defect actually exists and (iii) in the case of any product other than packaged monolithic integrated circuits, the defect appears within twelve (12) months from the date of delivery. This only relates to the manufacturing and/or testing shipment of the WAFERS, but excludes any packaging and final test induced defectsproduct. If during In the [*] period, (a) ALTIS is notified promptly in writing event of a detailed description replacement, Seller shall ship the replacing Items FOB point of the alleged defects upon discovery origin, freight prepaid to Maxtor's destination. Any replaced Item shall become Seller's property. The method of disposition of any replaced Items will be as mutually agreed by both parties in writing. In no event shall Seller be responsible for deinstallation or reinstallation of any Item or for the expenses thereof. Replacements covered by the above warranty are warranted to be free from defects in the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS are returned to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaidas set forth above. Inspection and acceptance of Items by Maxtor and/or payment therefor shall not relieve Seller of responsibilities hereunder. The above warranty does not apply to, and Seller makes no warranties with respect to products that: are software programs, experimental products or prototypes (call of which are provided "AS IS") ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, or to Items which have been subjected to misuse, neglect, improper installation accident or assemblyabuse or operating or environmental conditions that deviate from the parameters established in applicable specifications; or have been improperly installed, repair or alteration by someone not authorized by ALTISstored, or improper testing or use contrary to instructions given by ALTISmaintained, then ALTIS will, at its option, either (x) repair, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably available. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this warranty to ADESTOaltered by anyone other than Seller; or have had their serial numbers or month and year of manufacture or shipment removed, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTISdefected or altered. This warranty shall does not extend to repaired any system into which a product is incorporated. NO OTHER WARRANTY, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE IS GIVEN WITH RESPECT TO SUCH SERVICE OR ANY OTHER SERVICE PROVIDED BY SELLER UNDER THIS AGREEMENT. This warranty applies only to Maxtor and may not be assigned or replaced CONTRACT PRODUCTS returned extended by ADESTO after the above [*] warranty period. Notwithstanding the above, prior Maxtor to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] its customers or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all or any portion other users of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOTItems. Seller will not accept any returns from Maxtor's customers or users of Maxtor's products. EXCEPT AS STATED IN THE SECTION ENTITLED WARRANTY, SELLER, ITS SUBSIDIARIES AND AFFILIATES, SUBCONTRACTORS AND SUPPLIERS MAKE NO WARRANTIES, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIM ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. MAXTOR'S SOLE AND EXCLUSIVE REMEDY SHALL BE SELLER'S OBLIGATION TO REPLACE OR CREDIT OR REFUND AS SET FORTH ABOVE.

Appears in 1 contract

Samples: Volume Purchase Agreement (Maxtor Corp)

Product Warranty. ALTIS INIS warrants that the CONTRACT PRODUCTS delivered hereunder Cobalt-60 Pellets shall conform to the specifications and DATA SHEETS as agreed to by the PARTIES Specifications, and shall be free from foreign material contamination and free from defects in material manufacture, materials, and workmanship under normal use for a period of [**] from the date of deliverydelivery to Nordion, Each party will notify the other party if it becomes aware of any alleged defects or damage at the time of delivery of Cobalt-60 Pellets hereunder or during handling at Nordion’s facility as the case may be. This only relates A failure to so notify by Nordion shall not negate INIS’s warranties, liabilities, indemnifications or other obligations set forth herein. All such INIS warranty obligations shall cease and have no effect to the manufacturing and/or testing of extent that the WAFERS, but excludes any packaging and final test induced defects. If during the [*] period, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS Cobalt-60 Pellets are returned subject to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaid, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglector alteration. Except as otherwise set out in this Agreement, improper installation or assemblyall warranty costs incurred by INIS, including the labour, repair or alteration replacement of the Cobalt-60 Pellets and associated shipping costs, shall be borne by someone not authorized by ALTISINIS. Pursuant to a warranty claim, and upon request of INIS, Nordion, at INIS’s expense, shall return, or improper testing or use contrary cause to instructions given be returned, defective Cobalt-60 Pellets to INIS. The cost of disposal of defective Coblat-60 Pellets shall be borne by ALTIS, then ALTIS will, at its INIS. Nordion shall provide INIS with written notice of any warranty claim within a reasonable period of time after Nordion becomes aware of such claim. At Nordion’s option, upon receipt of such notice, INIS shall either (xi) repairreimburse Nordion for the purchase price by Nordion paid for the non-conforming Cobalt-60 Pellets, including the commitment fee; or (yii) promptly replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably available. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning correct such defective CONTRACT PRODUCTS to ALTIS. This warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after non-conformity at INIS's expense in accordance with the above warranty. [*] warranty period. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article- Indicates certain information has been redacted and filed separately with the Securities and Exchange Commission. ADESTO may return all or any portion of Confidential treatment has been requested with respect to the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOTredacted portions.

Appears in 1 contract

Samples: Confidential Treatment (International Isotopes Inc)

Product Warranty. ALTIS The Manufacturer warrants that for the CONTRACT PRODUCTS delivered hereunder duration of the Warranty Period the Units (i) shall be free from material defects in assembly and workmanship; (ii) shall conform to the specifications Performance Specifications; and DATA SHEETS as agreed to by the PARTIES and (iii) shall be free from material defects in material materials (collectively, the “Limited Warranties”); provided that the warranty with respect to components shall not exceed the warranties provided by the manufacturers thereof. The Manufacturer will ensure that all third party component purchases contain provisions to assign such warranties to Hydrozonix and workmanship under normal will use best efforts, when and if required, to enforce said warranties. Where applicable, warranties for a period major components will begin upon departure of [*] the Units from the date Manufacturer’s facility. If requested by Hydrozonix, extended warranties, if available, will be included with the component warranties at Hydrozonix’s expense. These Limited Warranties shall also not extend or apply to defects or nonconformance caused by: (u) catastrophe, fault or negligence of delivery. This only relates Hydrozonix, its Affiliates or customers, or third parties, (v) failure to operate the Unit in compliance with the Manufacturer’s supplied manuals or use of a Unit in a manner for which it was not designed, (w) modifications of the Unit by Hydrozonix or anyone other than the Manufacturer or its employees, agents and consultants, (x)causes external to the manufacturing and/or testing of the WAFERSUnit such as, but excludes any packaging and final test induced defects. If during not limited to, the [*] period, (a) ALTIS is notified promptly in writing equipment of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS are returned to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaid, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS will, at its option, either (x) repairother parties, (y) replaceabuse, neglect or lack of preventive maintenance in accordance with prudent industry standards and the Manufacturer supplied manuals, or (z) credit ADESTO normal wear and tear. Upon Hydrozonix’s reasonable request, the Manufacturer will facilitate warranty service provided by vendors but shall have no obligation to incur any out-of-pocket costs in connection therewith. Confidential Information has been redacted. The Confidential Information that has been redacted has been filed separately with the Commission. Hydrozonix shall provide the Manufacturer, within thirty (30) days of Delivery of the first Unit purchased hereunder, a preventive maintenance action plan pursuant to which Hydrozonix will maintain all Units purchased to the standard required to maintain the Limited Warranties for such defective CONTRACT PRODUCTS if Units. Hydrozonix shall maintain maintenance and repair or replacement are not commercially logs and reasonably availableprovide copies thereof to the Manufacturer upon request. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this The Manufacturer will train and certify certain employees of Hydrozonix to do certain warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO for repairs on the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTIS. This warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after the above [*] warranty period. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilitiesUnits. In the event that [*] Hydrozonix or more a customer elects to repair or attempt a repair of any single LOT Unit without the use of CONTRACT PRODUCTS are eligible a Manufacturer trained and certified serviceman or undertake repairs not within the scope of those specifically or generally approved in writing by the Manufacturer, before the expiration of each Unit’s Warranty Period, the Limited Warranty will become null and void and Hydrozonix will assume responsibility for warranty return under this Article. ADESTO may return all or any portion current and subsequent costs associated with operating, maintaining and repairing such Unit (including the costs of repairing the Unit following the event causing the voiding of the entire LOT as eligible for warranty after consultation with ALTIS on Unit’s Limited Warranty). Any warranties provided directly by the root cause analysis manufacturers of component parts shall inure to the benefit of Hydrozonix, if assignable or transferrable. In the event of any breach of the Limited Warranties during the relevant Warranty Period, the Manufacturer shall, in its discretion, repair or replace the Units subject to the Limited Warranty claim and the acceptable criteria Manufacturer shall bear the cost of all parts and labor necessary for that LOTsuch repair or replacement, plus the cost of the Manufacturer’s incidental expenses such as travel, food and lodging incurred in performing on-site Warranty Service. THE REMEDIES SET FORTH IN THE PRECEDING SENTENCE SHALL CONSTITUTE HYDROZONIX’S SOLE AND EXCLUSIVE REMEDY FOR ANY BREACH OF THE LIMITED WARRANTIES. EXCEPT FOR THE LIMITED WARRANTIES EXPRESSLY PROVIDED ABOVE IN THIS SECTION 6.e., THERE ARE NO OTHER WARRANTIES, EXPRESSED OR IMPLIED, GRANTED TO HYDROZONIX OR ANY AFFILIATE OR CUSTOMER INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OF NONINFRINGEMENT, AND ANY SUCH OTHER WARRANTIES ARE EXPRESSLY DISCLAIMED BY HYDROZONIX.

Appears in 1 contract

Samples: Exclusive Product Purchase and Sub License Agreement (Ecosphere Technologies Inc)

Product Warranty. ALTIS warrants that Products manufactured by TreeTop Products utilize the CONTRACT PRODUCTS delivered hereunder shall conform best quality materials available, and are built by experts with unparalleled craftsmanship. Because of this, we are proud to the specifications and DATA SHEETS as agreed offer a warranty on these recycled plastic site furnishings for 50-years. None of our competitors can do this. Just imagine; your hair will turn gray before you need to by the PARTIES and replace one of our products! Our products shall be free from of defects in material and workmanship under normal use for a period of [*] from the Warranty Period - in effect at the date of deliverypurchase. This only relates Replacement product will be shipped free of charge when the warranty is claimed within one year of the original receipt date. If the warranty claim is longer than 1 year, the customer will be responsible for shipping costs for the replacement product. For products not manufactured by TreeTop Products, the product warranty period varies from product to product. If a product’s warranty is longer than 1 year, this longer warranty is listed on the individual product page. The warranty and, if applicable, extended warranties (including TreeTop Products’s 50-year guarantee), expressly excludes and does not cover damage to any product, which is caused by the following: • Improper handling • Misuse • Alteration • Vandalism • Incorrect installation • Exposure to the manufacturing and/or testing elements, or by storm, hail, fire or flood All such occurrences will immediately void the warranty and, if applicable, extended warranties on the product. Any product verified to be defective within that product’s warranty period, shall upon prompt notification by its Purchaser to our Customer Service department, be either replaced or repaired at TreeTop Products’s sole discretion. Merchandise cannot be returned without a return authorization number from a customer service representative, as well as a copy of the WAFERSoriginal invoice documenting the date of purchase. Color Disclaimer Although every effort is made to represent a product’s true color as accurately as possible, but excludes any packaging and final test induced defectscolors may appear differently in real life versus a print or digital representation of the same color swatch. There also may be subtle color differences among product dye lots. If during you have any questions concerning a product’s warranty or the [*] periodcolor disclaimer, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTSplease call our Customer Service department at 0-000-000-0000, (b) such CONTRACT PRODUCTS are returned to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTObetween Mon - Fri, freight * Confidential Treatment Requested prepaid, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS will, at its option, either (x) repair, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably available. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTIS. This warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after the above [*] warranty period. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all or any portion of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOT7am-5pm CST.

Appears in 1 contract

Samples: Tips Vendor Agreement

Product Warranty. ALTIS The terms of this Section 39 apply to Products sold under this Contract, other than Software which is warranted under Section 35.7. As applicable, Vendor warrants that the CONTRACT PRODUCTS delivered all Products furnished hereunder shall be new and conform to with any specifications (“Specifications”) and other requirements as set forth in the specifications Contract. Products shall be of merchantable quality and DATA SHEETS as agreed to by the PARTIES in good working order, and shall be free from defects in material material, workmanship and workmanship under normal use design for a period of [*] time of at least one year from the receipt of shipment (or the length of the manufacturer’s warranty, whichever is longer), unless the Board specifically agrees otherwise. Vendor shall assign to the Board the benefits of any manufacturer’s warranty of the Products and shall cooperate with the Board in securing any and all remedies of such warranties for the benefit of the Board during the Term of the Contract and any Renewal Terms. During the warranty period, the Board shall have the option to require Vendor to repair and replace defective Products without charge or expense, or to reject any defective Products and obtain a full refund or credit for any payment therefor. Repaired or replaced Products shall be warranted for a minimum period of one (1) year from completion of repairs (or date of receipt of replacement, as the case may be) or the remainder of the Product’s original warranty, whichever is longer. Vendor shall be responsible for transportation charges for all warranty shipments. This warranty shall survive inspection, acceptance, payment and expiration or termination of the Contract. Each warranty shall include, but is not limited to, the manufacturer’s name, the product number, the length of the warranty, and the manufacturer’s contact person. Warranty information shall be provided with the delivery of the Products and when Vendor submits its invoice. Nothing within this Section shall limit or be interpreted as reducing any warranty that may be provided by Vendor or the original manufacturer of the Product to the extent that the original warranty may be more expansive than the warranty set forth in this Section. The Board acknowledges that Vendor may not be the manufacturer of all the Products being supplied under this Contract. Nonetheless, Vendor warrants that from the date of delivery. This only relates to , the manufacturing and/or testing of Products shall be covered by the WAFERS, but excludes any packaging and final test induced defects. If during the [*] period, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS are returned to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaidrespective manufacturer’s warranty, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused Vendor shall only provide Products covered by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS will, at its option, either (x) repair, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably available. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTIS. This warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after the above [*] warranty period. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTOmanufacturer’s facilities. In the event that [*] or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all or any portion of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOTwarranties.

Appears in 1 contract

Samples: Contract for Web

Product Warranty. ALTIS warrants Seller warrants, solely for the benefit of Buyer, that the CONTRACT PRODUCTS delivered hereunder shall conform to the specifications each component of Seller’s Products, have been manufactured, packaged, and DATA SHEETS as agreed to by the PARTIES tested with reasonable care and shall will be substantially free from defects in material workmanship and workmanship under normal use shall conform to its specifications for a period of [*] one (1) year from the date of deliveryshipment. This only relates to the manufacturing and/or testing of the WAFERS, but excludes any packaging and final test induced defects. If during the [*] period, Seller’s warranty shall not apply if a Product (a) ALTIS is notified promptly not used in writing of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTS, accordance with its instructions for use; or (b) such CONTRACT PRODUCTS are returned has been subject to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTOabuse, freight * Confidential Treatment Requested prepaidnegligence, or accident, or altered or repaired by anyone other than Seller or Seller's duly authorized agent. In all cases, Seller has sole responsibility and discretion for determining the cause and nature of a Product defect, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS Seller's determination with regard thereto shall be final. Seller will, at its optionelection, either (x) repair, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably available. ALTIS shall return replace any CONTRACT PRODUCTS repaired or replaced under this warranty to ADESTOpart of Seller’s products that Seller determines was defective at the time of shipment, transportation prepaid, and shall reimburse ADESTO for provided that Buyer notifies Seller within the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTIS. This warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after the above [*] warranty period. Notwithstanding All claims must be brought within one (1) year of shipment, regardless of their nature. The foregoing warranty is in lieu of all other representations and warranties, and Seller’s obligations under the above, prior to preceding sentence of this Section 6 shall constitute Buyer’s sole and exclusive remedy for any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all or any portion breaches of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOTforegoing warranty. EXCEPT AS SET FORTH ABOVE THE PRODUCTS ARE PROVIDED ON AN “AS IS” BASIS AND SELLER EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES AND LIABILITY WHATSOEVER, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, QUIET ENJOYMENT, NON- INFRINGEMENT, COMPLIANCE WITH GOOD MANUFACTURING PRACTICES, AND/OR FITNESS FOR A PARTICULAR PURPOSE. BUYER BEARS ALL RISK RESULTING FROM THE USE OF PRODUCTS.

Appears in 1 contract

Samples: Terms and Conditions of Sale

Product Warranty. ALTIS Unless existing agreements are in place that specify alternate warranty periods, Lumenera Corporation (‘Lumenera’) warrants to the original purchaser that the CONTRACT PRODUCTS delivered hereunder shall conform to the specifications and DATA SHEETS as agreed to by the PARTIES and cameras shall be free from defects in material and workmanship under normal use manufacturing defects (‘Warranty’) for a period of (‘Warranty Period’) stated in Lumenera Warranty Policy on our website at [*] from xxx.xxxxxxxx.xxx/xxxxxxx/xxxxxxxx- information.html]. Should the date of delivery. This only relates to the manufacturing and/or testing of the WAFERS, but excludes any packaging and final test induced defects. If unit fail during the [*] warranty period, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS are returned to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaid, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS Lumenera will, at its option, either (x) repair, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably availablereplace the failed unit. ALTIS shall return any CONTRACT PRODUCTS repaired Repaired or replaced units will be covered under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTISremainder of the original warranty period. This warranty shall does not extend apply to repaired units that, after being inspected by Lumenera, have been found to have failed due to customer abuse, accidents, mishandling, tampering/alteration, improper installation, improper power source, negligence, opening of the enclosure, or replaced CONTRACT PRODUCTS returned by ADESTO after if the above [*] serial number has been removed or damaged. This warranty period. Notwithstanding does not cover labour or incurred charges required in removing or installing the aboveunit, prior to any return business interruption, loss of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all profits/revenues, or any portion consequential damages. Units returned to Lumenera beyond the warranty period will be repaired, if possible, and all appropriate material and labour charges will apply. Any returning product, specifically those being returned under warranty, must follow the Returned Material Authorization (RMA) process. Any units being returned are to be properly packaged (in original packing – if possible). Lumenera will not cover damage sustained in shipping due to improper packing. For RMA instructions please refer to our website at [xxx.xxxxxxxx.xxx/xxxxxxx/xxx.xxx]. Table of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOT.Contents TABLE OF CONTENTS II 1 INTRODUCTION 4 1.1 THE LUMENERA USB AND GIGE CAMERA FAMILY 4 2 INSTALLING AND USING THE CAMERA 5 2.2 CAMERA AND SOFTWARE INSTALLATION 5

Appears in 1 contract

Samples: License Agreement

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Product Warranty. ALTIS Seller warrants that to Purchaser only the CONTRACT PRODUCTS delivered hereunder shall conform Products to the specifications and DATA SHEETS as agreed to by the PARTIES and shall be free from defects in material and workmanship under normal use for a period of [*] one year from the date of delivery, subject to Seller’s standard manufacturing and commercial variations and practice. This only relates SELLER MAKES NO OTHER REPRESENTATIONS OR WARRANTIES TO PURCHASER REGARDING THE PRODUCTS AND EXPRESSLY DISCLAIMS ALL OTHER IMPLIED OR EXPRESS WARRANTIES, INCLUDING ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE . Seller’s Product warranty does not apply to any Product to the manufacturing and/or testing of the WAFERS, but excludes any packaging extent it has been subject to (1) other than normal wear and final test induced defects. If during the [*] period, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS are returned to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaid, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS will, at its option, either (x) repair, (y) replacetear, or (z2) credit ADESTO improper installation, alteration, modification, or repair, tampering, negligence, abuse or accident, or (3) improper storage. LIABILITY IS LIMITED TO REPAIR OR REPLACEMENT, AT SELLER’S OPTION, OF ANY DEFECTIVE PRODUCT . Seller will repair or replace at its option Products which upon inspection it finds to be defective, based on claims made in writing to Seller within a reasonable time after discovery. Products alleged to be defective must be returned, freight prepaid, within thirty (30) days to Seller with the return authorization number, obtained from Seller, clearly marked on the outside of the return container for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably availableby Seller. ALTIS shall return any CONTRACT THE ABOVE WARRANTY SHALL CONSTITUTE PURCHASER’S EXCLUSIVE REMEDY WITH RESPECT TO THE PRODUCTS repaired or replaced under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTIS. This warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after the above [*] warranty period. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilitiesFURNISHED HEREUNDER. In no event shall Seller be liable or responsible to Purchaser or any other person for any special, indirect or consequential losses or damages, whether based on contract, tort, strict liability or other theory of law, even if Seller shall have been advised of the event that [*] or more possibility of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Articlesuch loss or damages, all such damages and claims being specifically disclaimed. ADESTO may return all or any portion of In no event shall Seller’s liability exceed the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOTpurchase price OF THE PRODUCT.

Appears in 1 contract

Samples: www.buildstrong.com

Product Warranty. ALTIS Subject to the limitations of Section 12, Seller warrants that the CONTRACT PRODUCTS delivered Products manufactured by Seller and supplied hereunder shall conform to the specifications and DATA SHEETS as agreed to by the PARTIES and shall will be free from defects in material materials and workmanship under normal conditions of use and service for a period varying periods depending upon the type of [*] from the date of deliveryproduct purchased. This only relates to the manufacturing and/or testing The length and duration of the WAFERSwarranty is stipulated in each products warranty document supplied with the product or as found on the Company’s website xxx.xxxxxxxxxxxxxx.xxx in the Warranty section. The foregoing warranty shall be void in its entirety if the failure of any Product shall be caused by any installation, but excludes operation, or maintenance of the Product that does not conform with the requirements set forth in Seller’s Owner’s Manual, Use Guidelines or Installation Guidelines provided to Buyer explaining proper methods of installation, operation, and maintenance of the applicable Product or is the result of any packaging and final test induced defectscause other than a defect in the material or workmanship of the Product. If during the [*] period, (a) ALTIS is notified promptly in writing of a detailed Any description of the alleged defects upon discovery Products, whether in writing or made orally by Seller or Seller’s agents, specifications, samples, models, bulletins, diagrams, engineering sheets or similar materials used in connection with Buyer’s order are for the sole purpose of any defects in identifying the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS are returned to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaid, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS will, at its option, either (x) repair, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably available. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this warranty to ADESTO, transportation prepaid, Products and shall reimburse ADESTO for not be construed as an express warranty. Any suggestions by Seller or Seller’s agents regarding use, application or suitability of the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTIS. This warranty Products shall not extend be construed as an express warranty unless confirmed to repaired or replaced CONTRACT be such in writing by an authorized officer of Seller. THE SOLE AND EXCLUSIVE REMEDY FOR BREACH OF ANY WARRANTY HEREUNDER SHALL BE LIMITED, AT SELLER’S ELECTION, TO REPAIR OR REPLACEMENT (IN THE FORM ORIGINALLY SHIPPED) OF THE PRODUCTS returned by ADESTO after the above [*] warranty periodNOT COMPLYING WITH THIS AGREEMENT. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO Buyer shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all or any portion of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOT.provide written

Appears in 1 contract

Samples: static1.squarespace.com

Product Warranty. ALTIS COMPANY warrants to DISTRIBUTOR that the CONTRACT PRODUCTS delivered hereunder Products at the time of their delivery by COMPANY to DISTRIBUTOR (i) shall conform meet the agreed applicable specifications attached hereto as Exhibits 1.2 and 1.3 (as may be changed from time to time as provided herein), which shall be no less than the published specifications and DATA SHEETS documentation as -------- *** Denotes confidential information that has been omitted from the exhibit and filed separately, accompanied by a confidential treatment request, with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934. of the date thereof and subject to Section 4.1, DISTRIBUTOR's Supplier Certification guidelines; (ii) shall have been manufactured in accordance with all laws and regulations applicable to their manufacture in those jurisdictions in which DISTRIBUTOR is distributing the Products (provided that DISTRIBUTOR gives COMPANY at least ninety (90) days written notice of any jurisdictions in addition to those listed on Exhibit 6.1); (iii) shall be new or newly manufactured; and (iv) shall be of good and merchantable title, free of liens and encumbrances, (v) shall be "Y2K" compliant, as that term is defined on DISTRIBUTOR's external website on the Effective Date, and (vi) that, as of the Effective Date clearance or permission to sell the Products has been obtained in those countries as set forth in Exhibit 6.1. COMPANY shall promptly, at COMPANY's sole option, replace, repair or make a purchase price (in the amount paid by DISTRIBUTOR to COMPANY) refund for any of such Products proved to be non-conforming, provided that written notice and reasonable documented evidence of each warranty claim and the fact that the failure occurred during the warranty period is received by COMPANY within thirty (30) days after the expiration thereof. COMPANY will have the right to verify such non-conformance. Such replacement, repair or refund shall be DISTRIBUTOR's sole remedy hereunder. Unless otherwise agreed to by the PARTIES and Parties, the warranty period under this Section 8.2 for (a) any Sensor shall be free from defects in material and workmanship under normal use the stated shelf life as set forth on the label for a period of [*] such Product, not to be less than ten (10) months from the date of delivery. This only relates shipment to the manufacturing and/or testing of the WAFERS, but excludes any packaging and final test induced defects. If during the [*] period, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery of any defects in the CONTRACT PRODUCTS, DISTRIBUTOR; (b) any Cartridge shall be the stated shelf life as set forth on the label for such CONTRACT PRODUCTS are returned Product, not to ALTIS in accordance with documented RMA be less than three (“Returned Materials Authorization”3) process provided months from the date of shipment to ADESTO, freight * Confidential Treatment Requested prepaid, and DISTRIBUTOR; (c) ALTIS’ reasonable conclusion any Monitor or Calibrator of any Continuous Monitoring Product, or any Accessory or XXXX Analyzer of any Intermittent Monitoring Product covered hereunder shall expire on the date eighteen (18) months after promptly examining the date of shipment of such returned CONTRACT PRODUCTS reveals that item to DISTRIBUTOR; and (d) any IDMS Software shall expire on the date forty-five (45) days after the date of delivery of such CONTRACT PRODUCTS are indeed defective (i.e.software to DISTRIBUTOR's customer. The warranty period for any Improved Products shall be mutually agreed by the Parties. If requested by COMPANY, they do not pass DISTRIBUTOR shall return the test program applicable non-conforming Product to COMPANY at the time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS will, at its option, either (x) repair, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably available. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTIS. This warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after the above [*] warranty period. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all or any portion submission of the entire LOT as eligible for warranty after consultation with ALTIS on claim therefor. DISTRIBUTOR agrees to provide COMPANY sufficient notice of additional countries in which it intends to distribute the root cause analysis and the acceptable criteria for that LOTProducts to permit COMPANY to meet its obligations under subsection (ii) of this Section 8.2.

Appears in 1 contract

Samples: Distribution Agreement (Diametrics Medical Inc)

Product Warranty. ALTIS Integra warrants that the CONTRACT PRODUCTS delivered hereunder shall conform to the specifications and DATA SHEETS as agreed to by the PARTIES and shall be original purchaser only that each new INTEGRA product is free from manufacturing defects in material and workmanship under normal use and service for a period of [*] from the date of deliveryshipment until the expiration date stated on any product labeling (provided that CUSTOMER complies with all instructions and requirements regarding the transportation, use and storage of the Products). This only relates If any covered defect occurs during the warranty period or term of such placement agreement, the purchaser should communicate directly with INTEGRA’s home office. If purchaser seeks to invoke the terms of this warranty, the product must be returned to INTEGRA at its home office. The defective product should be returned promptly, properly packaged and postage prepaid. Loss or damage in return shipment to INTEGRA shall be at CUSTOMER’s risk. INTEGRA's sole responsibility under this warranty shall be repair or replacement, at INTEGRA’s sole discretion at INTEGRA’s expense, subject to the manufacturing and/or testing terms of this warranty and applicable agreements. IN NO EVENT SHALL INTEGRA BE LIABLE FOR ANY INCIDENTAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES IN CONNECTION WITH THE ACQUISITION OR USE OF ANY INTEGRA PRODUCT. Further, this warranty shall not apply to, and INTEGRA shall not be responsible for, any loss arising in connection with the WAFERS, but excludes any packaging and final test induced defects. If during the [*] period, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery purchase or use of any defects INTEGRA product that has been repaired by anyone other than an authorized INTEGRA service representative or altered in the CONTRACT PRODUCTSany way so as, (b) such CONTRACT PRODUCTS are returned in INTEGRA’s judgment, to ALTIS affect its stability or reliability, or which has been subject to misuse, negligence or accident, or which has been used otherwise than in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTOthe instructions furnished by INTEGRA. THIS LIMITED WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, freight * Confidential Treatment Requested prepaidEXPRESS OR IMPLIED, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e.AND OF ALL OTHER OBLIGATIONS OR LIABILITIES ON INTEGRA’S PART, they do not pass AND INTEGRA NEITHER ASSUMES NOR AUTHORIZES ANY REPRESENTATIVE OR OTHER PERSON TO ASSUME FOR IT ANY OTHER LIABILITY IN CONNECTION WITH INTEGRA’S PRODUCTS. INTEGRA DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE OR APPLICATION OR WARRANTY OF QUALITY AS WELL AS ANY EXPRESS OR IMPLIED WARRANTY TO PATIENTS. No warranty or guarantee may be created by any act or statement nor may this Standard Warranty be modified in any way, except as a result of a writing signed by an officer of INTEGRA. These limitations on the test program applicable at time creation or modification of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS will, at its option, either (x) repair, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably available. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid may not be waived or modified orally or by ADESTO for returning such defective CONTRACT PRODUCTS to ALTIS. This warranty shall not extend to repaired or replaced CONTRACT PRODUCTS returned by ADESTO after the above [*] warranty period. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all or any portion of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOTconduct.

Appears in 1 contract

Samples: Supply Agreement (Biomimetic Therapeutics, Inc.)

Product Warranty. ALTIS XLR8 warrants that the CONTRACT PRODUCTS delivered Products supplied to Buyer hereunder shall will conform to the specifications Buyer’s Specifications and DATA SHEETS as agreed to by the PARTIES and shall will be free from defects in material and workmanship under normal use for a period of [*] one year from the date of delivery. This only relates to the manufacturing and/or testing delivery of the WAFERSProducts to Buyer. Buyer shall notify XLR8 within [48] hours of Buyer’s receipt of Products, but excludes any packaging and final test induced defects. If during the [*] periodin writing, (a) ALTIS is notified promptly in writing of a detailed description of the alleged defects upon discovery of any defects Product defect, which notification shall describe the defect in sufficient detail to permit XLR8 to isolate the CONTRACT PRODUCTSdefect. Upon notification from Buyer, (b) such CONTRACT PRODUCTS are XLR8 will provide Buyer with instructions on returning the Product under a warranty claim. Upon receipt of any Products returned by Buyer pursuant to ALTIS this Section 7.0, XLR8 shall inspect Products in accordance with documented RMA (“Returned Materials Authorization”) process provided the applicable IPC-A-610 Workmanship Standard. If XLR8 determines that the defect is not due to ADESTO, freight * Confidential Treatment Requested prepaid, and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass nonconformity with Specifications or the test program applicable at time of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation IPC-A-610 Workmanship Standard or assembly, repair is unable to isolate any defect or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTISmalfunction in the Product, then ALTIS willBuyer is solely responsible for isolation of the defect or malfunction and XLR8 will seek instructions on whether XLR8 should return the Product to Buyer or dispose of it. If any returned Product contains malfunctions due to nonconformity with the Specifications or the applicable IPC-A-610 Workmanship Standard, then Buyer’s exclusive remedy and XLR8’s sole liability under this warranty will be, at its optionsole option and expense, either (x) repair, (y) replace, to correct or (z) credit ADESTO for such replace the nonconforming or defective CONTRACT PRODUCTS if repair Product or replacement are not commercially and reasonably available. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this warranty refund the Purchase Price to ADESTO, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTISBuyer. This warranty shall does not extend to apply to: any first articles, prototypes, pre-production units, test units of a Product, any Products which have been repaired by Buyer or replaced CONTRACT PRODUCTS returned a third party, any Products which have been altered or modified in any way by ADESTO after the above [*] warranty period. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] Buyer or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all third party; or any portion Products which have been subject to misuse, abnormal use or neglect or to components received from Buyer. XLR8 will not be held liable in the case of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for damage to a product that LOToccurs during customer contracted rework.

Appears in 1 contract

Samples: Terms and Conditions Manufacturing Agreement

Product Warranty. ALTIS CCSI warrants that the CONTRACT PRODUCTS delivered hereunder Products shall be free from defects in material and workmanship and will conform to the specifications Specifications (which among other things include that the manufacture, assembly, labeling and DATA SHEETS packaging of the Products have been performed under the regulatory standards of FDA QSR and GMP), in each case for a period of eighteen (18) months from the date of shipment to DO of Products hereunder. If any Product so shipped, or replacement part for the Product during the Product's warranty period, does not conform as agreed aforesaid, CCSI will, at its sole cost and expense (excluding reimbursement of inbound freight charges but including outbound freight charges), and within a reasonable period of time not to exceed thirty-five (35) days, repair or replace (at the choice of CCSI) such non-conforming Product, or replacement part. The foregoing warranty does not extend to normal wear and tear, damage caused by the PARTIES end user, Product misused or modified in a manner not authorized by the Specifications of the Product or by CCSI, or Product repaired by persons other than CCSI or its authorized manufacturers. Subject to the provisions of Section V below, it is understood and agreed by the parties herein that such repair or replacement shall be the exclusive remedy for DO with respect to a breach of this warranty, and that a breach of this warranty shall not be considered a Default provided that CCSI timely complies with the repair/replacement remedy specified above. It is also understood and agreed that such warranty for any Devices shall be immediately void and of no further force and effect if the Device is not calibrated with the Calibration Standard (TLc-Lensette(trademark)). CCSI warrants that the medium upon which the Software is provided by CCSI to DO shall be free from defects in material and workmanship under normal use for a period of [*] 90 days from the date of deliveryDO's receipt thereof. This only relates Subject to the manufacturing and/or testing provisions of the WAFERSSection V below, but excludes any packaging it is understood and final test induced defects. If during the [*] period, (a) ALTIS is notified promptly in writing agreed that DO's exclusive remedy for breach by CCSI of a detailed description of the alleged defects upon discovery this limited warranty shall be replacement of any defects in the CONTRACT PRODUCTS, defective medium within fifteen (b15) such CONTRACT PRODUCTS are returned days following its return to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaid, CCSI and (c) ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time a breach of manufacture) and defects are not caused by accident, abuse, misuse, neglect, improper installation or assembly, repair or alteration by someone not authorized by ALTIS, or improper testing or use contrary to instructions given by ALTIS, then ALTIS will, at its option, either (x) repair, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably available. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this warranty to ADESTO, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTIS. This warranty shall not extend be considered a Default provided that CCSI timely complies with such replacement remedy. Except as expressly stated herein, CCSI disclaims all warranties, whether express or implied, with respect to repaired the Products, including, without limitation, any warranties of merchantability or replaced CONTRACT PRODUCTS returned by ADESTO after the above [*] warranty period. Notwithstanding the above, prior to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] or more of any single LOT of CONTRACT PRODUCTS are eligible fitness for warranty return under this Article. ADESTO may return all or any portion of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOTa particular purpose.

Appears in 1 contract

Samples: Agreement (Chromatics Color Sciences International Inc)

Product Warranty. ALTIS Seller warrants that the CONTRACT PRODUCTS delivered hereunder shall conform product as a production item ("Item"), but not related services or prototypes of any such Items, to the specifications and DATA SHEETS as agreed to by the PARTIES and shall be free from defects in material and workmanship under normal use and to be in conformance with the written specification, if any, and referenced in an order accepted by Seller. If any defect in material or workmanship or failure to conform to such specification ("Defect) is suspected in any such Items, Maxtor, after obtaining a Returned Material Authorization number from Seller, shall ship suspected defective samples of the items to Seller, following Seller's instructions regarding the return. No product will be accepted for a period replacement, credit or refund without the written authorization of [*] and in accordance with Seller's instructions. Seller shall analyze the failures, making use, when appropriate, of technical information provided by Maxtor relating to the circumstances surrounding the failures. Seller will verify whether any Defect appears in the Items. If Seller determines that the returned products are not defective, Maxtor shall pay Seller all costs of handling, inspection, repairs and transportation at Seller's then prevailing rates. Seller shall, at Seller's s option, taking Maxtor's request into reasonable account, either credit or refund the purchase price, or replace the defective product without charge with the same or equivalent product provided: (i) Maxtor notifies Seller in writing of the claimed Defect within thirty (30) days after Maxtor knows or reasonably should know of the claimed Defect, (ii) Seller's examination of the Items discloses that the claimed Defect actually exists and (iii) in the case of any product other than packaged monolithic integrated circuits, the defect appears within twelve (12) months from the date of delivery. This only relates to the manufacturing and/or testing shipment of the WAFERS, but excludes any packaging and final test induced defectsproduct. If during In the [*] period, (a) ALTIS is notified promptly in writing event of a detailed description replacement, Seller shall ship the replacing Items FOB point of the alleged defects upon discovery origin, freight prepaid to Maxtor's destination. Any replaced Item shall become Seller's property. The method of disposition of any replaced Items will be as mutually agreed by both parties in writing. In no event shall Seller be responsible for deinstallation or reinstallation of any Item or for the expenses thereof. Replacements covered by the above warranty are warranted to be free from defects in the CONTRACT PRODUCTS, (b) such CONTRACT PRODUCTS are returned to ALTIS in accordance with documented RMA (“Returned Materials Authorization”) process provided to ADESTO, freight * Confidential Treatment Requested prepaidas set forth above. Inspection and acceptance of Items by Maxtor and/or payment therefor shall not relieve Seller of responsibilities hereunder. The above warranty does not apply to, and Seller makes no warranties with respect to products that: are software programs, experimental products or prototypes (call of which are provided "AS IS") ALTIS’ reasonable conclusion after promptly examining such returned CONTRACT PRODUCTS reveals that such CONTRACT PRODUCTS are indeed defective (i.e., they do not pass the test program applicable at time of manufacture) and defects are not caused by accident, abuse, or to Items which have been subjected to misuse, neglect, improper installation accident or assemblyabuse or operating or environmental conditions that deviate from the parameters established in applicable specifications; or have been improperly installed, repair or alteration by someone not authorized by ALTISstored, or improper testing or use contrary to instructions given by ALTISmaintained, then ALTIS will, at its option, either (x) repair, (y) replace, or (z) credit ADESTO for such defective CONTRACT PRODUCTS if repair or replacement are not commercially and reasonably available. ALTIS shall return any CONTRACT PRODUCTS repaired or replaced under this warranty to ADESTOaltered by anyone other than Seller; or have had their serial numbers or month and year of manufacture or shipment removed, transportation prepaid, and shall reimburse ADESTO for the transportation charges paid by ADESTO for returning such defective CONTRACT PRODUCTS to ALTISdefected or altered. This warranty shall does not extend to repaired any system into which a product is incorporated. NO OTHER WARRANTY, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE IS GIVEN WITH RESPECT TO SUCH SERVICE OR ANY OTHER SERVICE PROVIDED BY SELLER UNDER THIS AGREEMENT. This warranty applies only to Maxtor and may not be assigned or replaced CONTRACT PRODUCTS returned extended by ADESTO after the above [*] warranty period. Notwithstanding the above, prior Maxtor to any return of allegedly defective CONTRACT PRODUCTS by ADESTO pursuant to this section. ADESTO shall first offer ALTIS the opportunity to inspect the CONTRACT PRODUCTS at ADESTO’s facilities. In the event that [*] its customers or more of any single LOT of CONTRACT PRODUCTS are eligible for warranty return under this Article. ADESTO may return all or any portion other users of the entire LOT as eligible for warranty after consultation with ALTIS on the root cause analysis and the acceptable criteria for that LOTItems. Seller will not accept any returns from Maxtor's customers or users of Maxtor's products. EXCEPT AS STATED IN THE SECTION ENTITLED WARRANTY, SELLER, ITS SUBSIDIARIES AND AFFILIATES, SUBCONTRACTORS AND SUPPLIERS MAKE NO WARRANTIES, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIM ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. MAXTOR'S SOLE AND EXCLUSIVE REMEDY SHALL BE SELLER'S OBLIGATION TO REPLACE OR CREDIT OR REFUND AS SET FORTH ABOVE.

Appears in 1 contract

Samples: Standard Volume Purchase Agreement (Maxtor Corp)

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