ACCEPTANCE AND WARRANTIES Sample Clauses

ACCEPTANCE AND WARRANTIES. A. All Items purchased by Buyer are subject to inspection and test (source inspection) before being allowed to ship from Seller's factory. Source inspection requirements are described in the Purchase Spec unless agreed otherwise in writing by the parties. Seller shall be responsible for source inspections and shall provide Buyer with written certification that Items tested have passed source inspection and comply in all respects with the requirements described in the Purchase Spec. Buyer may participate, as it deems necessary, in source inspections. If any inspection or test is made on Seller's premises, Seller shall provide Buyer with reasonable facilities and assistance at no additional charge. (i) Notwithstanding any source inspection or testing at Seller's premises, all Items purchased by Buyer are subject to Buyer's inspection and test (qualification) before final acceptance at Buyer's premises. Final acceptance requirements are described in the Purchase Spec unless agreed otherwise in writing by the parties. Items, other than Equipment, rejected by Buyer as not conforming to the Purchase Spec may be returned to Seller at Seller's risk and expense and, at Buyer's option, such Item shall be immediately repaired or replaced (ii) If Equipment does not pass final acceptance criteria, due to no fault of Buyer, within * * * (* * *) days of delivery, then Buyer may give written notice to Seller of failure to meet final acceptance criteria on time. If Equipment does not meet final acceptance criteria within * * * (* * *) days of such notice, Buyer may, at Buyer's option; (a) return the Equipment for full credit or (b) have the Equipment replaced with new Equipment within * * * (* * *) days of Buyer's written election of option, or (c) initiate Buyer's escalation procedures per part 3 (Services) section 7 (escalation) of Addendum A. (iii) Acceptance and/or inspection by Buyer shall in no event constitute a waiver of Buyer's rights and remedies with regard to any subsequently discovered defect or nonconformity. B. Seller warrants to Buyer that all Items provided by Seller for delivery hereunder shall conform in all respects to the Purchase Spec; be free from defects in material and workmanship and be new, of the grade and quality specified. (i) If an Item delivered hereunder does not comply with any of the above warranties, Buyer shall notify Seller as soon as practicable and at Buyer's option, Seller shall repair or replace the defective Item, at its sole cost...
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ACCEPTANCE AND WARRANTIES. 6.1 Lessor will use its reasonable endeavors at the expense and request of Lessee to extend to Lessee the benefit of any guarantees, conditions, warranties or representations which may be given to Lessor by the manufacturer or supplier of the Equipment or otherwise implied in favor of Lessor, provided that such benefit shall only be extended if Lessee shall fully indemnify Lessor against all costs, claims and expenses incurred in connection with any claim relating to such guarantee, condition, warranty or representation. 6.2 The Equipment has been selected by Lessee with full knowledge of the manufacturer's specifications and Lessee consequently assumes the entire responsibility for its choice and Lessee's acceptance by certifying installation shall be conclusive proof that the Equipment is satisfactory in every way to Lessee.
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ACCEPTANCE AND WARRANTIES. Buyer reserves the right to inspect the Services at any time prior to acceptance. Seller warrants that the Services will be provided free from defects in performance, will conform to all requirements described in any Order issued in connection with this Agreement and the quality and performance standards established thereunder, and will be fit and sufficient for the purposes expressed in, or reasonably inferred from this Agreement. Seller warrants that all goods, materials, equipment, accessories, product and other items, tangible or intangible, provided by Seller under or in connection with any Services or this Agreement, including, without limitation, all Deliverables, shall: (a) be of good quality and workmanship and free from all defects, latent or patent, in design, materials and workmanship; (b) conform to all specifications, drawings, samples, and other descriptions furnished, specified, or adopted by Buyer; (c) be merchantable and suitable, sufficient, and fit for their intended and particular purpose; (d) be free of all liens, claims and encumbrances of any nature; and (e) with respect to the method(s) used to create all Deliverables and the Deliverables themselves, not infringe on any patent, trademark, copyright or any other intellectual property right. References in this Agreement to Services shall be deemed to include any and all Deliverables, whether associated with such Services or otherwise. None of the remedies available to Buyer for the breach of any warranty of Seller may be limited, except to the extent agreed upon by Buyer in a separate written agreement specifically designating such limitation. Buyer’s inspection, acceptance of and/or payment for Services shall not constitute a waiver by it of any warranties of Seller and such warranties shall survive inspection, testing, acceptance, and use, either by Buyer or Buyer’s customers. All Services and Deliverables shall be subject to Buyer’s reasonable satisfaction and approval and any specific acceptance criteria that may be set forth in an Order. In addition to any other remedies set forth in a Order or elsewhere herein, if Buyer, at any time in its discretion, determines that the applicable Service or Deliverable is unacceptable, Buyer may, upon notice to Seller, require Seller, at Seller’s sole expense, to remedy the deficient Service or Deliverable to Buyer’s reasonable satisfaction or to meet the agreed upon acceptance criteria in the applicable Order. Alternatively, Buyer may termin...
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ACCEPTANCE AND WARRANTIES. 6.1 Company shall have thirty (30) days from the Receipt Date to inspect the Product. If Company determines during its inspection of the Product that the Product does not meet the requirements of the applicable Specifications, Company shall notify X.Xxxxx of such nonconforming Product and provide X.Xxxxx with samples thereof within such thirty (30) day period. X.Xxxxx shall inspect such nonconforming Product within thirty (30) days following receipt of such notice and samples, and within such period provide Company with the results of its inspection. If X.Xxxxx determines that the Product is deficient, X.Xxxxx shall, at its expense at its option, either cure such rejection or replace the rejected Product with Product that meets the Specifications. Any Product that is not inspected or rejected by Company within the thirty (30) day period shall be deemed to have been accepted by Company. The Company and X.Xxxxx shall negotiate any disputes in good faith. 6.2 X. Xxxxx represents and warrants to Company that, at the time of delivery, the Product delivered by X.Xxxxx to Company under this Agreement is free from defects in material and workmanship, in accordance with the applicable Specifications for such Product, as attached hereto as Appendix B. All warranties for Product shall continue for a period of six (6) months from the Receipt Date of such Product to Company. Company’s sole remedy in the event of a breach by X.Xxxxx of any of the warranties contained herein shall be at X.Xxxxx’x option, either the repair or replacement by X.Xxxxx of the defective Product or the reimbursement to Company of the purchase price Company paid for such defective Product plus any applicable shipping costs. X.Xxxxx’x warranty, as provided herein shall be void if any repairs, alterations or other work has been performed on such Product, or if the alleged defect is a result of abuse, misuse, improper maintenance, accident or the actions or inactions of any party other than X.Xxxxx which was not acting under X.Xxxxx’x control. The warranty set forth herein is conditioned upon the proper storage, installation, use and maintenance of the Product. The warranty furnished hereunder does not extend to damages to, or resulting in whole or in part from the use of, components, accessories, parts or supplies that were not manufactured by X.Xxxxx. In the event no breach of warranty is discovered by X.Xxxxx upon receipt of any returned item, the Company and X.Xxxxx shall negotiate the dispute ...
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ACCEPTANCE AND WARRANTIES. All Items purchased by Buyer are subject to inspection and test (source inspection) before being allowed to ship from Seller's factory. Source inspection requirements are described in the Purchase Spec unless agreed otherwise in writing by the parties. Seller shall be responsible for source inspections and shall provide Buyer with written certification that Items tested have passed source inspection and comply in all respects with the requirements described in the Purchase Spec. Buyer may participate, as it deems necessary, in source inspections. If any inspection or test is made on Seller's premises, Seller shall provide Buyer with reasonable facilities and assistance at no additional charge.
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ACCEPTANCE AND WARRANTIES. In lines 2-3 of subparagraph 6.2, delete "is satisfactory in every way to Lessee" and insert "installed to the satisfaction of the Lessee".
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ACCEPTANCE AND WARRANTIES. Seller warrants that Services provided hereunder shall be performed in a professional and workmanlike fashion and shall conform to the Service description provided in Addendum F or the Statement of Work applicable to such Services. Unless otherwise provided in an applicable Statement of Work, Buyer shall have an acceptance period of not less than thirty (30) days to evaluate deliverables and services to determine their compliance with the specifications, requirements, and terms of this Agreement.
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ACCEPTANCE AND WARRANTIES 
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Related to ACCEPTANCE AND WARRANTIES

  • Customer Representations and Warranties (a) The Customer represents and warrants that: (i) the Customer has the legal right, power and authority to execute, deliver and perform this Agreement and to carry out all of the transactions contemplated hereby; (ii) the execution and delivery of this Agreement by MDP on behalf of the Customer will not violate any provision of its charter, bylaws or any other governing documents, or any law, or any regulation, interpretation or order or any court or other government agency, or judgment, applicable to the Customer; (iii) the Customer has obtained all necessary authorizations, including those from any persons who may have an interest in the Securities, including the consent or approval of any governmental agency or instrumentality; (iv) the execution, delivery and performance of this Agreement and the carrying out of any of the transactions contemplated hereby will not be in conflict with, result in a breach of or constitute a default under any agreement or other instrument to which the Customer is a party or which is otherwise known to the Customer, including but not limited to, liens against and/or pledges of Securities; and (v) all persons executing this Agreement on behalf of the Customer and carrying out the transactions contemplated hereby on behalf of the Customer are duly authorized to do so. (b) The Customer represents and warrants that it is an "investment company" as defined in the Investment Company Act and that it will indicate each "affiliate" as defined in the Investment Company Act by instructing the Bank not to lend the Customer's Securities to such Borrower, or to enter into repurchase agreements on Customer's behalf with such Borrower and/or its affiliates, by completion of Exhibit B hereto. (c) The Customer is aware that it is possible to loan portfolio securities without incurring the loan fees payable pursuant hereto by administering such a program itself, rather than hiring the Bank. (d) The Customer represents and warrants that each Person who owns, controls or possesses securities which may be lent pursuant to this agreement is identified in the Customer Information Sheet attached hereto as Exhibit A and made a part hereof, such Customer Information Sheet to be updated from time to time upon written notice to the Bank from the Customer ("Customer Information Sheet") and that the tax identification number of such Person is set forth opposite such Person's name on such Customer Information Sheet. (e) The Customer represents and warrants that (i) it has reviewed and understands the offering memorandum or similar materials relating to Customer's initial Collateral Investment; (ii) it will review and develop an understanding of the offering memorandum or similar materials in connection with any future Collateral Investments; and (iii) it will provide a Collateral Investment letter for acceptance by Bank in substantially the form attached hereto as Exhibit D and made a part hereof in connection with each Collateral Investment. (f) The Customer represents and warrants that the information contained in the attached Customer Information Sheet is complete and accurate in all respects as of the date hereof and the Customer acknowledges and affirms that the Bank may rely upon the accuracy and completeness of the information contained in the Customer Information Sheet in complying with its obligations under applicable laws and regulations. (g) The Customer represents and warrants that all recitals contained herein are true and correct in all respects as they relate to the Customer.

  • Contractor Representations and Warranties Contractor makes each of the following representations and warranties as of the effective date of this Contract and at the time any order is placed pursuant to this Contract. If, at the time of any such order, Contractor cannot make such representations and warranties, Contractor shall not process any orders and shall, within three (3) business days notify Enterprise Services, in writing, of such breach.

  • Client Representations and Warranties 10.1 You, the Client, represent and warrant that as at the date of these Account Terms and at all times during these Account Terms: if you are a legal entity other than a natural person, the Client is duly organised and validly existing (or, if a natural person, you are of legal age to make binding agreements and are not under a legal disability or incapacity which would make these Account Terms unenforceable or invalid) and you have full power and authority to enter into, and has taken all necessary steps to enable it lawfully to enter into, these Account Terms and the Transactions and obligations under it; the person executing (for the Client) the application for an agreement on these Account Terms has full power and authority to execute these Account Terms on behalf of the Client, and bind the entity (whether a natural person, company, partnership or otherwise); these Account Terms constitutes a legal, valid and binding obligation of the Client; if the Client is more than one person they will each be jointly (that is, together) and severally (that is, individually fully) liable under these Account Terms; if the Client is a corporation, you have been and remain duly formed under the laws of the place of its incorporation and has power and authority to deal in the Admiral Products offered by Admiral, and the person executing the Application Form on these Account Terms has full power and authority to execute (for the Client) the application for an agreement on these Account Terms; if the Client is one or more persons acting as a partnership in relation to these Account Terms, the Client and each other partner has power and authority to deal in Transactions and to be bound by these Account Terms, and the person executing the Application Form on these Account Terms has full power and authority to execute these Account Terms on behalf of all of the partners; if the Client is a Trustee, the trust deed specifically empowers and authorises dealings in the Admiral Products covered by these Account Terms, and such dealings are within the authorised ambit of the Trust’s investment strategy; if the Client is comprised of two or more persons (that is, holding a joint Account), that all such decisions made, and instructions issued, pursuant to these Account Terms, are made on a fully informed and agreed basis by all the parties to the joint Account; a Client may be comprised of two or more persons. If the client is comprised of more than one person then the Account will be deemed to be held by the persons as joint tenants despite any actual or constructive notice to Admiral of any partnership or other agreement between the persons. The joint holding will be only be deemed not to be held as joint tenants if Admiral expressly agrees that in writing that the persons consisting the client hold the Account as tenants in common in equal shares or by a court determination of that it is not held as joint tenants; if the Client is an investment manager or a responsible entity, the investment management agreement or fund constitution specifically empowers and authorises dealings in the Admiral Products, by the Client and on behalf of their underlying clients or investors; and such dealings are within the authorised ambit of each underlying client’s investment strategy; it will enter into Transactions pursuant to the applicable investment management agreement as investment manager or responsible entity and not otherwise; (iii) it will only deal in Admiral Products when the funds or other assets under its control are sufficient to meet the obligations which arise in connection with such dealing; and if your appointment as investment manager or responsible entity is terminated, it is authorised to arrange for Closing Out of all Transactions entered into on behalf of the Client prior to the date of such termination as soon as possible; is not an employee or the close relative of an employee of any exchange participant; you have read these Account Terms and any product disclosure statement issued by Admiral in relation to the Admiral Products and Transactions relevant to the Account (including the disclosures of significant risks); you have considered your objectives and financial situation and you have had a reasonable opportunity to obtain appropriate independent advice prior to entering into these Account Terms, and has formed the opinion that dealing in the Admiral Products is suitable for your needs and purposes; the Client is willing and able, financially and otherwise, to assume the risk of trading in high risk investments, Transactions using Margin and all other Transactions covered by these Account Terms; all information supplied to Admiral by the Client is, or at the time it is supplied will be, accurate in all material respects and the Client will not omit or withhold any information which would make such information inaccurate in any material respect; you will rely upon your own knowledge and judgment and will seek such advice (financial or otherwise) as may be prudent before placing an Order with Admiral and you assume full responsibility for any Order placed with Admiral; you fully understand the relevant provisions of: the prohibition of false or misleading markets and other market manipulation as described in Applicable Laws and section 1041A of the Corporations Act; the prohibition of xxxxxxx xxxxxxx as described in section 1043A of the Corporations Act; the prohibition of false trading and market rigging as described in sections 1041B and 1041C of the Corporations Act; the prohibition of misleading and deceptive conduct described in section 1041H of the Corporations Act; and Applicable Laws and, to the extent your investing in Admiral Products have Underlying Reference Instruments which are governed by the Corporations Act, the conditions upon which short selling is permitted on the ASX and the disclosure obligations are imposed on short sellers. You will notify Admiral if you are funding your account using superannuation as that may impact your classification as a retail or wholesale client. You acknowledge to us that you have received or downloaded, and read and understood the TMD document and you agree that you are within the class of consumers described in our TMD.

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