Common use of Contractor’s Warranty Clause in Contracts

Contractor’s Warranty. (a) Contractor warrants and guarantees that the Work shall be performed with that degree of skill and judgment which is normally exercised by recognized professional consulting (including environmental consulting), engineering, procurement and construction management firms performing services of a similar nature taking into account the oversight responsibilities of the NRC and other affected agencies with respect to portions of the Work, and shall be free of faulty planning, consulting, engineering, design, procurement, construction management and quality assurance, field engineering and other services of Contractor, and that the Work shall be performed and shall conform to generally accepted consulting, engineering and construction management standards and practices. (b) Contractor's liability for breach of the warranty and guarantee given in this paragraph or the negligent performance of the Work to be performed hereunder by Contractor, its subcontractors or their employees shall be as follows: (i) Contractor, upon receipt of notice from Owner, shall promptly remedy the defect or damage identified by Owner through reperformance of the work and/or repair or replacement of the facility so identified; (ii) If Contractor is unable to so remedy the defect or damage to the satisfaction of Owner promptly, or if Contractor elects not to perform such remedy, Owner shall have the right to reperform the work and/or repair or replace the facility; and (iii) The cost of any work necessary to remedy the defect or damage resulting from Contractor's breach of the warranty and guarantee given in this section or the misconduct, error or omission or negligent performance of the Work shall be to Contractor's account, and Contractor shall not be EXHIBIT 10.52 entitled to any fee, overhead expense, general or administrative expense in connection with such remedy. For purposes of calculating KUC's contributions to the Green Mountain Mixxxx Venture as provided in Section 3 of the GMMV Amendment, each dollar contributed by KUC will count against KUC's obligation pursxxxt to Subsection 3(a) and each such dollar will be treated as a two dollar contribution for purposes of Subsection 3(b) of the amendment; or (iv) Owner may exercise any of its other rights and remedies as provided in this Agreement.

Contractor’s Warranty. (a) Contractor CONTRACTOR expressly represents and warrants and guarantees that the all Work furnished under this Contract shall be performed completed in a professional, workmanlike manner, with that the degree of skill and judgment care that is required by current, good and sound professional procedures. Further, CONTRACTOR represents and warrants that: (i) the Work shall conform to all specifications and appropriate standards and shall be free from defects in material or workmanship; (ii) all Work furnished hereunder will be merchantable, and will be safe and appropriate for the purpose for which is Work of that kind are normally exercised by recognized professional consulting used; (including environmental consulting)iii) all Materials will be new and will not be used or refurbished; and (iv) it has all necessary right, engineeringpower and authority to enter into this Contract. If CONTRACTOR knows or has reason to know the particular purpose for which UTILITIES intends to use the Materials and/or Work, procurement CONTRACTOR warrants that such Materials and/or Work will be fit for such particular purpose. If the Materials include hazardous materials, CONTRACTOR represents and construction management firms performing services warrants that CONTRACTOR understands the nature of a similar nature taking into account any hazards associated with the oversight responsibilities manufacture, handling and transportation of such hazardous materials. If required to do so in the NRC Statement of Work, CONTRACTOR shall inspect and/or test Work and other affected agencies with respect provide the results of such inspections and/or tests promptly to portions UTILITIES. UTILITIES has the right, but not the obligation, to inspect and/or test all or any part of the Work, and shall be free may do so by means of faulty planninga consultant. Inspection, consultingtesting, engineering, design, procurement, construction management and quality assurance, field engineering and other services of Contractor, and that the Work shall be performed and shall conform to generally accepted consulting, engineering and construction management standards and practices. (b) Contractor's liability for breach of the warranty and guarantee given in this paragraph acceptance or the negligent performance use of the Work to be performed furnished hereunder by Contractor, its subcontractors or their employees shall be as follows: (i) Contractor, upon receipt of notice from Owner, shall promptly remedy not affect the defect or damage identified by Owner through reperformance of the work and/or repair or replacement of the facility so identified; (ii) If Contractor is unable to so remedy the defect or damage to the satisfaction of Owner promptly, or if Contractor elects not to perform such remedy, Owner shall have the right to reperform the work and/or repair or replace the facility; and (iii) The cost of any work necessary to remedy the defect or damage resulting from Contractor's breach of the CONTRACTOR’s obligation under this warranty and guarantee given in this section or the misconductsuch warranties shall survive inspection, error or omission or negligent performance testing, acceptance and use. For a period following completion of the Work shall be CONTRACTOR agrees to Contractor's accountreplace or correct defects for up to one (1) year of any Work not conforming to the foregoing warranty promptly without expense to UTILITIES, when notified of such nonconformity by UTILITIES, provided UTILITIES elects to allow CONTRACTOR the opportunity to do so. UTILITIES may elect to have such replacement or correction performed by a third party at CONTRACTOR’s expense. When CONTRACTOR has been afforded the opportunity to make the correction or replacement, and Contractor in the event of failure of CONTRACTOR to promptly correct defects in or replace nonconforming Work, UTILITIES may give notice to CONTRACTOR that it will make such corrections or replace such Work either itself or by means of a third party and charge CONTRACTOR for the cost incurred by UTILITIES in doing so. CONTRACTOR’s warranty, and any manufacturers’ warranties it receives on any Materials or equipment, shall not be EXHIBIT 10.52 entitled run to any feeUTILITIES, overhead expenseits successors, general or administrative expense in connection with such remedy. For purposes of calculating KUC's contributions to the Green Mountain Mixxxx Venture as provided in Section 3 assigns and customers, and users of the GMMV Amendment, each dollar contributed by KUC will count against KUC's obligation pursxxxt to Subsection 3(a) and each such dollar will be treated as a two dollar contribution for purposes of Subsection 3(b) of the amendment; or (iv) Owner may exercise any of its other rights and remedies as provided in this AgreementWork.

Contractor’s Warranty. (a) Contractor covenants, represents and warrants and guarantees that it will render the Work shall be performed with in a manner that degree of skill and judgment which is normally exercised by recognized professional consulting (including environmental consulting), engineering, procurement and construction management firms performing services of a similar nature taking into account the oversight responsibilities of the NRC and other affected agencies with respect to portions of the Work, and shall be free of faulty planning, consulting, engineering, design, procurement, construction management and quality assurance, field engineering and other services of Contractor, and that the Work shall be performed and shall conform to generally accepted consulting, engineering and construction management standards and practices. (b) Contractor's liability for breach of the warranty and guarantee given in this paragraph or the negligent performance of the Work to be performed hereunder by Contractor, its subcontractors or their employees shall be as follows: (i) Contractoris diligent, upon receipt of notice from Owner, shall promptly remedy the defect or damage identified by Owner through reperformance of the work and/or repair or replacement of the facility so identified; (ii) is thorough, safe, good and workmanlike, (iii) meets or exceeds the written specifications and requirements required by the work order or, if none are given, the recognized standards of good practice in the industry utilized by reputable persons or firms which specialize in providing services similar to the Work and, (iv) is suited for Company’s purposes if such purposes are made known in writing to Contractor. Contractor shall correct or reperform, at Contractor’s sole expense, any Work not meeting the foregoing requirements within thirty (30) days from the date they are made known to Contractor (whether by Company or otherwise) or sooner, if made necessary by safety considerations, or governmental rules, regulations or orders, or the need to restore production, whether or not the defect is covered by insurance. If Contractor is unable fails to so remedy make such corrections or reperformance within thirty (30) days from the defect date Contractor receives notice (whether by Company or damage to the satisfaction otherwise) of Owner promptlysuch defects or sooner if required by safety considerations, or if Contractor elects not governmental rules, regulations, or orders, or the need to perform such remedyrestore production, Owner then Company shall have the right to reperform have the work and/or repair repairs performed by another contractor. All such contractor's charges shall be paid by Contractor. In the event of Defects in materials or replace the facility; and (iii) The cost of any work necessary to remedy the defect or damage resulting from Contractor's breach of the warranty equipment furnished and guarantee given incorporated in this section or the misconduct, error or omission or negligent performance of the Work shall be to by Contractor's account, and Contractor shall not be EXHIBIT 10.52 entitled lend reasonable cooperation and assistance to any feeCompany in attempting to secure relief from the suppliers thereof and, overhead expense, general or administrative expense in connection with such remedy. For purposes of calculating KUC's contributions to the Green Mountain Mixxxx Venture as provided in Section 3 of extent they are assignable, will assign to Company any warranties Contractor has received from the GMMV Amendmentsuppliers. THE ABOVE UNDERTAKINGS ARE IN LIEU OF ANY OTHER WARRANTY OF MATERIALS OR WORKMANSHIP BY CONTRACTOR AND ALL IMPLIED WARRANTIES INCLUDING ANY OF MERCHANTABILITY, each dollar contributed by KUC will count against KUC's obligation pursxxxt to Subsection 3(a) and each such dollar will be treated as a two dollar contribution for purposes of Subsection 3(b) of the amendment; or FITNESS FOR PURPOSE OR WORKMANLIKE PERFORMANCE ARE EXCLUDED. ALL DEFECTS IN THE WORK, WHETHER OR NOT DUE TO CONTRACTOR'S NEGLIGENCE, AND ALL CLAIMS RELATING TO DEFECTS IN THE WORK, WHETHER ARISING IN CONTRACT, TORT (iv) Owner may exercise any of its other rights and remedies as provided in this AgreementINCLUDING NEGLIGENCE), STRICT LIABILITY, PRODUCT LIABILITY, OR OTHERWISE, SHALL BE SUBJECT TO THE THIS PARAGRAPH.

Contractor’s Warranty. 4.1. The Contractor warrants to the Employer that: (a) the Equipment, Goods and/or Services will conform with the quality, description and other particulars stated in the Purchase Order; (b) the Equipment, Goods and/or Services will conform to all descriptions and specifications provided to the Employer by the Contractor; (c) the Equipment, Goods and/or Services will conform with all standards referred to in any product packaging and/or documentation in, with or in relation to which the Equipment, Goods and/or Services are supplied; (d) the Equipment and/or Goods will be of satisfactory quality (within the meaning of the Sale of Goods Act 1979) and fit for any intended uses expressly or impliedly made known to the Contractor, and will be free from all defects in design, materials, workmanship and installation. (e) the Equipment and Goods will comply with all applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Equipment and/or Goods for the time being in force; (f) it shall meet any performance dates for the Services specified in the Purchase Order or notified to the Contractor warrants by the Employer; (g) it shall cooperate with the Employer in all matters relating to the Services and guarantees comply with all instructions of the Employer; (h) it shall use personnel who are suitably skilled and experienced to perform tasks assigned to them, and in sufficient number to ensure that the Work Contractor's obligations are fulfilled in accordance with this Contract; (i) it shall be performed ensure that the Services and Deliverables will conform with that degree of skill all descriptions and judgment which is normally exercised by recognized professional consulting (including environmental consulting), engineering, procurement and construction management firms performing services of a similar nature taking into account specifications set out in the oversight responsibilities of the NRC and other affected agencies with respect to portions of the Work, and shall be free of faulty planning, consulting, engineering, design, procurement, construction management and quality assurance, field engineering and other services of ContractorPurchase Order, and that the Work Deliverables shall be performed fit for any purpose expressly or impliedly made known to the Contractor by the Employer; (j) it shall provide all equipment, tools and vehicles and such other items as are required to provide the Services; (k) it shall conform to generally accepted consultinguse the best quality goods, engineering and construction management materials, standards and practices.techniques, and ensure that the Deliverables, and all goods and materials supplied and used in the Services or transferred to the Employer, will be free from defects in workmanship, installation and design; (bl) Contractorit shall obtain and at all times maintain all necessary licences and consents, and comply with all applicable laws and regulations; (m) it shall observe all health and safety rules and regulations and any other security requirements that apply at the Site; (n) it shall hold all materials, equipment and tools, drawings, specifications and data supplied by the Employer to the Contractor in safe custody at its own risk, maintain the Employer Materials in good condition until returned to the Employer, and not dispose or use the Employer Materials other than in accordance with the Employer's liability written instructions or authorisation; (o) it shall not do or omit to do anything which may cause the Employer to lose any licence, authority, consent or permission upon which it relies for breach the purposes of conducting its business, and the Contractor acknowledges that the Employer may rely or act on the Services; (p) unless the Employer and the Contractor have agreed, in writing (signed on behalf of the warranty Employer) additional conditions for any Software before or at the same time as this Purchase Order, the Contractor has and guarantee given will continue to have the full right and title to license the Employer and hereby grants to the Employer without further charge the irrevocable right and licence to Use the Software on the Equipment and/or Goods; (q) where any Software is licensed directly to the Employer by the Contractor’s licensor, the Contractor will procure for the Employer rights in this paragraph all respects no less favourable than those it would have granted had it granted the rights directly under the express licence at condition 4.1 (p) above; (r) at the time of installation the Software will be free from viruses, worms, time locks or the negligent anything else that would impair performance of the Work Software as it might reasonably be expected to be performed hereunder by Contractor, its subcontractors or their employees shall be as follows: (i) Contractor, upon receipt of notice from Owner, shall promptly remedy operate on the defect or damage identified by Owner through reperformance of the work Equipment and/or repair or replacement of the facility so identifiedGoods; (iis) If Contractor is unable where, at any time, the Employer has not entered into a maintenance agreement, it will be entitled to so remedy maintain the defect or damage to the satisfaction of Owner promptlyEquipment and/or Goods together with any Software itself, or if Contractor elects not by or through any third party, and in that case the definition of Use will extend to perform permitting such remedy, Owner shall have maintenance of the right to reperform the work and/or repair or replace the facilitySoftware; and (iiit) The cost of any work necessary to remedy the defect or damage resulting from Contractor's breach of the warranty and guarantee given in this section or the misconduct, error or omission or negligent performance of the Work it shall be to Contractor's account, and Contractor shall not be EXHIBIT 10.52 entitled to any fee, overhead expense, general or administrative expense in connection with such remedy. For purposes of calculating KUC's contributions provide to the Green Mountain Mixxxx Venture Employer high quality user manuals and training and other documentation for the Equipment and/or Goods and the Software without further charge in such form and quantities as provided in Section 3 of the GMMV Amendment, each dollar contributed by KUC will count against KUC's obligation pursxxxt to Subsection 3(a) and each such dollar will be treated as a two dollar contribution for purposes of Subsection 3(b) of the amendment; or (iv) Owner Employer may exercise any of its other rights and remedies as provided in this Agreementreasonably stipulate.

Contractor’s Warranty. (a) With respect to the Services, Contractor warrants to FedEx that: (1) it shall perform the Services according to the terms and guarantees that the Work shall be performed conditions of this Agreement and in conformity with that degree accepted standards of skill and judgment which is normally exercised by recognized professional consulting Contractor’s profession; (including environmental consulting)2) all software, engineeringsource codes, procurement and construction management firms performing services of a similar nature taking into account the oversight responsibilities of the NRC programming documentation and other affected agencies materials furnished to FedEx under this Agreement do not infringe upon or violate any patent, copyright, trade secret, or any other proprietary right of any third-party; (3) all materials furnished and Services performed by Contractor pursuant to this Agreement shall conform to and perform in accordance with respect to portions of FedEx’s requirements as specified in the Work, and SOW attached hereto as Exhibit A; and (4) all materials furnished under this Agreement shall be free of faulty planning, consulting, engineering, design, procurement, construction management from defects in material and quality assurance, field engineering workmanship under normal use and other services of Contractor, service when properly installed and that the Work shall be performed and shall conform to generally accepted consulting, engineering and construction management standards and practicesmaintained. (b) Contractor's liability for breach Contractor shall, at its option, repair or replace any Deliverable that fails to conform to the requirements of this Agreement if Contractor receives notice of the warranty and guarantee given in this paragraph or the negligent performance non-conformity from FedEx within ninety (90) days of the Work to be performed hereunder its delivery by Contractor, its subcontractors or their employees which notice shall be as follows: (i) Contractor, upon receipt of notice from Owner, shall promptly remedy the defect or damage identified by Owner through reperformance contain a description of the work and/or nature of the non-conformity sufficiently clear for the Contractor to identify the problems alleged to exist and to reproduce any errors or failure of the Deliverable. In the event a Deliverable is not capable of repair or replacement of the facility so identified; (ii) If replacement, then Contractor is unable to so remedy the defect or damage to the satisfaction of Owner promptly, or if Contractor elects not to perform shall refund all fees associated with such remedy, Owner shall have the right to reperform the work and/or repair or replace the facility; and (iii) The cost of any work necessary to remedy the defect or damage resulting from Contractor's breach of the warranty and guarantee given in this section or the misconduct, error or omission or negligent performance of the Work shall be to Contractor's account, and Deliverable. Contractor shall not be EXHIBIT 10.52 entitled deemed or held to be obligated or accountable upon or under any feewarranties or guaranties, overhead expenseexpress or implied, general statutory, by operation of law, or administrative expense otherwise, in connection with such remedy. For purposes of calculating KUC's contributions to any manner or form, beyond the Green Mountain Mixxxx Venture as provided in Section 3 of the GMMV Amendment, each dollar contributed by KUC will count against KUC's obligation pursxxxt to Subsection 3(a) and each such dollar will be treated as a two dollar contribution for purposes of Subsection 3(b) of the amendment; or (iv) Owner may exercise any of its other rights and remedies as provided express warranties set forth in this AgreementArticle 7 and the remedy specified in this sub-section shall be the exclusive remedy of FedEx for warranty issues. THE PARTIES AGREE THAT ALL IMPLIED WARRANTIES ARE EXCLUDED FROM THIS AGREEMENT INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

Contractor’s Warranty. (a) Contractor CONTRACTOR expressly represents and warrants and guarantees that the all Work furnished under this Contract shall be performed completed in a professional, workmanlike manner, with that the degree of skill and judgment care that is required by current, good and sound professional procedures. Further, CONTRACTOR represents and warrants that: (i) the Work shall conform to all specifications and appropriate standards and shall be free from defects in material or workmanship; (ii) all Work furnished hereunder will be merchantable, and will be safe and appropriate for the purpose for which is Work of that kind are normally exercised by recognized professional consulting used; (including environmental consulting)iii) all Materials will be new and will not be used or refurbished; and (iv) it has all necessary right, engineeringpower and authority to enter into this Contract. If CONTRACTOR knows or has reason to know the particular purpose for which UTILITIES intends to use the Materials and/or Work, procurement CONTRACTOR warrants that such Materials and/or Work will be fit for such particular purpose. If the Materials include hazardous materials, CONTRACTOR represents and construction management firms performing services warrants that CONTRACTOR understands the nature of a similar nature taking into account any hazards associated with the oversight responsibilities manufacture, handling and transportation of such hazardous materials. If required to do so in the NRC Statement of Work, CONTRACTOR shall inspect and/or test Work and other affected agencies with respect provide the results of such inspections and/or tests promptly to portions UTILITIES. UTILITIES has the right, but not the obligation, to inspect and/or test all or any part of the Work, and shall be free may do so by means of faulty planninga consultant. Inspection, consultingtesting, engineering, design, procurement, construction management and quality assurance, field engineering and other services of Contractor, and that the Work shall be performed and shall conform to generally accepted consulting, engineering and construction management standards and practices. (b) Contractor's liability for breach of the warranty and guarantee given in this paragraph acceptance or the negligent performance use of the Work to be performed furnished hereunder by Contractor, its subcontractors or their employees shall be as follows: (i) Contractor, upon receipt of notice from Owner, shall promptly remedy not affect the defect or damage identified by Owner through reperformance of the work and/or repair or replacement of the facility so identified; (ii) If Contractor is unable to so remedy the defect or damage to the satisfaction of Owner promptly, or if Contractor elects not to perform such remedy, Owner shall have the right to reperform the work and/or repair or replace the facility; and (iii) The cost of any work necessary to remedy the defect or damage resulting from Contractor's breach of the CONTRACTOR’s obligation under this warranty and guarantee given in this section or the misconductsuch warranties shall survive inspection, error or omission or negligent performance testing, acceptance and use. For a period following completion of the Work shall be CONTRACTOR agrees to Contractor's accountreplace or correct defects for up to two (2) years of any Work not conforming to the foregoing warranty promptly without expense to UTILITIES, when notified of such nonconformity by UTILITIES, provided UTILITIES elects to allow CONTRACTOR the opportunity to do so. UTILITIES may elect to have such replacement or correction performed by a third party at CONTRACTOR’s expense. When CONTRACTOR has been afforded the opportunity to make the correction or replacement, and Contractor in the event of failure of CONTRACTOR to promptly correct defects in or replace nonconforming Work, UTILITIES may give notice to CONTRACTOR that it will make such corrections or replace such Work either itself or by means of a third party and charge CONTRACTOR for the cost incurred by UTILITIES in doing so. CONTRACTOR’s warranty, and any manufacturers’ warranties it receives on any Materials or equipment, shall not be EXHIBIT 10.52 entitled run to any feeUTILITIES, overhead expenseits successors, general or administrative expense in connection with such remedy. For purposes of calculating KUC's contributions to the Green Mountain Mixxxx Venture as provided in Section 3 assigns and customers, and users of the GMMV Amendment, each dollar contributed by KUC will count against KUC's obligation pursxxxt to Subsection 3(a) and each such dollar will be treated as a two dollar contribution for purposes of Subsection 3(b) of the amendment; or (iv) Owner may exercise any of its other rights and remedies as provided in this AgreementWork.