Epidemic Failures. If, during the warranty period, defects are reported in more than five (5) % of the total number of Products/units shipped in any consecutive thirty (30) day period (“Epidemic Failure”), the Supplier shall dedicate sufficient resources on a continuing basis, at its sole expense, to identify and eliminate the cause(s) of the Epidemic Failure and shall also, at the Purchaser’s written request, replace or update all Products delivered to the Purchaser with the potential for such Epidemic Failure and reimburse the Purchaser for its commercially reasonable expenses relating to any recalls or related actions taken by the Purchaser. If replacement Products are not provided and/or an acceptable plan to resolve an Epidemic Failure is not provided to the Purchaser within thirty (30) days after it is reported, or such additional period as may be permitted by the Purchaser in its discretion depending on the nature of the Epidemic Failure, the Purchaser may terminate this Purchase Agreement without any liability to the Supplier for such termination. In the event of an Epidemic Failure, the Purchaser is entitled to request a refund or credit for the affected Products (and the Supplier shall provide such refund or credit on the Purchaser's request) and the Purchaser may also cancel any specific Order pertaining to the affected Product.
Epidemic Failures. NCR may notify Supplier that an Epidemic Failure has occurred (where “Epidemic Failure” means the failure of at least two percent of the hardware in any Lot, and “Lot” means a specific quantity of hardware that is (i) produced under uniform conditions and series of operations, or (ii) produced according to a single manufacturing order or design, or (iii) otherwise affected by a common root cause of failure). Such notice will include a description of the nature of the failure and other supporting data, which may include data supplied by NCR’s distributors, resellers, subcontractors or customers. NCR will establish a field retrofit order (“FRO”) that sets out the detailed plan to remedy an Epidemic Failure or a safety/ hazard situation, including at end-user sites, in plants and in warehouses, if applicable. The plan generally will include a process and repair method for deploying and implementing the repair and or replacement of all affected hardware in the Lot(s) and the estimated costs to deploy the fix dependent on the quantity of affected Product. Supplier will be responsible for all costs of implementing the FRO (whether inside or outside of the warranty period) including (a) replacement parts, materials, sub-assemblies or supplies; (b) technical support labor costs in handling customer calls; (c) on-site service labor in replacing all hardware within the Lot(s); and (d) all packaging, shipping and handling costs to and from the customer and warehouse locations and Supplier’s repair facility. The FRO will be applicable for all hardware within the relevant Lot(s) unless and to the extent Supplier can establish that specific hardware within the Lot(s) are not affected by the root cause. In addition to the foregoing, Supplier will, at NCR’s option, appoint a senior level representative to coordinate a root-cause analysis and cooperate with NCR in the development of the FRO.
Epidemic Failures. Each Party shall notify the other whenever it believes that an Epidemic Failure condition exists and shall provide the other Party with documentation supporting its belief. The Parties shall work together to (i) determine whether an Epidemic Failure condition actually exists and (ii) if one does, devise a comprehensive plan for responding to the condition that may include a preventive action plan, a logistics plan, and an allocation of costs. An "Epidemic Failure" shall mean a series of repeating failures or defects resulting in at least a 0.5% failure rate for the same Product or Material during any twelve-month period.
Epidemic Failures. In the event of an Epidemic Failure, Seller shall at its expense repair the defective Products, replace the defective Products or reimburse Buyer for the actual costs it incurs correcting the defect; provided, however, Buyer agrees to use reasonable efforts to mitigate such costs it incurs. Any Products returned to Seller shall be returned freight collect.
Epidemic Failures. In addition to and without limiting the warranties given above, where a defect in the design (excluding the design of the Output Regulating Circuitry System, Plastic Housing or Stand) of the Light Sources which effects a minimum of [c.i.] of the total units of any particular Light Source model (by SKU number) supplied hereunder (an "Epidemic Failure"), NBC shall, at its expense, and in a reasonable time period, remedy such Epidemic Failure in all units of such Light Source model (previously supplied or to be supplied hereunder).
Epidemic Failures. For purposes of this Agreement, “Epidemic Failure Event” shall mean the Product failures (i) having a similar cause related to a particular component, verified by the supplier, and by OEM, or an independent third party on behalf of OEM, (ii) occurring at any time during the applicable warranty period (as set forth in Section 17) with respect to the particular Product (iii) resulting from defects in materials, workmanship, manufacturing process or design or failure to conform with the Specifications, (iv) [***]. Upon occurrence of an Epidemic Failure Event, the remedies of this Section 16 shall apply to the entire Product population affected by the root cause failure until corrective action is complete. Supplier’s obligation to ensure that components meet the Specification include, but are not limited to, incoming quality control, sub-tier audits, statistical process control, control of workmanship, outgoing quality inspection and all other relevant elements of quality set forth in this Agreement. Notwithstanding the foregoing, this Section 16 shall apply or be enforced with respect to third party components listed below only during the respective warranty period set forth in Section 17: [***] Upon occurrence of an Epidemic Failure Event, OEM shall promptly notify Supplier, and shall provide, if known and as may then exist, a description of the failure, and the *** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. suspected lot numbers, serial numbers or other identifiers, and delivery dates, of the failed Products. OEM shall make available to Supplier, samples of the failed Products for testing and analysis. Upon receipt of product from OEM, Supplier shall promptly provide its preliminary findings regarding the cause of the failure. The parties shall cooperate and work together to determine the root cause. Thereafter, Supplier shall promptly provide the results of its root cause corrective analysis, its proposed plan for the identification of and the repair and/or replacement of the affected Products, and such other appropriate information. Supplier shall recommend a corrective action program which identifies the affected units for repair or replacement, and which minimizes disruption to the end user. OEM and Supplier shall consider, evaluate and determine the corrective action program. Upon occurrence of an Epid...
Epidemic Failures. In addition to the product warranty and for a period of [**] months from the date of Delivery of the Product to ADVA, Acacia warrants the Products against Epidemic Failure. In the event of an Epidemic Failure, Acacia shall fully indemnify ADVA for reasonable inspection, testing and labor costs incurred in recovering and returning Products with Epidemic Failure and installing repaired or replacement Products notwithstanding that ADVA may instead direct Acacia to hold reshipment of repaired or replacement Products until completion of failure analysis by Acacia or ADVA.
Epidemic Failures. Seller further warrants that Products and Parts will comply with the failure rate and/or safety and/or reliability requirements set forth in the Specifications. Claims for non-compliance will be established from AT&T's service records for that Product and by showing that the average failure rate of the monitored Products is not in conformance with the Specifications. In the event of such non-compliance, Seller shall correct the cause on all Products and Parts to be shipped thereafter and, at its sole option and expense, either repair or replace all Products and Parts shipped within the previous [*], or pay AT&T its costs of remedying such non-compliance (provided that AT&T shall have sought Sellers prior written consent, which shall not unreasonably be withheld, before incurring any such expense). If Seller disagrees with AT&T's determination of an Epidemic Failure, the matter will be submitted for dispute resolution in accordance with Section 9.7 of the Purchase and Sale Agreement, provided, however, that (a) the "Senior Executives" identified in Section 9.7(b) will be senior members of the Seller's OEM sales business, and the Buyer's supply line management or purchasing organizations; (b) the time period specified in Section 9.7(c) will apply; and (c) the parties shall request hearing pursuant to the AAA's rules for expedited hearing.
Epidemic Failures. 15.1. For purposes of this Agreement, “Epidemic Failure Event” will mean Product failures or defects affecting [***] percent ([***]%) or more of any [***] (i) having a similar failure or defect, resulting from the same root cause, as reasonably agreed upon by both parties (ii) occurring at any time within the Warranty period with respect to the particular Product; and (iii) resulting from failures or defects in materials, workmanship, manufacturing process or design or failure to conform with the Specifications. [***]. Upon [***] an Epidemic Failure Event, the remedies of this Section 15 will apply to the entire Product population affected by the root cause(s) until corrective action is complete. Supplier’s obligation to ensure that components meet the Specifications include, but are not limited to, incoming quality control, sub-tier audits, statistical process control, control of workmanship, outgoing quality inspection and all other relevant elements of quality set forth in this Agreement. [***].
Epidemic Failures. 6.4.1 In addition to the warranties specified in Section 6.1 and subject to the exclusions in Section 6.1.1, Supplier warrants all Products and Parts against Epidemic Failure as set forth in this Section 6.4. For the purpose of this Section 6.4, "Epidemic Failure" shall mean:
