Express Warranties. Seller expressly warrants for a period of 12 months from the later to occur of first use of the Goods by Buyer or acceptance of such Goods by Buyer (the “Warranty Period”) as follows:
(a) the Goods shall strictly conform to all specifications, drawings, instructions, advertisements, statements on containers or labels, descriptions and samples; (b) the Goods shall be free from defects in workmanship and material and shall be new and of the highest quality; (c) Buyer shall receive title to the Goods that is free and clear of any liens, encumbrances and any actual or claimed patent, copyright or trademark infringement; (d) the Goods shall be merchantable, safe and fit for the Buyer’s intended purposes, which purposes have been communicated to Seller; (e) the Goods shall be adequately contained, packaged, marked and labeled; and (f) the Goods shall be manufactured in compliance with all applicable federal, state and local laws, regulations or orders, and agency or association standards or other standards applicable to the manufacture, labeling, transporting, licensing, approval or certification, including by way of illustration and not by way of limitation, the Occupational Health and Safety Act, the Fair Labor Standards Act, and any law or order pertaining to discrimination; provided, that Seller agrees to waive and hereby does waive the expiration of the Warranty Period with respect to any and all Goods in the event there are any failure or defects in Goods discovered after the Warranty Period that are material in nature, that affect a significant portion of the Goods or that, in Buyer’s reasonably determination, could reasonably be expected to damage property or the health and safety of any person. If Buyer experiences any defect, failure or non-conformity in any Goods procured, constructed, manufactured, delivered and/or shipped under this Agreement during the Warranty Period, Buyer shall have the right to take the following actions, at Buyer’s option: (i) retain the defective Goods in whole or in part with an appropriate adjustment in the price for such Goods; (ii) require Seller to cure defects in the Goods within a reasonable period of time, determined by Buyer in its sole discretion taking into account the urgency of the given situation; (iii) require Seller to repair or replace the defective Goods in whole or in part at Seller’s sole expense, including all shipping, transportation and installation costs; (iv) correct or replace the defective Goods wit...
Express Warranties. Seller warrants that the product(s) supplied hereunder will conform to the promises and affirmations of fact made in Seller’s current technical literature and printed advertisements, if any, related specifically to such product(s); that it will convey good title to the product(s) supplied hereunder, free of all liens, and that the product(s) supplied hereunder meet such specifications as have been expressly made a part of this Agreement. THE FOREGOING WARRANTIES ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER WRITTEN, ORAL OR IMPLIED. THE WARRANTY OF MERCHANTABILITY, IN OTHER RESPECTS THAN EXPRESSLY SET FORTH HEREIN, AND WARRANTY OF FITNESS FOR PARTICULAR PURPOSE, IN OTHER RESPECTS THAN EXPRESSLY SET FORTH HEREIN, ARE EXPRESSLY EXCLUDED AND DISCLAIMED.
Express Warranties. Seller makes the following warranties and representations to Purchaser:
Express Warranties. Vendor expressly represents, warrants and covenants, that:
(i) Vendor will devote its good faith, best efforts in provision of the Goods and/or Services.
(ii) Vendor has and will retain sufficient financial condition, working capital, experience, expertise, personnel, licenses, certifications, and authority to provide the Goods and/or Services, that it will provide copies of its licenses and certifications to the District upon request, and will comply with the vendor ethics policies of the District.
(iii) The Goods furnished conform with the specifications, drawings, descriptions and that the Services promised will adequately address the Scope of Services set forth in the Contract and its exhibits, the District’s Request for Proposal, Request for Competitive Sealed Proposal or other solicitation for the Goods and/or Services contracted for herein (the "Solicitation Document"), and to any sample(s) furnished by Vendor, if any, in connection with the Contract or in response to the District’s Request for Proposal.
(iv) The Goods and/or Services shall be delivered in compliance with all applicable laws, rules, and regulations, with District policies and procedures, and consistent with industry standards.
(v) In the event of a conflict between the specifications, drawings and descriptions of Goods to be provided, the specifications shall govern. In the event of a conflict between the Solicitation Document and the Contract, the Contract shall prevail.
(vi) All Goods are new and the quality of the Goods is consistent with or better than industry standard.
Express Warranties. THE EXPRESS WARRANTIES SET FORTH IN ARTICLES 10.1 and 10.4 ABOVE ARE THE ONLY WARRANTIES MADE BY UWMRF TO Company WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT. UWMRF MAKES NO OTHER REPRESENTATIONS OR WARRANTIES, EXPRESS, IMPLIED OR ARISING BY CUSTOM OR TRADE USES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO ANY ASPECT OF THIS AGREEMENT OR WITH RESPECT TO THE LICENSED PRODUCTS.
Express Warranties. Neither Party nor any other Person has made any representation or warranty as to the Parties, the Product, or this Agreement, except as expressly set forth in this Agreement (including the related portions of the Disclosure Schedule) or any Ancillary Agreement.
Express Warranties. Supplier warrants that the Products or services (or both) conform in all respects to any expressed warranties made by Supplier to Purchaser, are (i) free from defects in title, labor, materials, services, manufacture and or design, (ii) conform to the applicable specifications, drawing, and standards of quality and performance, (iii) comply with all governmental requirements that may apply to the design, production, sale or distribution of the Products, (iv) are new and unused at the date of delivery and fit for the purposes for which purchased by Purchaser; and (v) the services, if any, will be performed with all appropriate skill and care in accordance with industry best practice and in compliance with all governmental requirements that apply to the services. Purchaser’s acceptance or use of or payment for the Products or services shall not diminish Supplier's obligations under this warranty. Warranty period (i) for Products is twenty-four
Express Warranties. As of the date hereof and as of all dates prior to the expiration of this Agreement, Consultant warrants and represents to the Company the following:
Express Warranties. LICENSEE hereby acknowledges and agrees that QUMU (including QUMU officers, employees, agents, directors, independent contractors, affiliates, distributors and successors) has not made or granted any warranties concerning the Hardware, the Services or the Software except as expressly set forth in this Article V.
Express Warranties. 1. Seller warrants that:
a. The Products shall be free of defects in material and workmanship for a period of the greater of twelve (12) months from the date of installation or fourteen (14) months from date of invoice;
b. The Products shall be of new manufacture, in conformance with applicable specifications and regulatory agencies' requirements, free of defects in design, and free of any claim, encumbrance or lien; and
c. The Products shall be free of latent defects. As used herein, latent defects are defects that meet the following criteria: (i) such defects are not apparent to either party during customary manufacturing or quality testing and/or inspection, (ii) such defects result solely from defective material, workmanship, or design and are not caused by misuse or misapplication of the Product, and (iii) such defects occur in at least three percent (3%) of a specific model of Product sold to Unisys during the life of the Product but limited to a maximum of ten (10) years after the initial delivery to Unisys of such Product,
2. Seller shall repair or replace Products which are not in conformance with any of the foregoing warranties, and such obligation to repair or replace shall apply to the future performance of the Products so as to keep them in operating condition during each warranty term.
3. Products repaired or replaced under the original warranty shall be warranted for the longer of the remainder of the warranty period on the original Products or three (3) months from reshipment of the repaired or replacement Products by Seller.
4. Seller represents and warrants that it has title and the right to sell Products free and clear of all liens and encumbrances and the right to grant the software misappropriation or patent or copyright infringement in connection with the sale and licensing of the Products to Unisys.
5. Seller's warranties, together with its service guaranties, shall run to Unisys and end users. Unisys inspection, approval, acceptance, use of, or payment for Products shall in no way affect Unisys warranty rights, whether or not a breach of warranty had become evident at the time. Seller shall honor customer warranty claims during the warranty period. However, Unisys reserves the rights to sell Product warranty uplifts or maintenance services to its clients and deliver such services directly to its clients during said warranty period.
