Limited Warranties. Company represents and warrants that, under normal authorized use, the Software shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company shall use commercially reasonable efforts to repair the Software. The warranty set forth herein shall not apply if the failure of the Software results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software by persons other than Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software other than in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by Company. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12, THE COMPANY EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.
Appears in 2 contracts
Samples: Software as a Service (Saas) License Agreement, Software as a Service License Agreement
Limited Warranties. With respect to hardware, components, parts, and products provided or sold by SONIFI or an Approved Third- Party Financing Company represents pursuant to the Agreement and warrants that, under normal authorized use, the Software shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company shall use commercially reasonable efforts to repair the Software. The installed by SONIFI personnel which are not expressly covered by a specific SONIFI limited warranty set forth herein shall in the Agreement, including these Service Terms and the STAYCAST Limited Warranty, SONIFI warrants to Company that such hardware, components, parts, and products will be free from defects in materials and workmanship for a period of ninety (90) calendar days after installation. With respect to installation and professional services performed by SONIFI personnel pursuant to the Agreement which are not apply if expressly covered by a specific SONIFI limited warranty set forth in the failure Agreement, including these Service Terms and the STAYCAST Limited Warranty, SONIFI warrants that such installation labor and/or professional services will be free from defects in workmanship for a period of ninety (90) calendar days from the Software results from or is otherwise attributable to: (i) repair, maintenance or modification date of the Software by persons other than Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software other than in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by Companyperformance. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE THIRD-PARTY SOFTWARE, SERVICES AND THE RESULTS THEREOF ARE THIRD-PARTY CODE OR THIRD-PARTY FIRMWARE SOLD, LICENSED OR FURNISHED BY SONIFI IS PROVIDED ON AN “AS IS” EXCEPT FOR ANY WARRANTY DIRECTLY PROVIDED TO COMPANY BY A THIRD-PARTY SOFTWARE AUTHOR, DEVELOPER OR PUBLISHER. IN NO EVENT SHALL SONIFI HAVE ANY EXPRESS, STATUTORY, OR IMPLIED WARRANTY OBLIGATIONS OF ANY KIND FOR OR RELATED TO THIRD-PARTY SOFTWARE, THIRD-PARTY CODE, THIRD-PARTY FIRMWARE OR THIRD-PARTY INTELLECTUAL PROPERTY (EXCEPT, AS OTHERWISE EXPRESSLY SPECIFIED IN THE AGREEMENT), AND "AS AVAILABLE" BASISCOMPANY SHALL LOOK SOLELY TO A THIRD-PARTY SOFTWARE AUTHOR, DEVELOPER OR PUBLISHER FOR ANY WARRANTY COVERAGE, REMEDY, CAUSE OF ACTION OR CLAIM APPLICABLE WITH RESPECT THERETO, UNLESS OTHERWISE EXPRESSLY STATED IN THE AGREEMENT. COMPANY DOES NOT WARRANT THATSONIFI does not warrant that the Licensed Software, the STAYCAST Platform, or any part or component thereof, will meet Company’s requirements or that the STAYCAST Platform and Licensed Software will operate in an error-free or uninterrupted manner. The limited warranties set forth herein do not apply to: (ia) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTSdamage, OR loss or diminishment of features or functions, or inability to perform as a result of accident, misuse, abuse or neglect; (iib) THE SOFTWARE WILL OPERATE ERRORdamage, loss or diminishment of features or functions, or inability to perform resulting from Company’s failure to comply with its responsibilities set forth in the STAYCAST Limited Warranty, the SOW, or later-FREEprovided instructions; (c) modifications to the VMC or In-Room Equipment or Licensed Software if not performed or authorized in writing by SONIFI; and (d) any other damage or failures to perform resulting from causes other than STAYCAST Platform defects. EXCEPT AS SET FORTH FOR THE EXPRESS LIMITED WARRANTIES CONTAINED IN SECTION 8 THIS SUBSECTION 1.11 OR ELSEWHERE IN THE AGREEMENT, INCLUDING THESE SERVICE TERMS AND THIS SECTION 12THE STAYCAST LIMITED WARRANTY, THE COMPANY EXPRESSLY SONIFI DISCLAIMS ALL IMPLIED WARRANTIES, EXPRESS, STATUTORY OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED OR STATUTORY WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR NON-INFRINGEMENT, WITH REGARD TO THE PROVISION OF OR FAILURE TO PROVIDE STAYCAST PLATFORM FEATURES AND FUNCTIONS, LICENSED SOFTWARE, DOCUMENTATION, THE VMC AND IN-ROOM EQUIPMENT SET FORTH IN THE AGREEMENT. COMPANY WILL NOT BE LIABLE FOR DELAYSCompany’s sole and exclusive remedy in the event of a non-conformity in the express limited warranties contained in this Subsection 1.11 is that SONIFI, INTERRUPTIONSin its sole discretion, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMERwill repair or replace the hardware, components, parts and products covered by the express warranty with new or refurbished hardware, components, parts and products and/or re-perform any required professional or installation service(s) to make them substantially conform with such limited warranty or, in the alternative, substitute a comparable part or component for the defective part or component to which the nonconformity is attributable.
Appears in 2 contracts
Samples: Staycast Platform Standard Terms and Conditions, Staycast Platform Standard Terms and Conditions
Limited Warranties. Company represents With respect to hardware, components, parts and warrants that, under normal authorized use, products provided and installed by SONIFI pursuant to the Software shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company shall use commercially reasonable efforts to repair the Software. The Broadband Agreement which are not expressly covered by a specific SONIFI limited warranty set forth herein shall in the Broadband Agreement, including these Service Terms, Exhibit A, the Support Terms and the Enhanced Support Rider, if applicable, SONIFI warrants to Customer that such hardware, components, parts and products will be free from defects in materials and workmanship for a period of ninety (90) days after installation. With respect to installation labor and professional services performed by SONIFI employees or SONIFI contractors pursuant to the Broadband Agreement, including these Service Terms and all addenda, exhibits, appendices, schedules, amendments, statements of work and purchase orders, which are not apply expressly covered by a specific SONIFI limited warranty set forth in the Broadband Agreement or in these Service Terms (including the Support Terms and the Enhanced Support Rider, if applicable), SONIFI warrants that such installation labor and/or professional services will be free from defects in workmanship for a period of ninety (90) days from the failure date of performance. Each Party warrants to the Software results from or is otherwise attributable to: (i) repairother that it has the full right, maintenance or modification power and authority to enter into the Broadband Agreement and to perform all of its obligations under the Software by persons other than Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software other than in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by CompanyBroadband Agreement. OTHER THAN EXCEPT AS OTHERWISE EXPLICITLY STATED SPECIFIED IN THIS AN END-USER LICENSE AGREEMENT, IN THE SUPPORT TERMS OR IN THE ENHANCED SUPPORT RIDER, IF APPLICABLE, THIRD-PARTY SOFTWARE AND THIRD-PARTY FIRMWARE LICENSED OR FURNISHED BY SONIFI PURSUANT TO THE EXTENT PERMITTED BY APPLICABLE LAW, BROADBAND AGREEMENT (INCLUDING THE LICENSED SOFTWARE, SERVICES AND THE RESULTS THEREOF ARE ) IS PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASISWITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND. COMPANY DOES NOT WARRANT THATSONIFI does not warrant that the Licensed Software, the Internet Access Equipment, or any part or component thereof, will meet Customer’s requirements or expectations or that the Internet Access Equipment and Licensed Software will operate in an error-free or uninterrupted manner. The limited warranties set forth in this Section 15 do not apply to: (a) damage or failure to perform as a result of accident, misuse, abuse or neglect; (b) damage or failure to perform resulting from Customer’s failure (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTSto comply with its obligations in the Broadband Agreement, OR or (ii) THE SOFTWARE WILL OPERATE ERROR-FREEto follow instructions furnished by SONIFI employees or contractors; (c) modifications to Internet Access Equipment or Licensed Software if not performed or authorized by SONIFI; and (d) any other damage or failures to perform resulting from causes other than defects in the Internet Access Equipment or the Licensed Software. EXCEPT AS SET FORTH FOR THE EXPRESS LIMITED WARRANTIES CONTAINED IN SECTION 8 AND THIS SECTION 1215 OR ELSEWHERE IN THE BROADBAND AGREEMENT, THE COMPANY EXPRESSLY INCLUDING THESE SERVICE TERMS, SONIFI DISCLAIMS ALL IMPLIED WARRANTIES, STATUTORY, EXPRESS AND IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED OR STATUTORY WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCEINFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR CONFORMANCE TO SAMPLES OR MODELS WITH REGARD TO THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, LICENSED SOFTWARE AND/OR INTERNET ACCESS EQUIPMENT SET FORTH IN THE BROADBAND AGREEMENT. COMPANY WILL NOT BE LIABLE FOR DELAYSCustomer’s sole and exclusive remedy in the event of a non- conformity in the express limited warranties contained in this Section 15 is that SONIFI, INTERRUPTIONSin its sole discretion, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMERwill repair or replace the hardware, components, parts and products covered by the express warranty with new or refurbished hardware, components, parts and products and/or re-perform any required professional or installation service(s) to make them substantially conform with such limited warranty or, in the alternative, substitute a comparable part or component for the defective part or component to which the nonconformity is attributable.
Appears in 2 contracts
Samples: Internet Access Service Agreement, Internet Access Service Agreement
Limited Warranties. Company represents and warrants that, under normal authorized use, the Software Solution shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company shall use commercially reasonable efforts to repair the SoftwareSolution in accordance with SLA in case of failure of the Solution to perform in accordance with the Documentation desorption. The warranty set forth herein shall not apply if the failure of the Software Solution results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software Solution by persons other than Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the SoftwareSolution; (iii) use of the Software Solution other than in accordance with the Documentation; or (iv) the combination of the Software Solution with equipment or software Solution not authorized or provided by Company. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARESOLUTION, SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE SOLUTION AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE SOLUTION WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND 7AND THIS SECTION 12, THE 11THE COMPANY EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, WARRANTIES ,INCLUDING MERCHANTABILITYMERCHANTABILITY , SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, TITLE ,NON - INFRINGEMENT ,NON-INTERFERENCE, INTERFERENCE ,FITNESS FOR A PARTICULAR PURPOSE. COMPANY PURPOSE .COMPANY WILL NOT BE LIABLE FOR DELAYS, DELAYS ,INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.
Appears in 2 contracts
Samples: Services Agreement, Services Agreement
Limited Warranties. Company Wiz represents and warrants that, under normal authorized use, that the Software Platform shall substantially perform in conformance with its Documentation. As the Customer's sole and exclusive remedy and CompanyWiz's sole liability for breach of this warranty, Company Wiz shall use commercially reasonable efforts to repair the SoftwarePlatform and, if Wiz cannot do so within a reasonable time, not to exceed 30 days, Customer may terminate this Agreement and receive a pro-rata refund of any amounts pre-paid by Customer for the remaining unused period of the Term. The warranty set forth herein shall not apply if the failure of the Software Platform results from or is otherwise attributable to: (i) repair, maintenance to Customer or modification its Permitted User’s acts or omissions in violation of this Agreement. Wiz shall not be liable for any inaccuracy in the Service's output and/or delay and/or unavailability of the Software by persons other than Company Services, caused due to (a) failure of Customer's Internet access or its authorized contractors; any public telecommunications network, or shortage of adequate power, (iib) accident, negligence, abuse or misuse any incompatibility between the Customer's systems and the Platform and/or (c) maintenance within the Customer's systems affecting the operation of the Software; (iii) use of the Software other than in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by CompanyPlatform. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWAREPLATFORM, ITS RELATED SERVICES AND ANY OUTPUT RESULTED FROM THE RESULTS THEREOF USE OF THE PLATFORM ARE PROVIDED ON AN “AS IS” AND "“AS AVAILABLE" ” BASIS. COMPANY WIZ DOES NOT WARRANT THAT: (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE SERVICES WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12AGREEMENT, THE COMPANY WIZ EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.
Appears in 2 contracts
Samples: Master Subscription Agreement, Master Subscription Agreement
Limited Warranties. Company warrants it will provide the Services in a professional and workmanlike man- ner consistent with good industry standards and practices. Company represents and warrants war- rants that, under normal authorized use, the Software shall substantially perform in conformance con- formance with its Documentation. As Customer's sole and exclusive remedy and CompanyCom- pany's sole liability for breach of this warranty, Company shall use commercially reasonable rea- sonable efforts to repair the Software. The warranty set forth herein shall not apply if the failure of the Software results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software by persons other than Company or its authorized contractorscon- tractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software Soft- ware other than in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by Company. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED PER- MITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES AND THE RESULTS RE- SULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASISBA- SIS. COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE SOFT- WARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 6 AND THIS SECTION 1210, THE COMPANY EXPRESSLY DISCLAIMS ALL IMPLIED IM- PLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES IS- SUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMERSER- VICES.
Appears in 1 contract
Samples: End User License Agreement
Limited Warranties. Company represents and warrants that, under normal authorized CBS NORTHSTAR does not warrant that the Software will meet Licensee's requirements or will operate in the combination Licensee selects for use, or that the operation of the Software shall will be uninterrupted or error-free. CBS NORTHSTAR warrants that the System and Software will perform substantially perform in conformance the manner specified in the Documentation furnished with its the System, but only if the System is used with all the features and configuration of components specified in the Documentation. As CustomerThis warranty will not be changed by the rendering of technical, programming, other advice, or service by CBS NORTHSTAR or its agents. If modifications or changes are made to the System or Software other than as directed or approved by CBS NORTHSTAR in writing, then this warranty is void. Licensee's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company warranty by CBS NORTHSTAR shall use commercially reasonable efforts to be the repair the Software. The warranty set forth herein shall not apply if the failure or replacement of the System or Software results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software by persons other than Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software other than so that it operates in substantial accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by Company. THE FOREGOING WARRANTIES OF CBS NORTHSTAR DO NOT EXTEND TO ANY SYSTEM OR SOFTWARE WHICH HAS BEEN DAMAGED AS A RESULT OF ACCIDENT, MISUSE, ABUSE, OR AS A RESULT OF SERVICE OR MODIFICATION BY ANYONE OTHER THAN CBS NORTHSTAR, OR ITS AGENT. EXCEPT AS EXPLICITLY STATED IN THIS AGREEMENTEXPRESSLY SET FORTH ABOVE, NO OTHER WARRANTIES, EITHER EXPRESSED OR IMPLIED, ARE MADE WITH RESPECT TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. COMPANY DOES INCLUDING, BUT NOT WARRANT THAT: (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12LIMITED TO, THE COMPANY EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND CBS NORTHSTAR EXPRESSLY DISCLAIMS ALL WARRANTIES NOT STATED HEREIN. COMPANY LICENSEE ASSUMES THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE. THIS WARRANTY GIVES LICENSEE SPECIFIC LEGAL RIGHTS, AND LICENSEE MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. LICENSEE'S SOLE REMEDIES AND THE ENTIRE LIABILITY OF CBS NORTHSTAR IS AS SET FORTH ABOVE. IN NO EVENT WILL NOT CBS NORTHSTAR BE LIABLE TO LICENSEE OR ANY OTHER PERSON FOR DELAYSANY DAMAGES, INTERRUPTIONSCAUSES OF ACTION ARISING OUT OF THIS AGREEMENT, SERVICE FAILURES OR THE PERFORMANCE OF THIS AGREEMENT, OR ANY ACTION RELATED TO THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, EXPENSES, LOST PROFITS, LOST SAVINGS OR OTHER PROBLEMS INHERENT IN DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE INTERNET AND ELECTRONIC COMMUNICATIONS SYSTEM OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMERSOFTWARE.
Appears in 1 contract
Samples: Point of Sale System Software as a Service (Saas) Agreement
Limited Warranties. The Company represents and warrants that, under normal authorized use, the Software Platform shall substantially perform in conformance with its Documentation. As the Customer's sole and exclusive remedy and the Company's sole liability for breach of this warranty, the Company shall use commercially reasonable efforts to repair the SoftwarePlatform in accordance with the SLA. The warranty set forth herein shall not apply if the failure of the Software Platform results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software Platform by persons other than the Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the SoftwarePlatform; (iii) use of the Software Platform other than in accordance with the Documentation; (iv) Customer's failure to implement software updates provided by the Company specifically to avoid such failure; or (ivv) the combination of the Software Platform with equipment or software not authorized or provided by the Company. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWAREPLATFORM, ANY REPORTS OR OTHER OUTPUT (THE “REPORTS”) AND SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. THE COMPANY DOES NOT WARRANT THAT: (i) THAT THE SOFTWARE PLATFORM, THE REPORTS AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 6 AND THIS SECTION 1210, THE COMPANY EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.
Appears in 1 contract
Samples: End User License Agreement
Limited Warranties. 5.1 MEDIA - ISI hereby warrants to Company represents and warrants that, under normal authorized use, the Software shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company shall use commercially reasonable efforts to repair the Software. The warranty set forth herein shall not apply if the failure that all of the Software results from or is otherwise attributable to: (i) repair, maintenance or modification magnetic media delivered to Company by ISI on which any of the Vision Software is recorded (including any diskettes or tapes, but excluding the information recorded thereon) are free from defects in materials and faulty workmanship at the time of shipment by persons other than Company or its authorized contractors; ISI. If any defect exists at the time of shipment which is detected within ninety (ii90) accident, negligence, abuse or misuse days of the Software; (iii) use time of shipment, then the Software other than in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided defective item will be replaced by ISI at no charge to Company. THIS WARRANTY IS IN LIEU OF ALL OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENTWARRANTIES REGARDING THE MAGNETIC MEDIA, TO THE EXTENT PERMITTED BY APPLICABLE LAWWHETHER EXPRESS OR IMPLIED, THE SOFTWAREINCLUDING, SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE AND/WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12, THE COMPANY EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE, WHICH ARE EXPRESSLY DISCLAIMED. COMPANY WILL NOT IN NO EVENT SHALL ISI BE LIABLE FOR DELAYSANY SPECIAL, INTERRUPTIONSINDIRECT, SERVICE FAILURES INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM ANY DEFECTS IN THE MAGNETIC MEDIA.
5.2 VISION SOFTWARE - Subject to the limitations of liability contained in the Agreement and this license, ISI warrants that the Vision Software as delivered to Company and when used by Company without modification for its intended purpose (i) does not and will not infringe, violate or invade any copyright, trade secret, trademark, patent, right of privacy, or any proprietary or personal right of any third party, and (ii) so long as such program is supported by ISI, it will operate substantially as specified within the Vision Software product description. EXCEPT FOR THE FOREGOING WARRANTIES OF NONINFRINGEMENT AND OPERATION IN SUBSTANTIAL COMPLIANCE WITH SPECIFICATIONS, THE Vision SOFTWARE IS PROVIDED WITHOUT ANY OTHER PROBLEMS INHERENT IN USE EXPRESS OR IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF THE INTERNET AND ELECTRONIC COMMUNICATIONS MERCHANTABILITY OR FITNESS FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMERA PARTICULAR PURPOSE.
5.3 CORRECTION OF ERRORS - Company understands and accepts the risk that errors may exist or occur in the Vision Software, and agrees that no such error will be deemed to violate the warranty contained in this Paragraph 5.0, provided ISI diligently investigates and corrects such error after Company reports it to ISI.
Appears in 1 contract
Limited Warranties. Company represents and warrants that, under normal authorized use, the Software shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company shall use commercially reasonable efforts to repair the Software. The warranty set forth herein shall not apply if the failure of the Software results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software by persons other than Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software other than in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by Company. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWAREDATA PLATFORM, ANY SECURITY AUDIT REPORTS SPECIFYING ANY ERRORS, ANOMALIES OR SECURITY ALERTS IN THE VEHICLES NETWORKS OR OTHER REPORTS AND OUTPUT GENERATED THROUGH THE USE OF THE DATA PLATFORM (THE “REPORTS”) AND SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "“AS AVAILABLE" ” BASIS. COMPANY UPSTREAM DOES NOT WARRANT THAT: (i) THAT THE SOFTWARE DATA PLATFORM, THE REPORTS, OUTPUT AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS’S REQUIREMENTS AND DOES NOT WARRANT THAT THE DATA PLATFORM AND SERVICES WILL BE ACCURATE, UNINTERRUPTED, ERROR FREE, OR (ii) THE SOFTWARE THAT DEFECTS WILL OPERATE ERROR-FREEBE CORRECTED. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12, THE COMPANY UPSTREAM EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES PURPOSE AND/OR OTHER PROBLEMS INHERENT IN THAT THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS DATA PLATFORM AND/OR FOR ISSUES RELATED SERVICES WILL PREVENT ANY CYBER ATTACKS AND/OR CYBER BREACH WITH RESPECT TO PUBLIC NETWORKS THE VEHICLES AND/OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR THE VEHICLE’S INVOLVMENT IN ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMERCAR ACCIDENT AS A RESULT OF SUCH ATTACKS.
Appears in 1 contract
Samples: Saas License Agreement
Limited Warranties. The Company represents and warrants that, under normal authorized use, the Software Platform shall substantially perform in conformance with its Documentation. As the Customer's sole and exclusive remedy and the Company's sole liability for breach of this warranty, the Company shall use commercially reasonable efforts to repair the SoftwarePlatform in accordance with the SLA. The warranty set forth herein shall not apply if the failure of the Software Platform results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software Platform by persons other than the Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the SoftwarePlatform by Customer; (iii) use of the Software Platform by Customer other than in accordance with the Documentation; (iv) Customer's failure to implement software updates provided by the Company specifically to avoid such failure; or (ivv) the combination of the Software Platform with equipment or software not authorized or provided by the Company. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWAREPLATFORM, ANY REPORTS OR OTHER OUTPUT (THE “REPORTS”) AND SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. THE COMPANY DOES NOT WARRANT THAT: (i) THAT THE SOFTWARE PLATFORM, THE REPORTS AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 7 AND THIS SECTION 1211, THE COMPANY EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.
Appears in 1 contract
Samples: Saas License Agreement
Limited Warranties. The Company represents and warrants that, under normal authorized use, upon delivery of the Software to Customer and for a period of ninety (90) days thereafter ("Warranty Period") the Software shall substantially perform in conformance with its Documentation. As the Customer's ’s sole and exclusive remedy and the Company's ’s sole liability for breach of this warrantywarranty during the Warranty Period, the Company shall use commercially reasonable efforts to repair the Software. The warranty set forth herein shall not apply if the failure of the Software during the Warranty Period results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software by persons other than the Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software other than in accordance with the Software’s Documentation; or (iv) Customer’s failure to implement software updates provided by the Company specifically to avoid such failure; (v) the combination of the Software with equipment or software not authorized or provided by the Company; and/or (vi) any change in and to Customer's third party services which may limit, effect or disable the Company’s ability to provide the Software. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, ANY INFORMATION OR RESULTS THAT CUSTOMER OBTAINS THROUGH THE USE OF THE SOFTWARE (THE “REPORTS”) AND ANY RELATED SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS, AND COMPANY MAKES NO REPRESENTATION REGARDING THE REPORTS. THE COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE REPORTS AND/OR THE SERVICES SOFTWARE WILL MEET CUSTOMER'S ’S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 4 AND THIS SECTION 128, THE COMPANY EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.
Appears in 1 contract
Samples: Software License Agreement
Limited Warranties. The Company represents and warrants that, under normal authorized use, the Software Platform shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and the Company's sole liability under this Section, shall be for breach of this warranty, the Company shall to use commercially reasonable efforts to repair the SoftwarePlatform in accordance with the SLA. The warranty set forth herein shall not apply if the failure of the Software Platform results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software Platform by persons other than the Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the SoftwarePlatform by Customer; (iii) use of the Software Platform by Customer other than in accordance with the Documentation; or (iv) Customer's failure to implement software updates provided by the Company specifically to avoid such failure; (v) the combination of the Software Platform with equipment or software not authorized or provided by the Company; or (vi) Customer’s failure to properly maintain its computing environment used to access the Services. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES AND AND/OR THE RESULTS THEREOF REPORTS ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. THE COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE AND/OR THAT THE SERVICES OR REPORTS WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 7 AND THIS SECTION 12, THE COMPANY EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.
Appears in 1 contract
Samples: Saas License Agreement
Limited Warranties. Company represents With respect to hardware, components, parts and warrants that, under normal authorized use, products provided and installed by SONIFI pursuant to the Software shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company shall use commercially reasonable efforts to repair the Software. The Broadband Agreement which are not expressly covered by a specific SONIFI limited warranty set forth herein shall in the Broadband Agreement, including these Service Terms, Exhibit A, the Support Terms and the Enhanced Support Rider, if applicable, SONIFI warrants to Customer that such hardware, components, parts and products will be free from defects in materials and workmanship for a period of ninety (90) days after installation. With respect to installation labor and professional services performed by SONIFI employees or SONIFI contractors pursuant to the Broadband Agreement, including these Service Terms and all addenda, exhibits, appendices, schedules, amendments, statements of work and purchase orders, which are not apply expressly covered by a specific SONIFI limited warranty set forth in the Broadband Agreement or in these Service Terms (including the Support Terms and the Enhanced Support Rider, if applicable), SONIFI warrants that such installation labor and/or professional services will be free from defects in workmanship for a period of ninety (90) days from the failure date of performance. Each Party warrants to the Software results from or is otherwise attributable to: (i) repairother that it has the full right, maintenance or modification power and authority to enter into the Broadband Agreement and to perform all of its obligations under the Software by persons other than Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software other than in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by CompanyBroadband Agreement. OTHER THAN EXCEPT AS OTHERWISE EXPLICITLY STATED SPECIFIED IN THIS AN END-USER LICENSE AGREEMENT, IN THE SUPPORT TERMS OR IN THE ENHANCED SUPPORT RIDER, IF APPLICABLE, THIRD-PARTY SOFTWARE AND THIRD-PARTY FIRMWARE LICENSED OR FURNISHED BY SONIFI PURSUANT TO THE EXTENT PERMITTED BY APPLICABLE LAW, BROADBAND AGREEMENT (INCLUDING THE LICENSED SOFTWARE, SERVICES AND THE RESULTS THEREOF ARE ) IS PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASISWITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND. COMPANY DOES NOT WARRANT THATSONIFI does not warrant that the Licensed Software, the Internet Access Equipment, or any part or component thereof, will meet Customer’s requirements or expectations or that the Internet Access Equipment and Licensed Software will operate in an error-free or uninterrupted manner. The limited warranties set forth in this Section 16 do not apply to: (a) damage or failure to perform as a result of accident, misuse, abuse or neglect; (b) damage or failure to perform resulting from Customer’s failure (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTSto comply with its obligations in the Broadband Agreement, OR or (ii) THE SOFTWARE WILL OPERATE ERROR-FREEto follow instructions furnished by SONIFI employees or contractors; (c) modifications to Internet Access Equipment or Licensed Software if not performed or authorized by SONIFI; and (d) any other damage or failures to perform resulting from causes other than defects in the Internet Access Equipment or the Licensed Software. EXCEPT AS SET FORTH FOR THE EXPRESS LIMITED WARRANTIES CONTAINED IN SECTION 8 AND THIS SECTION 1216 OR ELSEWHERE IN THE BROADBAND AGREEMENT, THE COMPANY EXPRESSLY INCLUDING THESE SERVICE TERMS, SONIFI DISCLAIMS ALL IMPLIED WARRANTIES, STATUTORY, EXPRESS AND IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED OR STATUTORY WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCEINFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR CONFORMANCE TO SAMPLES OR MODELS WITH REGARD TO THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, LICENSED SOFTWARE AND/OR INTERNET ACCESS EQUIPMENT SET FORTH IN THE BROADBAND AGREEMENT. COMPANY WILL NOT BE LIABLE FOR DELAYSCustomer’s sole and exclusive remedy in the event of a non- conformity in the express limited warranties contained in this Section 16 is that SONIFI, INTERRUPTIONSin its sole discretion, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMERwill repair or replace the hardware, components, parts and products covered by the express warranty with new or refurbished hardware, components, parts and products and/or re-perform any required professional or installation service(s) to make them substantially conform with such limited warranty or, in the alternative, substitute a comparable part or component for the defective part or component to which the nonconformity is attributable.
Appears in 1 contract
Samples: Internet Access Service Agreement
Limited Warranties. Company Wiz represents and warrants that, under normal authorized use, the Software Platform shall substantially perform in conformance with its Documentation. As the Customer's sole and exclusive remedy and CompanyWiz's sole liability for breach of this warranty, Company Wiz shall use commercially reasonable efforts to repair the SoftwarePlatform and, if Wiz cannot do so within a reasonable time, not to exceed 30 days, Customer may terminate this Agreement and receive a pro-rata refund of any amounts pre- paid by Customer for the remaining unused period of the Term. The warranty set forth herein shall not apply if the failure of the Software Platform results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software Platform by persons other than Company Wiz or its authorized contractors; (ii) accident, negligence, abuse or misuse of the SoftwarePlatform by Customer or its Permitted Users; (iii) use of the Software Platform other than in accordance with the Platform's Documentation; or and/or (iv) the combination of the Software Platform with equipment or software not authorized or provided by CompanyWiz. Wiz shall not be liable for any inaccuracy in the Service's output and/or delay and/or unavailability of the Services, caused due to (a) failure of Customer's Internet access or any public telecommunications network, shortage of adequate power or transportation facilities, (b) any incompatibility between the Customer's systems and the Platform appliance and/or (c) maintenance within the Customer's systems affecting the operation of the Platform. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWAREPLATFORM, ITS RELATED SERVICES AND ANY OUTPUT RESULTED FROM THE RESULTS THEREOF USE OF THE PLATFORM ARE PROVIDED ON AN “AS IS” AND "“AS AVAILABLE" ” BASIS. COMPANY WIZ DOES NOT WARRANT THAT: (i) THE SOFTWARE PLATFORM AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE PLATFORM WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12AGREEMENT, THE COMPANY WIZ EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY WIZ SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER, AND SUCH WARRANTIES AND REPRESENTATIONS ARE THE SOLE RESPONSIBILITY OF SUCH PARTNER.
Appears in 1 contract
Samples: Master Subscription Agreement
Limited Warranties. Company 9.1 Each party represents and warrants thatthat it has the right, power and authority to enter into this Agreement and to perform all of its obligations hereunder.
9.2 PenSoft represents and warrants that Services performed under normal authorized usethis Agreement will be performed using generally accepted industry standards and will substantially conform to the specifications, the Software shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warrantyprovided, Company shall use commercially reasonable efforts to repair the Software. The warranty set forth herein however, that PenSoft shall not apply if be liable for violation of any applicable law, rule or regulation or any third party associated with customer content provided to PenSoft by Customer.
9.3 To the failure knowledge of PenSoft the Software results from Product Offering and any component thereof does not violate any applicable law, rule or is otherwise attributable to: (i) repairregulation or any third party, maintenance including any patent, trademark, trade name, copyright, trade secret or modification of other intellectual property right. PenSoft shall defend Customer against any claim that the Software by persons other than Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software Product Offering or any component thereof by Customer as permitted under this Agreement constitutes a patent or copyright infringement, but only to the extent that the action relates solely to the Product Offering, not materially altered or modified by or on behalf of Customer, and is not based on use of the Product Offering on other than in accordance with the Documentationsystem for which the Product Offering was designated, provided that: (a) Customer give PenSoft written notice within ten (10) days of notice of any such claim; or (ivb) PenSoft controls the combination defense of any action and has the Software with equipment or software not authorized or provided by Company. OTHER THAN AS EXPLICITLY STATED right to settle; and (c)
9.4 THE WARRANTIES MADE IN THIS AGREEMENT, AGREEMENT ARE THE ONLY WARRANTIES MADE BY PENSOFT WITH RESPECT TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES AND THE RESULTS THEREOF SOFTWARE PROVIDED HEREUNDER AND ARE PROVIDED ON AN “AS IS” MADE EXPRESSLY IN LIEU OF ALL OTHER WARRANTIES AND "AS AVAILABLE" BASIS. COMPANY DOES REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT WARRANT THAT: (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTSLIMITED TO, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12, THE COMPANY EXPRESSLY DISCLAIMS ALL ANY IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, WARRANTIES OF NON-INTERFERENCEINFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYSPURPOSE AND MERCHANTABILITY.
9.5 PenSoft shall not be responsible for any delay in the delivery of Services, INTERRUPTIONSincluding implementation, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMERsupport or maintenance, which is due to Customer’s failure to provide assistance as provided under this Agreement.
Appears in 1 contract
Limited Warranties. The Company represents and warrants that, under normal authorized use, the Software Service shall substantially perform in conformance with its Documentation. As the Customer's ’s sole and exclusive remedy and the Company's ’s sole liability for breach of this warranty, the Company shall use commercially reasonable efforts to repair the SoftwareService in accordance with the SLA. The warranty set forth herein shall not apply if the failure of the Software Service results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software Service by persons other than the Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the SoftwareService; (iii) use of the Software Service other than in accordance with the Service’s Documentation; or (iv) Customer’s failure to implement software updates provided by the Company specifically to avoid such failure; (v) the combination of the Software Service with equipment or software not authorized or provided by the Company; (vi) any inaccuracy in the code or other information provided or made available to Company; (vii) any delay in providing the code to Company caused by Customer and/or its third party service providers; and/or (viii) any change in and to Customer's third party services which may limit, effect or disable the Company’s ability to provide the Services. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARESERVICE, ANY REPORTS OR OTHER OUTPUT (THE “REPORTS”) AND SERVICES AND THE RESULTS THEREOF (INCLUDING PROFESSIONAL SERVICES) ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS, AND COMPANY MAKES NO REPRESENTATION REGARDING ANY INFORMATION, CONCLUSIONS, RESULTS AND/OR TEMPLATES THAT CUSTOMER OBTAINS THROUGH THE REPORTS. THE REPORTS DO NOT CONSTITUTE BINDING RESULTS, AND CUSTOMER MUST DETERMINE FOR ITSELF ANY NEED TO OBTAIN INDEPENDENT ADVICE REGARDING THE SUBJECT MATTER OF THE REPORTS AND/OR ANY RECOMMENDATIONS THAT CUSTOMER MAY OBTAIN. CUSTOMER ACKNOWLEDGES THAT THE SERVICES ARE AN ANALYTICAL TOOL AND THAT COMPANY THEREFORE CANNOT GUARANTEE OR COMMIT TO ANY BINDING LEVEL OF ACCURACY OF THE REPORTS. THE COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE REPORTS AND/OR THE SERVICES WILL MEET CUSTOMER'S ’S REQUIREMENTS, OR (ii) THE SOFTWARE SERVICE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 7 AND THIS SECTION 1211, THE COMPANY EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.
Appears in 1 contract
Samples: Saas Agreement
Limited Warranties. Company Wiz represents and warrants that, under normal authorized use, the Software Platform shall substantially perform in conformance with its Documentation. As the Customer's sole and exclusive remedy and CompanyWiz's sole liability for breach of this warranty, Company Wiz shall use commercially reasonable efforts to repair the SoftwarePlatform and, if Wiz cannot do so within a reasonable time, not to exceed 30 days, Customer may terminate this Agreement and receive a pro-rata refund of any amounts pre-paid by Customer for the remaining unused period of the Term. The warranty set forth herein shall not apply if the failure of the Software Platform results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software Platform by persons other than Company Wiz or its authorized contractors; (ii) accident, negligence, abuse or misuse of the SoftwarePlatform by Customer or its Permitted Users; (iii) use of the Software Platform other than in accordance with the Documentation; or and/or (iv) the combination of the Software Platform with equipment or software not authorized or provided by CompanyWiz. Wiz shall not be liable for any inaccuracy in the Service's output and/or delay and/or unavailability of the Services, caused due to (a) failure of Customer's Internet access or any public telecommunications network, shortage of adequate power or transportation facilities, (b) any incompatibility between the Customer's systems and the Platform appliance and/or (c) maintenance within the Customer's systems affecting the operation of the Platform. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWAREPLATFORM, ITS RELATED SERVICES AND ANY OUTPUT RESULTED FROM THE RESULTS THEREOF USE OF THE PLATFORM ARE PROVIDED ON AN “AS IS” AND "“AS AVAILABLE" ” BASIS. COMPANY WIZ DOES NOT WARRANT THAT: (i) THE SOFTWARE PLATFORM AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE PLATFORM WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12AGREEMENT, THE COMPANY WIZ EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY WIZ SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER, AND SUCH WARRANTIES AND REPRESENTATIONS ARE THE SOLE RESPONSIBILITY OF SUCH PARTNER.
Appears in 1 contract
Samples: Master Subscription Agreement
Limited Warranties. Company represents and warrants that, under normal authorized use, the Software shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company While Adobe shall use commercially reasonable commercial efforts to repair provide the SoftwareBenefits under this Agreement in a professional manner, Adobe cannot guarantee that every question or problem raised by Member will be resolved or that published or orally disseminated referrals to Member will be accurate or will result in additional customers. The Certain technical difficulties may, from time to time, result in service interruptions. Member will not hold Adobe responsible for the consequences of such interruptions. Nothing in this Agreement shall be construed as expanding or adding to any warranty set forth herein shall not apply if the failure of the Software results from or is otherwise attributable to: (i) repairfor any Product licensed under an End User License Agreement. EXCEPT FOR THE FOREGOING EXPRESS LIMITED WARRANTY, maintenance or modification of the Software by persons other than Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software other than in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by Company. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWAREADOBE MAKES, SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE AND/MEMBER RECEIVES, NO WARRANTIES, TERMS, REPRESENTATIONS OR CONDITIONS OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE BY ANY COUNTRY OR JURISDICTION, RELATED TO OR ARISING IN ANY WAY OUT OF THIS AGREEMENT OR THE PROVISION OF BENEFITS, PRODUCTS OR SERVICES WILL MEET CUSTOMER'S REQUIREMENTSUNDER THIS AGREEMENT. ADOBE SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTY, TERM, REPRESENTATION OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12, THE COMPANY EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING CONDITION OF MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCEQUALITY, FITNESS FOR A PARTICULAR PURPOSE, INTEGRATION, AND NON-INFRINGEMENT. COMPANY WILL NOTWITHSTANDING THE FOREGOING, MEMBER ACKNOWLEDGES THAT THE WARRANTY DISCLAIMER CONTAINED IN EXHIBIT D (ADOBE PRE-RELEASE SOFTWARE), NOT BE LIABLE FOR DELAYSTHIS WARRANTY PROVISION, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF GOVERNS THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.PRE- RELEASE SOFTWARE.
Appears in 1 contract
Limited Warranties. Company represents and warrants that, under normal authorized RESELLER does not warrant that the Software will meet Licensee's requirements or will operate in the combination Licensee selects for use, or that the operation of the Software shall will be uninterrupted or error-free. RESELLER warrants that the System and Software will perform substantially perform in conformance the manner specified in the Documentation furnished with its the System, but only if the System is used with all the features and configuration of components specified in the Documentation. As CustomerThis warranty will not be changed by the rendering of technical, programming, other advice, or service by RESELLER or its agents. If modifications or changes are made to the System or Software other than as directed or approved by RESELLER in writing, then this warranty is void. Licensee's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company warranty by RESELLER shall use commercially reasonable efforts to be the repair the Software. The warranty set forth herein shall not apply if the failure or replacement of the System or Software results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software by persons other than Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software other than so that it operates in substantial accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by Company. THE FOREGOING WARRANTIES OF RESELLER DO NOT EXTEND TO ANY SYSTEM OR SOFTWARE WHICH HAS BEEN DAMAGED AS A RESULT OF ACCIDENT, MISUSE, ABUSE, OR AS A RESULT OF SERVICE OR MODIFICATION BY ANYONE OTHER THAN RESELLER, OR ITS AGENT. EXCEPT AS EXPLICITLY STATED IN THIS AGREEMENTEXPRESSLY SET FORTH ABOVE, NO OTHER WARRANTIES, EITHER EXPRESSED OR IMPLIED, ARE MADE WITH RESPECT TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. COMPANY DOES INCLUDING, BUT NOT WARRANT THAT: (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12LIMITED TO, THE COMPANY EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND RESELLER EXPRESSLY DISCLAIMS ALL WARRANTIES NOT STATED HEREIN. COMPANY LICENSEE ASSUMES THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE. THIS WARRANTY GIVES LICENSEE SPECIFIC LEGAL RIGHTS, AND LICENSEE MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. LICENSEE'S SOLE REMEDIES AND THE ENTIRE LIABILITY OF RESELLER IS AS SET FORTH ABOVE. IN NO EVENT WILL NOT RESELLER BE LIABLE TO LICENSEE OR ANY OTHER PERSON FOR DELAYSANY DAMAGES, INTERRUPTIONSCAUSES OF ACTION ARISING OUT OF THIS AGREEMENT, SERVICE FAILURES OR THE PERFORMANCE OF THIS AGREEMENT, OR ANY ACTION RELATED TO THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, EXPENSES, LOST PROFITS, LOST SAVINGS OR OTHER PROBLEMS INHERENT IN DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE INTERNET AND ELECTRONIC COMMUNICATIONS SYSTEM OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMERSOFTWARE.
Appears in 1 contract
Limited Warranties. Company represents and warrants that, under normal authorized use, the Software Platform shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company shall use commercially reasonable efforts to repair the SoftwarePlatform. The warranty set forth herein shall not apply if the failure of the Software Platform results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software Platform by persons other than Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the SoftwarePlatform; (iii) use of the Software Platform other than in accordance with the Documentation; or (iv) the combination of the Software Platform with equipment or software not authorized or provided by Company. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 6 AND THIS SECTION 1210, THE COMPANY EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-NON- INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.
Appears in 1 contract
Samples: Saas License Agreement
Limited Warranties. Company represents and Demtech warrants that, under normal authorized use, that the Software shall substantially will perform in conformance substantial compliance with its Documentationwritten material provided by Demtech or with Demtech’s specifications in effect at the time of purchase for a period of twelve (12) months from delivery. As Customer's sole and exclusive Demtech does not warrant that use of the Software will be uninterrupted or error free. The remedy and Company's sole liability for breach of this warrantylimited warranty shall be limited solely to replacement media and documentation and shall not include any other damages. This limited warranty does not cover, Company and Demtech shall use commercially reasonable efforts not be responsible for, any Software defects resulting from accident, abuse, misapplication or unauthorized repair, modifications, or enhancements to repair the Software. The warranty set forth herein shall not apply if the failure of the Software results from or is otherwise attributable to: (i) repairDEMTECH, maintenance or modification of the Software by persons other than Company or its authorized contractors; (ii) accidentITS SUBSIDIARIES, negligenceAFFILIATES AND THEIR RESPECTIVE DISTRIBUTORS AND DEALERS, abuse or misuse of the Software; (iii) use of the Software other than in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by Company. SUPPLIERS, OR ANY OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENTPERSON, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. COMPANY DOES FIRM OR CORPORATION SHALL NOT WARRANT THAT: (i) BE RESPONSIBLE FOR ANY DAMAGES OR EXPENSES RESULTING FROM ALTERATION OR UNAUTHORIZED USE OF THE SOFTWARE OR FROM THE UNINTENDED AND UNFORESEEN RESULTS YOU OBTAIN RESULTING FROM SUCH USE. DEMTECH SPECIFICALLY DISCLAIMS ANY WARRANTIES REGARDING INTELLECTUAL PROPERTY INFRINGEMENT WITH REGARD TO ANY DEVELOPER'S KIT PROVIDED HEREUNDER. ASIDE FROM THE EXPRESS WARRANTIES CONTAINED HEREIN DEMTECH HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTSIMPLIED, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12INCLUDING, BUT NOT LIMITED TO, THE COMPANY EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT IN NO EVENT SHALL DEMTECH OR ITS SUBSIDIARIES, AFFILIATES AND THEIR RESPECTIVE DISTRIBUTORS AND DEALERS, THIRD PARTY LICENSORS, SUPPLIERS, OR ANY OTHER PERSON, FIRM OR CORPORATION BE LIABLE TO YOU FOR DELAYSANY INDIRECT, INTERRUPTIONSINCIDENTAL, SERVICE FAILURES SPECIAL OR OTHER PROBLEMS INHERENT IN USE CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR INTERRUPTION OF BUSINESS, LOSS OF PROFITS, DAMAGE TO REPUTATION), REGARDLESS OF THE INTERNET AND ELECTRONIC COMMUNICATIONS FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT PRODUCT LIABILITY, OR FOR ISSUES RELATED ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF DEMTECH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL DEMTECH'S LIABILITY TO PUBLIC NETWORKS YOU OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER OTHER PERSON EXCEED THE AMOUNT PAID TO CUSTOMERDEMTECH UNDER THE AGREEMENT OR PURCHASE ORDER.
Appears in 1 contract
Samples: End User License Agreement
Limited Warranties. The Company represents and warrants that, under normal authorized use, the Software shall substantially perform in conformance with its Documentation. As the Customer's ’s sole and exclusive remedy and the Company's ’s sole liability for breach of this warranty, the Company shall use commercially reasonable efforts to repair the SoftwareSoftware in accordance with the SLA. The warranty set forth herein shall not apply if the failure of the Software results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software by persons other than the Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software other than in accordance with the Software’s Documentation; (iv) Customer’s failure to implement software updates provided by the Company specifically to avoid such failure; or (ivv) the combination of the Software with equipment or software not authorized or provided by the Company. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES AND THE RESULTS THEREOF SERVICES ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. THE COMPANY DOES NOT WARRANT THAT: (i) THAT THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S ’S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12, THE COMPANY EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.
Appears in 1 contract
Samples: Customer Agreement
Limited Warranties. The Company represents and warrants that, under normal authorized use, the Software shall substantially perform in conformance with its Documentation. As the Customer's ’s sole and exclusive remedy and the Company's ’s sole liability for breach of this warranty, the Company shall use commercially reasonable efforts to repair the SoftwareSoftware in accordance with the SLA. The warranty set forth herein shall not apply if the failure of the Software results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software by persons other than the Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the Software; (iii) use of the Software other than in accordance with the Software’s Documentation; (iv) Customer’s failure to implement software updates provided by the Company specifically to avoid such failure; or (ivv) the combination of the Software with equipment or software not authorized or provided by the Company. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES (INCLUDING PROFESSIONAL SERVICES) AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. THE COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S ’S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 6.3 AND THIS SECTION 1211, THE COMPANY EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITYMERCHANT ABILITY , SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER, AND SUCH WARRANTIES AND REPRESENTATIONS ARE THE SOLE RESPONSIBILITY OF SUCH PARTNER.
Appears in 1 contract
Samples: Saas License Agreement
Limited Warranties. The Company represents and warrants that, under normal authorized use, the Software Platform shall substantially perform in conformance with its Documentation. As the Customer's sole and exclusive remedy and the Company's sole liability for breach of this warranty, the Company shall use commercially reasonable efforts to repair the SoftwarePlatform. The warranty set forth herein foregoing warranties shall not apply if the failure of the Software Platform results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software Platform by persons other than the Company or its authorized contractorsagent; (ii) accident, negligence, abuse or misuse of the SoftwarePlatform; (iii) use of the Software Platform other than in accordance with the DocumentationDocumentation and/or the Company's instructions; or (iv) the combination of the Software Platform with equipment or software not authorized or provided by the Company or otherwise approved by the Company in the Documentation; (v) any downtime, defect or error caused by or attributable to any third party software, technology or system that is beyond the control of the Company, and/or (vi) during any evaluation or testing period. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, PLATFORM (INCLUDING ANY REPORTS GENERATED IN OR VIA THE PLATFORM) AND SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. IN ADDITION TO OTHER DISCLAIMERS CONTAINED IN THIS AGREEMENT, THE COMPANY DOES NOT WARRANT THAT: THAT THE PLATFORM (iINCLUDING THE REPORTS) THE SOFTWARE AND/OR THE SERVICES WILL INREASE THE CUSTOMER'S REVENUES OR MEET CUSTOMER'S REQUIREMENTS, OR (ii) THAT THE SOFTWARE PLATFORM'S OPERATION AND THE SERVICES WILL OPERATE BE SECURED AT ALL TIMES, UNINTERRUPTED, ERROR-FREE, FALSE-POSITIVES FREE, FREE OF VIRUSES, BUGS, WORMS, OTHER HARMFUL COMPONENTS OR OTHER SOFTWARE LIMITATIONS. EXCEPT AS SET FORTH IN SECTION 8 WITHOUT DEROGATING FROM THE FOREGOING, COMPANY SHALL NOT BE RESPONSIBLE FOR CUSTOMER’S DETERMINATION WHETHER TO ACT ON THE BASIS OF ANY REPORTS AND THIS SECTION 12FOR ANY OUTCOMES OF SUCH DECISION. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES NON-INFRINGEMENT AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR OTHER PROBLEMS INHERENT IN USE USAGE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICESTRADE. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER UNAUTHORIZED ACCESS TO CUSTOMEROR ALTERATIONS OF THE CUSTOMER DATA, TO THE EXTENT THAT SUCH ACCESS OR ALTERATION IS NOT DUE TO COMPANY’S WILLFUL MISCONDUCT.
Appears in 1 contract
Samples: Customer Subscription Agreement
Limited Warranties. The Company represents and warrants that, under normal authorized use, the Software Service shall substantially perform in conformance with its Documentation. As the Customer's ’s sole and exclusive remedy and the Company's ’s sole liability for breach of this warranty, the Company shall use commercially reasonable efforts to repair the SoftwareService in accordance with the SLA. The warranty set forth herein shall not apply if the failure of the Software Service results from or is otherwise attributable to: (i) repair, maintenance or modification of the Software Service by persons other than the Company or its authorized contractors; (ii) accident, negligence, abuse or misuse of the SoftwareService; (iii) use of the Software Service other than in accordance with the Service’s Documentation; or (iv) Customer’s failure to implement software updates provided by the Company specifically to avoid such failure; (v) the combination of the Software Service with equipment or software not authorized or provided by the Company; (vi) any inaccuracy in the code or other information provided or made available to Company; (vii) any delay in providing the code to Company caused by Customer and/or its third party service providers; and/or (viii) any change in and to Customer's third party services which may limit, effect or disable the Company’s ability to provide the Services. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARESERVICE, ANY REPORTS OR OTHER OUTPUT (THE “REPORTS”) AND SERVICES AND THE RESULTS THEREOF (INCLUDING PROFESSIONAL SERVICES) ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS, AND COMPANY MAKES NO REPRESENTATION REGARDING ANY INFORMATION, CONCLUSIONS, RESULTS AND/OR TEMPLATES THAT CUSTOMER OBTAINS THROUGH THE REPORTS. THE REPORTS DO NOT CONSTITUTE BINDING RESULTS, AND CUSTOMER MUST DETERMINE FOR ITSELF ANY NEED TO OBTAIN INDEPENDENT ADVICE REGARDING THE SUBJECT MATTER OF THE REPORTS AND/OR ANY RECOMMENDATIONS THAT CUSTOMER MAY OBTAIN. COMPANY MAKES NO REPRESENTATION OR WARRANTY, AND HAS NO SUPPORT OBLIGATIONS OR LIABILITY, WITH RESPECT TO CUSTOMER’S ENVIRONMENT. CUSTOMER ACKNOWLEDGES THAT THE SERVICES ARE AN ANALYTICAL TOOL AND THAT COMPANY THEREFORE CANNOT GUARANTEE OR COMMIT TO ANY BINDING LEVEL OF ACCURACY OF THE REPORTS. THE COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE REPORTS AND/OR THE SERVICES WILL MEET CUSTOMER'S ’S REQUIREMENTS, OR (ii) THE SOFTWARE SERVICE WILL OPERATE ERROR-FREE, OR (iii) BE COMPATIBLE, WORK WITH OR CONTINUE TO WORK WITH CUSTOMER COMPONENTS. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12, THE COMPANY EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER, AND SUCH WARRANTIES AND REPRESENTATIONS ARE THE SOLE RESPONSIBILITY OF SUCH PARTNER. From time to time, Company may make Beta services available at no charge as part of the Service. Beta services are made available “AS IS” and Company shall have no liability for any harm or damage arising out of or arising out of or in connection with the Beta services. You may choose to try such Beta services at your sole discretion. Company may discontinue Beta services at any time in its sole discretion and may never make them generally available.
Appears in 1 contract
Samples: Saas Agreement
Limited Warranties. Company represents and warrants thata. Lineo provides, under normal authorized useto End Users only, the Software shall substantially perform warranties for software in conformance with the applicable End User License Agreement accompanying the Licensed Products. LinuxWizardry is responsible for providing, or causing to be provided by its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warrantysublicensees, Company shall use commercially reasonable efforts to repair the Software. The warranty set forth herein shall not apply if the failure a copy of the Software results from applicable End User License Agreement to End Users for their review at the time of acquisition or is otherwise attributable to: (i) repairinstallation, maintenance or modification Lineo warrants the materials and workmanship of the Software Routers produced by persons other than Company Lineo or its authorized contractors; produced at Lineo's direction for a period of two (ii2) accidentyears from the date of delivery to LinuxWizardry. Lineo does not warrant any non-Lineo products, negligence, abuse or misuse which are provided on an "AS-IS" basis. Any warranty service for non-Lineo products will be provided by the manufacturer of the Software; (iii) use of the Software other than products in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by Company. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREE. applicable manufacturer's warranty.
b. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 127, THE COMPANY EXPRESSLY LINEO DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITYEXPRESS OR IMPLIED, SATISFACTORY QUALITY TITLEINCLUDING. WITHOUT LIMITATION, NON- INFRINGEMENT, NON-INTERFERENCE, ANY WARRANTIES AS TO THE SUITABILITY OR MERCHANTABILITY OR FITNESS FOR A ANY PARTICULAR PURPOSE. COMPANY WILL NOT IN NO EVENT SHALL LINEO BE LIABLE FOR DELAYSANY LOST OR ANTICIPATED PROFITS, INTERRUPTIONSOR ANY INCIDENTAL, SERVICE FAILURES EXEMPLARY, SPECIAL OR OTHER PROBLEMS INHERENT IN USE CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), REGARDLESS OF WHETHER LINEO WAS ADVISED OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICESPOSSIBILITY OF SUCH DAMAGES. COMPANY THE WARRANTY IN THIS SECTION 7 SHALL NOT BE RESPONSIBLE FOR APPLY IF THE ERROR(S) ARE CAUSED BY ANY WARRANTIES AND REPRESENTATIONS PROGRAMMING NOT CREATED BY LINEO, OR BY ANY REPAIRS, MODIFICATIONS OR ENHANCEMENT NOT MADE BY ANY PARTNER TO CUSTOMERLINEO.
c. Lineo's liability for direct damages to LinuxWizardry for any cause whatsoever, and regardless of the form of action, shall not exceed the amount received by Lineo from LinuxWizardry during the previous 12 months for the Licensed Products giving rise to such claim.
Appears in 1 contract
Limited Warranties. Company represents 8.1. The Supplier warrants that it shall perform the Services:
8.1.1. in accordance with the terms and warrants thatsubject to the conditions set out in this PSA and the SOW;
8.1.2. using Supplier Personnel of industry standard skill, under normal authorized useexperience, and qualifications; and
8.1.3. in a timely, workmanlike, and professional manner in accordance with generally recognized industry standards for similar services
8.2. the Software shall substantially perform in conformance with its Documentation. As Customer's Supplier’s sole and exclusive liability and Customer‘s sole and exclusive remedy and Company's sole liability for breach of this warranty shall be to reperform any breaching component of the Service.
8.3. The foregoing remedy shall not be available unless Customer provides written notice of such breach within 20 days after performance of such Service by the Supplier.
8.4. The Supplier’s exclusive warranty, Company shall use commercially reasonable efforts to repair and the Software. The warranty set forth herein remedy provided for breach thereof, shall not apply if the failure of the Software results to damage or deficiencies resulting from or is otherwise attributable to: (i) repairaccident, maintenance or modification of the Software by persons other than Company or its authorized contractors; (ii) accidentalteration, modification, foreign attachments, misuse, tampering, negligence, abuse improper maintenance or misuse of the Software; (iii) use of the Software other than in accordance with the Documentation; or (iv) the combination of the Software with equipment or software not authorized or provided by Companyabuse.
8.5. OTHER THAN AS EXPLICITLY STATED THE SUPPLIER MAKES NO WARRANTIES FOR THE SERVICES EXCEPT FOR THAT PROVIDED IN THIS AGREEMENT, TO SECTION 8. EXCEPT FOR THE EXTENT PERMITTED BY APPLICABLE LAWEXPRESS WARRANTIES IN THIS SECTION 8, THE SOFTWARESERVICES, SERVICES DELIVERABLES, THE SUPPLIER’S PRE-EXISTING MATERIALS, AND OTHER SUPPLIER INTELLECTUAL PROPERTY ARE ALL PROVIDED “AS-IS,” AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” SUPPLIER AND "AS AVAILABLE" BASIS. COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE AND/ITS AFFILIATES AND LICENSORS HEREBY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES ARISING OUT OF OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTSRELATED TO THIS PSA, WHETHER EXPRESS, IMPLIED, STATUTORY, OR (ii) OTHERWISE. THE SOFTWARE WILL OPERATE ERROR-FREE. EXCEPT AS SET FORTH IN SECTION 8 AND THIS SECTION 12, THE COMPANY EXPRESSLY SUPPLIER SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCE, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. COMPANY THE SUPPLIER MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES OR DELIVERABLES, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF WILL NOT MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE LIABLE FOR DELAYSCOMPATIBLE OR WORK WITH ANY SOFTWARE, INTERRUPTIONSSYSTEM, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS HARMFUL CODE, OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMERERROR FREE.
Appears in 1 contract
Samples: Professional Services Agreement
Limited Warranties. Company represents Fortra warrants that the Solution, excluding a Service, shall materially conform to its specifications as provided on a Solution Specific Schedule for a period of ninety (90) days commencing on the initial Solution license term specified on an Order Form and warrants that, under normal authorized use, a Service will be performed in a good and workmanlike manner consistent with generally accepted industry standards for a period of ten (10) days unless set forth on the Software shall substantially perform in conformance with its Documentation. As Customer's sole and exclusive remedy and Company's sole liability for breach of this warranty, Company shall use commercially reasonable efforts to repair the Softwareapplicable Solution Specific Schedule. The warranty set forth herein in this Section 6 shall not apply if be void to the extent that a failure of the Software Solution to perform as warranted is caused by or results from or is otherwise attributable tofrom: (ia) repair, maintenance or modification of the Software Solution by persons anyone other than Company Fortra, or its Fortra’s authorized contractorsrepresentatives; (iib) accidentcombination, negligenceoperation or use of a Solution with Client’s or a third party’s applications, abuse software, protocol, algorithm, or misuse of systems, unless the Softwareforegoing were furnished by Fortra; (iiic) misuse, abuse, willful misconduct or negligence by anyone other than Fortra, or Fortra’s authorized representatives; or (d) use of the Software a Solution other than in accordance with the Documentation; terms of this Agreement and/or a Solution Specific Schedule. Limited Warranty Remedy. Client’s sole and exclusive remedy and Fortra’s entire liability for any breach of this Section 6 shall be for Fortra to reperform the Service or (iv) for Fortra to use commercially reasonable efforts to modify the combination of Solution, unless otherwise as set forth on the Software with equipment or software not authorized or provided by Companyapplicable Solution Specific Schedule. OTHER THAN AS EXPLICITLY STATED IN THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE, SERVICES AND THE RESULTS THEREOF ARE PROVIDED ON AN “AS IS” AND "AS AVAILABLE" BASIS. COMPANY DOES NOT WARRANT THAT: (i) THE SOFTWARE AND/OR THE SERVICES WILL MEET CUSTOMER'S REQUIREMENTS, OR (ii) THE SOFTWARE WILL OPERATE ERROR-FREEWarranty Disclaimer. EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8 HEREIN, FORTRA DISCLAIMS ALL OTHER REPRESENTATIONS AND THIS SECTION 12WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE COMPANY SOLUTIONS AND FORTRA HEREBY EXPRESSLY DISCLAIMS ALL ANY IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY TITLE, NON- INFRINGEMENT, NON-INTERFERENCEINFRINGEMENT, TITLE AND FITNESS FOR A PARTICULAR PURPOSE. COMPANY EXCEPT AS EXPRESSLY FORTH HEREIN, THE SOLUTIONS ARE PROVIDED ON AN AS IS BASIS AND FORTRA DOES NOT WARRANT THAT USE BY CLIENT WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR CUSTOMER'S HOSTING SERVICES. COMPANY SHALL NOT BE RESPONSIBLE FOR ANY WARRANTIES AND REPRESENTATIONS MADE BY ANY PARTNER TO CUSTOMER.ERROR
Appears in 1 contract
Samples: Master Solutions Agreement
