Product and Service Warranty. (a) To Staluppi’s Knowledge, each product sold, leased, delivered or installed or service performed by any Company Group Entity prior to the Closing Date has complied with and conformed to all applicable Legal Requirements, contractual commitments and all applicable warranties of such Company Group Entity and the applicable Manufacturer.
(b) All outstanding Claims, whether in contract or tort, for defective or allegedly defective products or workmanship pending or, to the Knowledge of Xxxxxxxx, threatened against any Company Group entity, which are not covered by Insurance or indemnified and defended by a motor vehicle manufacturer/distributor, are listed or described on Schedule 2.23(b) of the Disclosure Letter.
Product and Service Warranty. SUPPLIER warrants and guarantees to Mobileye, its successors and assigns, that the Products covered by this Agreement will (a) conform to the applicable release/revision level (based on date Mobileye’s release is issued to SUPPLIER) of Mobileye’s applicable Manufacturing File, specifications and drawings, (b) be of good material and workmanship, (c) be new and from current production and not repaired (“not repaired” means not from units returned after shipped out), (d) be free from defects. If requested by Mobileye, SUPPLIER will enter into a separate agreement for the administration or processing of warranty charge-backs for non-conforming Products. SUPPLIER represents and warrants that all services performed hereunder shall be completed in a professional, workmanlike manner, with the degree of skill and care that is required by current industry standards or practices shall be completed in accordance with the applicable manufacturing file and Specifications issued by Mobileye and timely updated and shall be correct and appropriate for the purposes contemplated in this Agreement. SUPPLIER represents and warrants that the performance of Services under this Agreement will not conflict with, or be prohibited in any way by, any other agreement to which SUPPLIER is bound.
Product and Service Warranty. Each product sold or delivered and each service rendered by the Company and the Subsidiaries with respect to any such product has been in conformity with all material applicable contractual commitments and all material express and implied warranties of the Company and the Subsidiaries. No product sold or delivered or service rendered by the Company or the Subsidiaries with respect to any such product is subject to any guaranty, warranty or other indemnity beyond the applicable standard terms and conditions with respect thereto. Prior to the date hereof, the Company and the Subsidiaries have delivered to the Parent copies of the standard terms and conditions of sale for products delivered and services rendered by the Company and the Subsidiaries with respect thereto (containing all applicable guaranty, warranty and indemnity provisions).
Product and Service Warranty. (a) Each product leased, delivered, installed, manufactured or sold or service performed by Pipelogic has complied in all material respects with and conformed to all applicable Legal Requirements, contractual commitments and all applicable warranties of Pipelogic. None of such products or services is subject to any guaranty, warranty or other indemnity that is materially less favorable to Pipelogic than the applicable standard terms and conditions of lease or sale. Pipelogic is not subject to provisions with respect to liquidated damages or consequential, special or similar damages.
(b) No warranty claim has been asserted during the three-year period prior to the date of this Agreement from which Pipelogic has incurred costs. No claims, whether in contract or tort, for defective or allegedly defective products or workmanship are pending or threatened against Pipelogic.
Product and Service Warranty. Each product repaired or delivered and each service rendered by the Business has been in conformity in all material respects with all applicable contractual commitments and all express and implied warranties, and neither Seller nor any of its Affiliates has any liabilities or obligations for replacement or repair thereof or other damages in connection therewith in excess of past custom and practice. No product repaired or delivered or service rendered by the Business prior to the date hereof is subject to any guaranty, warranty or other indemnity for a term in excess of the periods specified on express warranties delivered to Buyer hereunder from the date such product was repaired or delivered or such service rendered. Prior to the date hereof, Seller has delivered to Buyer copies of the standard terms and conditions of sale for products delivered and services rendered by the Business (containing applicable guaranty, warranty, and indemnity provisions).
Product and Service Warranty. Each product or service marketed, sold, provided, licensed or distributed by Seller has been in conformity with all applicable contractual commitments and all express and implied warranties. Schedule 3.23 includes true and complete copies of any standard terms and conditions of sale (containing applicable guaranty, warranty, and indemnity provisions). No product or service marketed, sold, provided, licensed or distributed by Seller is subject to any guaranty, warranty, or other indemnity by Seller beyond the applicable terms and conditions set forth in Schedule 3.23.
Product and Service Warranty. I-Link warrants and covenants that the Enhanced Services shall have [Percentage Redacted]service availability and shall continue to perform functionally for the term of this Agreement, as described in the documentation provided in accordance with this Agreement, including the service level agreement attached as Schedule 4.14, and with I-Link's marketing literature, and I-Link's specifications; and that the I-Link Products and Services and user documentation furnished by I-Link are compatible; and that the I-Link Products and Services and the Ordering and Provisioning System and the Billing Service system shall be free of defects in design, workmanship and materials which prevent them from being used for their intended purpose. I-Link further represents and warrants that it will not discontinue any of the Enhanced Services or Enhanced Service Devices unless it shall give Big Planet at least ninety (90) days prior written notice of such discontinuation and provides a replacement product on the same terms and pricing. Big Planet shall make no representations and warranties regarding the I-Link Products and Services beyond the representations and warranties set forth in this Agreement or the schedules or exhibits hereto or additional warranties provided by I-Link at the time Big Planet orders or facilitates the order of said product or service.
Product and Service Warranty. Each product or service sold, leased, licensed or delivered by the Company and/or the Company Subsidiaries has been in conformity with all applicable contractual commitments and all express and implied warranties, and neither the Company nor any Company Subsidiary has any Liability (and, to the Company's knowledge, there is no basis for any present or future claim against it giving rise to any Liability) for damages in connection therewith. No product or service sold, leased, licensed or delivered by the Company or any Company Subsidiary is subject to any guaranty, warranty, or other indemnity beyond the applicable standard terms and conditions of sale, license or lease.
Product and Service Warranty. To Members’ knowledge, except as listed on Schedule 4.17(a), the Company has no liability (whether known or unknown and whether absolute or contingent) for the replacement of products or services sold, delivered, or rendered by the Company or other damages in connection therewith, and no product or service sold, delivered, or rendered by the Company is subject to any guaranty, express warranty or other indemnity other than the Company’s standard warranty, which is set forth in full on Schedule 4.17(b).
Product and Service Warranty. (a) Schedule 5.21 identifies any warranty claim asserted during the three year period prior to the date hereof from which a SeaMap Company or any of its Affiliates has incurred costs in excess of $25,000.
(b) Except as disclosed in Section 5.21 of the Disclosure Schedule, (i) there is no notice, demand, claim, action, suit, inquiry, hearing, proceeding, notice of violation or investigation of a civil, criminal or administrative nature before any court or governmental or other regulatory or administrative agency, commission or authority against or involving any product, substance or material (collectively, a “Product”), or class of claims or lawsuits involving the same or similar SeaMap Product manufactured, produced, distributed or sold by or on behalf of any of the SeaMap Companies which is pending or, to the Knowledge of the Sellers, threatened, resulting from an alleged defect in design, manufacture, materials or workmanship of any SeaMap Product manufactured, produced, distributed or sold by or on behalf of any of the SeaMap Companies, or any alleged failure to warn, or from any breach of implied warranties or representations, (ii) to the Seller’s Knowledge, there has not been any Occurrence (as defined below), and (iii) there has not been, nor is there under consideration or investigation by the Companies, any Product recall, rework, retrofit or post-sale warning (collectively “Recalls”) conducted by or on behalf of the SeaMap Companies concerning any SeaMap Products manufactured, produced, distributed or sold by or on behalf of the SeaMap Companies or, to the Knowledge of the Sellers, any product recall conducted by or on behalf of any entity as a result of any alleged defect in any SeaMap Product supplied by the SeaMap Companies.
(c) For purposes of this Section 5.21, the term “Occurrence” shall mean any accident, happening or event which is caused or allegedly caused by any alleged hazard or alleged defect in manufacture, design, materials or workmanship, including, without limitation, any alleged failure to warn or breach of express or implied warranties or representations, with respect to, or any such accident, happening or event otherwise involving a SeaMap Product (including any parts or components) manufactured, produced, distributed or sold by or on behalf of the SeaMap Companies.
(d) Except as set forth on Schedule 5.21, the SeaMap Companies do not offer or sell insurance or consumer protection plans or other similar arrangements that could ...
