Common use of Products Liability and Warranty Liability Clause in Contracts

Products Liability and Warranty Liability. No Group Company (a) has any material Liability arising out of any product designed, manufactured, assembled, repairs, maintained, delivered, sold, or installed, or any services rendered, by or on behalf of such Group Company, other than those that have been reserved against on the Most Recent Unaudited Financial Statements, (b) has extended any warranty period on any products beyond those customarily given by the Group Companies for such products or beyond those provided by the manufacturer, as applicable, or (c) is aware of any facts or circumstances which, given the passage of time, would reasonably be expected to result in a claim against such Group Company for product liability or breach of warranty. The Company has made available to Parent copies of all guarantees, warranties, and indemnities given by the Company and, to the Knowledge of the Company, the other Group Companies in connection with their products that are material to their respective businesses. Except as would not reasonably be expected to be material to the Group Companies, taken as a whole, (i) each product designed, manufactured, sold, or delivered by the Company and, to the Knowledge of the Company, the other Group Companies, has been in material conformity with all product specifications, applicable express and implied warranties, and all applicable Laws, and (ii) there are no latent or overt design, manufacturing, or other defects in any products designed, manufactured, assembled, repairs, maintained, delivered, sold, or installed, or services rendered, by or on behalf of the Company and, to the Knowledge of the Company, the other Group Companies, and no such products or services have been the subject of any recall. The warranty reserves on the Most Recent Unaudited Financial Statements are reasonable based on past experience and have been accrued in accordance with the Company’s Accounting Principles. Complete and correct copies of all documentation related to all warranty claims made against the Company and, to the Knowledge of the Company, the other Group Companies since January 1, 2019 have been made available to Parent, in each case, that are material to the respective Group Company’s business.

Products Liability and Warranty Liability. No Group Company (a) has any material Liability arising out of any product designed, manufactured, assembled, repairs, maintained, delivered, sold, or installed, or any services rendered, by or on behalf of such Group Company, other than those that have been reserved against on the Most Recent Unaudited Financial Statements, (b) has committed any act or failed to commit any act which would reasonably be expected to result in any product liability claim or Liability for breach of warranty (whether or not covered by insurance) on the part of such Group Company with respect to any product designed, manufactured, assembled, repairs, maintained, delivered, sold, or installed, or services rendered, by or on behalf of such Group Company, (c) has extended any warranty period on any products beyond those customarily given by the Group Companies for such products or beyond those provided by the manufacturer, as applicable, or (cd) is aware of any facts or circumstances which, given the passage of time, would reasonably be expected to result in a claim against such Group Company for product liability or breach of warranty. The Company has made available to Parent copies of all guarantees, warranties, and indemnities given by the Company and, to the Knowledge of the Company, the other Group Companies in connection with their products that are material to their respective businessesproducts. Except as would not reasonably be expected to be material to the Group Companies, taken as a whole, (i) each Each product designed, manufactured, sold, or delivered by the Company and, to the Knowledge of the Company, the other Group Companies, has been in material conformity with all product specifications, applicable express and implied warranties, and all applicable Laws, and (ii) there . There are no latent or overt design, manufacturing, or other defects in any products designed, manufactured, assembled, repairs, maintained, delivered, sold, or installed, or services rendered, by or on behalf of the Company and, to the Knowledge of the Company, the other Group Companies, and no such products or services have been the subject of any recall. The warranty reserves on the Most Recent Unaudited Financial Statements are reasonable based on past experience and have been accrued in accordance with the Company’s Accounting Principles. Complete and correct copies of all documentation related to all warranty claims made against the Company and, to the Knowledge of the Company, the other Group Companies since January 1, 2019 have been made available to Parent, in each case, that are material to the respective Group Company’s business.

Products Liability and Warranty Liability. No Group The Company (a) has does not to its Knowledge have any material Liability arising out of any product designed, manufactured, assembled, repairs, maintained, delivered, sold, or installed, or any services rendered, by or on behalf of such Group the Company, other than those that have been reserved against on the Most Recent Unaudited Financial Statements, (b) has not committed any act or failed to commit any act which would reasonably be expected to result in any product liability claim or Liability for breach of warranty (whether or not covered by insurance) on the part of the Company with respect to any product designed, manufactured, assembled, repaired, maintained, delivered, sold, or installed, or services rendered, by or on behalf of the Company, (c) has not extended any warranty period on any products beyond those customarily given by the Group Companies Company for such products or beyond those provided by the manufacturer, as applicable, or and (cd) is not aware of any facts or circumstances which, given the passage of time, would reasonably be expected to result in a claim against such Group the Company for product liability or breach of warranty. The Company has made available to Parent Buyer copies of all guarantees, warranties, and indemnities given by the Company and, to the Knowledge of the Company, the other Group Companies in connection with their products that are material to their respective businessesproducts. Except as would not reasonably be expected to be material to the Group Companies, taken as a whole, (i) each Each product designed, manufactured, sold, or delivered by the Company and, to the Knowledge of the Company, the other Group Companies, has been in material conformity with all product specifications, applicable express and implied warranties, and all applicable Laws. To the Company’s Knowledge, and (ii) there are no latent or overt design, manufacturing, or other defects in any products designed, manufactured, assembled, repairsrepaired, maintained, delivered, sold, or installed, or services rendered, by or on behalf of the Company and, to the Knowledge of the Company, the other Group Companies, and no such products or services have been the subject of any recall. The warranty reserves on the Most Recent Unaudited Financial Statements are reasonable based on past experience and have been accrued in accordance with the Company’s Accounting PrinciplesGAAP. Complete and correct copies of all documentation related to all warranty claims made against the Company and, to the Knowledge of the Company, the other Group Companies since January 1, 2019 2018 have been made available to Parent, in each case, that are material to the respective Group Company’s business.

Products Liability and Warranty Liability. No Group Company (a) has any material Liability arising out of any product designed, manufactured, assembled, repairs, maintained, delivered, sold, or installed, or any services rendered, by or on behalf of such Group Company, other than those (i) that have been reserved against on the Most Recent Unaudited Financial Statements, Statements or (bii) has extended any warranty period on any products beyond those customarily given by would not be material to the Group Companies for such products or beyond those provided by the manufacturerCompanies, taken as applicablea whole, or (c) is aware of any facts or circumstances which, given the passage of time, would reasonably be expected to result in a material claim against such Group Company for product liability or breach of warranty. The Company has made available to Parent copies of all active guarantees, warranties, and indemnities given by the Company and, to the Knowledge of the Company, and the other Group Companies to third-party customers in connection with their products that are material to their respective businesses. Except as would not reasonably be expected to be material to the Group Companies, taken as a whole, (i) each product and service offering designed, manufactured, sold, or delivered by the Company and, to the Knowledge of the Company, and the other Group Companies, has been in material conformity with all product specifications, applicable express and implied warranties, and all applicable Laws, and (ii) to the Knowledge of the Company, there are no latent or overt design, manufacturing, or other defects in any products or service offerings designed, manufactured, assembled, repairs, maintained, delivered, sold, or installed, or services service offerings rendered, by or on behalf of the Company and, to the Knowledge of the Company, and the other Group Companies, and and, during the past three (3) years, no such products or services service offerings have been the subject of any recall. The warranty reserves on the Most Recent Unaudited Financial Statements are reasonable based on past experience and have been accrued in accordance with the Company’s Accounting Principles. Complete and correct copies of all documentation related to all material warranty claims made against the Company and, to the Knowledge of the Company, and the other Group Companies since January 1, 2019 2020 have been made available to Parent, in each case, that are material to the respective Group Company’s business.

Products Liability and Warranty Liability. No Group ​ The Company (a) has does not to its Knowledge have any material Liability arising out of any product designed, manufactured, assembled, repairs, maintained, delivered, sold, or installed, or any services rendered, by or on behalf of such Group the Company, other than those that have been reserved against on the Most Recent Unaudited Financial Statements, (b) has not committed any act or failed to commit any act which would reasonably be expected to result in any product liability claim or Liability for breach of warranty (whether or not covered by insurance) on the part of the Company with respect to any product designed, manufactured, assembled, repaired, maintained, delivered, sold, or installed, or services rendered, by or on behalf of the Company, (c) has not extended any warranty period on any products beyond those customarily given by the Group Companies Company for such products or beyond those provided by the manufacturer, as applicable, or and (cd) is not aware of any facts or circumstances which, given the passage of time, would reasonably be expected to result in a claim against such Group the Company for product liability or breach of warranty. The Company has made available to Parent Buyer copies of all guarantees, warranties, and indemnities given by the Company and, to the Knowledge of the Company, the other Group Companies in connection with their products that are material to their respective businessesproducts. Except as would not reasonably be expected to be material to the Group Companies, taken as a whole, (i) each Each product designed, manufactured, sold, or delivered by the Company and, to the Knowledge of the Company, the other Group Companies, has been in material conformity with all product specifications, ​ ​ ​ applicable express and implied warranties, and all applicable Laws. To the Company’s Knowledge, and (ii) there are no latent or overt design, manufacturing, or other defects in any products designed, manufactured, assembled, repairsrepaired, maintained, delivered, sold, or installed, or services rendered, by or on behalf of the Company and, to the Knowledge of the Company, the other Group Companies, and no such products or services have been the subject of any recall. The warranty reserves on the Most Recent Unaudited Financial Statements are reasonable based on past experience and have been accrued in accordance with the Company’s Accounting PrinciplesGAAP. Complete and correct copies of all documentation related to all warranty claims made against the Company and, to the Knowledge of the Company, the other Group Companies since January 1, 2019 2018 have been made available to Parent, in each case, that are material to the respective Group Company’s business.. ​