Remedy for Breach of Limited Warranty. (a) VAR's sole remedy for CCC's breach of Section 5.1(a)(1) or 5.1(a)(2) shall be: [*] (b) VAR's sole remedy for CCC's breach of Section 5.1(a)(3), 5.1(a)(4), and 5.1 (a) (5) shall be: [*] (c) The above remedies are subject to Sections 5.3.and 5.4 below.

Remedy for Breach of Limited Warranty. (a) VAR's sole remedy for CCC's breach of Section 5.1(a)(1) or 5.1 (a) (2) shall be: CCC will indemnify and hold VAR harmless from and against any loss, cost, liability, and expense (including reasonable attorneys' fees), arising out of CCC's breach of any of the warranties or representation of CCC contained in those Sections, provided: (1) VAR promptly gives written notice of any claim to CCC, (2) VAR provides any assistance which CCC may reasonably request for the defense of the claim, and (3) CCC has complete control of the defense. (b) VAR's sole remedy for CCC's breach of Section 5.1(a)(3), 5.1(a)(4), and 5.1(a)(5) shall be: during the ninety-day warranty period and without charge to VAR, a Distributor, or the End User, CCC in its sole discretion will replace defective media manufactured by CCC with new media, or either provide maintenance or service to VAR, but not on-site service, to keep the CCC Software in working order, or replace the CCC Software, or refund the royalty paid to CCC for the CCC Software. (c) The above remedies are subject to Sections 5.3.and 5.4 below.

Remedy for Breach of Limited Warranty. (a) Licensee's sole remedy for Informix's breach of Sections 5.1(a)(1) or 5.1(a)(2) of this Agreement shall be that: Informix will indemnify and hold Licensee harmless from and against any loss, cost, liability and expense (including reasonable attorney fees), arising out of Informix's breach of any of the warranties or representations of Informix contained in those Sections, provided: (a) Licensee promptly gives written notice of any claim to Informix; (b) Licensee provides any assistance which Informix may reasonably request for the defense of the claim; and (c) Informix has complete control of the defense. (b) Licensee's sole remedy for Informix's breach of Sections 5.1(a)(3), 5.1(a)(4), and 5.1(a)(5) of this Agreement shall be: During the 90-day warranty period and without charge to Licensee, a Sublicensee, or an End User, Informix in its sole discretion will replace defective media manufactured by Informix with new media, or either provide maintenance or service to Licensee, but not on-site service, to keep the Products in working order, or replace the Products, or refund the Object Code license fee paid to Informix for the Products. (c) the above remedies are subject to Sections 5.3 and 5.4 of this Agreement.

Remedy for Breach of Limited Warranty. 5.2.1 In the event that the Licensed Material infringes or otherwise makes use of any patent, copyright, trademark or trade secret of any third party, Navigil shall, at its option, obtain a license from the third party owner, modify or replace the infringing Licensed Material with non-infringing item of a similar functionality, or, if those options are not commercially reasonable, accept the return of Licensed Material. 5.2.2 This remedy for breach of the limited warranty shall be Licensee’s exclusive remedy, and Licensee shall waive all other remedies, rights, causes of action and claims against Navigil and its suppliers, whether in contract, tort, by statute or otherwise. 5.2.3 THE WARRANTY IN THIS SECTION 5 SHALL NOT APPLY TO LICENSED MATERIAL (I) WHICH HAS BEEN MODIFIED BY LICENSEE OR A SUBLICENSEE, OR (II) USED IN COMBINATION WITH ANY OTHER PRODUCTS, IF AND TO THE EXTENT A BREACH IS ATTRIBUTABLE TO SUCH MODIFICATION OR USE OF LICENSED MATERIAL.

Remedy for Breach of Limited Warranty. If IDM has rejected a QC Sample or a Batch as provided in Section 5.3(a) and Medarex agrees or third party tests confirm that a QC Sample or Batch does not meet Specifications as provided in Section 5.3(b), or if a Batch is otherwise not in compliance with the warranty made in Section 5.1, Medarex shall use commercially reasonable efforts to promptly repair such nonconformance or manufacture a replacement Batch AT NO COSTS FOR IDM. THE REMEDY OF REPAIR OR REPLACEMENT AT NO COST FOR IDM PROVIDED FOR IN THIS SECTION 5.4 IS IDM’S SOLE AND EXCLUSIVE REMEDY FOR BREACH OF THE LIMITED WARRANTY OF SECTION 5.1, AND IS IN LIEU OF ALL OTHER REMEDIES THAT MAY OTHERWISE BE AVAILABLE TO IDM IN LAW OR IN EQUITY.

Remedy for Breach of Limited Warranty. SURVOX’s exclusive liability and the Customer’s sole and exclusive remedy for breach of the provisions of this warranty section shall be, at SURVOX’s option, to repair or replace the Product(s) that do not meet SURVOX’s limited warranty and are returned to SURVOX. If it is not commercially practicable to repair or replace the Product(s), SURVOX shall terminate this Agreement and refund to Customer the License fee less a proportionate amount for the months that Customer Used the Product(s). THE FOREGOING OBLIGATIONS OF SURVOX TO REPAIR OR REPLACE ITS PRODUCTS ARE CUSTOMER’S SOLE AND EXCLUSIVE REMEDIES FOR BREACH OF WARRANTY. The warranty set forth above is made to and for the benefit of Customer only. The warranty will apply only if: (a) the Product(s) have been properly installed and Used at all times in accordance with the Documentation and the terms and conditions of this Agreement; and (b) no modification, alteration or addition has been made to the Product(s) by persons other than SURVOX or SURVOX’s authorized representative; and (c) Customer has not requested modifications, alterations or additions to the Product(s) that cause the Product(s) to deviate from the Documentation.

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REMEDY FOR BREACH OF WARRANTY 3.1. Subject to the exclusions and limitations set out above, if the Product fails to comply with the Limited Warranty in clauses 1.2 or 1.3, BYD will repair or replace the non-conforming Product or parts thereof within the warranty term at no charge (or provide a partial refund) on the following conditions. 3.2. Whether to repair or replace the Product will be determined by BYD in its sole discretion. 3.3. The Product or any of its parts to be replaced will have the same performance and reliability as the original Product. If the Production of the relevant type of the Product or any of its parts has been discontinued, withdrawn from the market, or are otherwise unavailable, BYD may replace the Product or parts with a similar Product or part (which may include previously used parts that are equivalent to new in performance and reliability). 3.4. If BYD does not repair or replace the defective Product or parts, BYD will refund You an amount of money calculated as follows: a) If the Product fails to comply with the Limited Performance Warranty in clause 1.3, BYD may calculate the refund using one of the two refund formulas below: i) Refund = maximum claim amount* x (warranted Minimum Throughput Energy - output energy of the Product recorded in the control module of the Product)/ warranted Minimum Throughput Energy; or ii) Refund = maximum claim amount* x (warranted remaining Useable Energy - remaining Useable Energy)/ warranted Usable Energy; and b) If the Product cannot be operated, BYD will calculate the refund as follows: Refund = (maximum claim amount*/120) x (120 - number of months since Warranty Start Date). *The maximum claim amount is the market value of the Product (or an equivalent Product) determined by BYD if it were purchased new with no defects. 3.5. The remedies as set out above are the sole and exclusive obligations of BYD to You under this Limited Warranty, and BYD will have no other liability to You if the Product fails to comply with the Limited Warranty.
Remedies for Breach of Representations and Warranties It is understood and agreed that the representations and warranties set forth in Subsections 9.01 and 9.02 shall survive the sale of the Mortgage Loans to the Purchaser and shall inure to the benefit of the Purchaser, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or Assignment of Mortgage or the examination or failure to examine any Mortgage File. With respect to any representation or warranty contained in Subsections 9.01 or 9.02 hereof that is made to the Seller's knowledge, if it is discovered by the Purchaser that the substance of such representation and warranty was inaccurate as of the related Closing Date and such inaccuracy materially and adversely affects the value of the related Mortgage Loan, then notwithstanding the Seller's lack of knowledge with respect to the inaccuracy at the time the representation or warranty was made, such inaccuracy shall be deemed a breach of the applicable representation or warranty. Upon discovery by either the Seller or the Purchaser of a breach of any of the foregoing representations and warranties, the party discovering such breach shall give prompt written notice to the other relevant parties. Within sixty (60) days after the earlier of either discovery by or notice to the Seller of any breach of a representation or warranty, which materially and adversely affects the value of the Mortgage Loans or the interest of the Purchaser therein (or which materially and adversely affects the value of the applicable Mortgage Loan or the interest of the Purchaser therein in the case of a representation and warranty relating to a particular Mortgage Loan), the Seller shall use its best efforts promptly to cure such breach in all material respects and, if such breach cannot be cured, the Seller shall, at the Purchaser's option, repurchase such Mortgage Loan or Mortgage Loans at the Repurchase Price. Notwithstanding the above sentence, (i) within sixty (60) days after the earlier of either discovery by, or notice to, the Seller of any breach of the representation and warranty set forth in clause (vv) of Subsection 9.02, the Seller shall repurchase such Mortgage Loan at the Repurchase Price and (ii) any breach of a Deemed Material and Adverse Representation shall automatically be deemed to materially and adversely affects the value of the Mortgage Loans or the interest of the Purchaser therein. In the event that a breach shall involve any representation or warranty set forth in Subsection 9.01, and such breach cannot be cured within 60 days of the earlier of either discovery by or notice to the Seller of such breach, all of the Mortgage Loans affected by such breach shall, at the Purchaser's option, be repurchased by the Seller at the Repurchase Price. However, if the breach shall involve a representation or warranty set forth in Subsection 9.02 (except as provided in the second sentence of this paragraph with respect to certain breaches for which no substitution is permitted) and the Seller discovers or receives notice of any such breach within 120 days of the related Closing Date, the Seller shall, at the Purchaser's option and provided that the Seller has a Qualified Substitute Mortgage Loan, rather than repurchase the Mortgage Loan as provided above, remove such Mortgage Loan and substitute in its place a Qualified Substitute Mortgage Loan or Qualified Substitute Mortgage Loans, provided, however, that any such substitution shall be effected within such one hundred twenty (120) days after the related Closing Date. If the Seller has no Qualified Substitute Mortgage Loan, it shall repurchase the deficient Mortgage Loan at the Repurchase Price. Any repurchase of a Mortgage Loan pursuant to the foregoing provisions of this Subsection 9.03 shall occur on a date designated by the Purchaser, and acceptable to Seller, and shall be accomplished by either (a) if the Interim Servicing Agreement has been entered into and is in effect, deposit in the Custodial Account of the amount of the Repurchase Price for distribution to the Purchaser on the next scheduled Remittance Date, after deducting therefrom any amount received in respect of such repurchased Mortgage Loan or Loans and being held in the Custodial Account for future distribution or (b) if the Interim Servicing Agreement has not been entered into or is no longer in effect, by direct remittance of the Repurchase Price to the Purchaser or its designee in accordance with the Purchaser's instructions. At the time of repurchase of any deficient Mortgage Loan (or removal of any Deleted Mortgage Loan), the Purchaser and the Seller shall arrange for the reassignment of the repurchased Mortgage Loan (or Deleted Mortgage Loan) to the Seller or its designee and the delivery to the Seller of any documents held by the Custodian relating to the repurchased Mortgage Loan (or Deleted Mortgage Loan). In the event of a repurchase or substitution, the Seller shall, simultaneously with such reassignment, give written notice to the Purchaser that such repurchase or substitution has taken place, amend the Mortgage Loan Schedule to reflect the withdrawal of the Deleted Mortgage Loan from this Agreement, and, in the case of substitution, identify a Qualified Substitute Mortgage Loan and amend the related Mortgage Loan Schedule to reflect the addition of such Qualified Substitute Mortgage Loan to this Agreement. In connection with any such substitution, the Seller shall be deemed to have made as to such Qualified Substitute Mortgage Loan the representations and warranties set forth in this Agreement except that all such representations and warranties set forth in this Agreement shall be deemed made as of the date of such substitution. The Seller shall effect such substitution by delivering to the Custodian or to such other party as the Purchaser may designate in writing for such Qualified Substitute Mortgage Loan the documents required by Subsection 6.03 and the Custodial Agreement, with the Mortgage Note endorsed as required by Subsection 6.03 and the Custodial Agreement. No substitution will be made in any calendar month after the Determination Date for such month. The Seller shall cause the Interim Servicer to remit directly to the Purchaser, or its designee in accordance with the Purchaser's instructions the Monthly Payment less the Servicing Fee due, if any, on such Qualified Substitute Mortgage Loan or Loans in the month following the date of such substitution. Monthly Payments due with respect to Qualified Substitute Mortgage Loans in the month of substitution shall be retained by the Seller. For the month of substitution, distributions to the Purchaser shall include the Monthly Payment due on any Deleted Mortgage Loan in the month of substitution, and the Seller shall
Liability for Breach of Agreement Upon the effectiveness of this Agreement, the Parties hereto shall perform their respective obligations under the Agreement. Any failure to perform the obligations stipulated in the Agreement, in part or in whole, shall be deemed as breach of contract and the breaching party shall compensate the non-breaching party for the loss incurred as a result of the breach.
Breach of Agreement Failure by the party to comply with or perform any agreement or obligation (other than an obligation to make any payment under this Agreement or delivery under Section 2(a)(i) or 2(e) or to give notice of a Termination Event or any agreement or obligation under Section 4(a)(i), 4(a)(iii) or 4(d)) to be complied with or performed by the party in accordance with this Agreement if such failure is not remedied on or before the thirtieth day after notice of such failure is given to the party;
Breach of Representations or Warranties Any representation or warranty made by the Borrower to the Lenders or the Administrative Agent under this Agreement, or any certificate or information delivered in connection with this Agreement, shall be false in any material respect when made or deemed made.
REPRESENTATIONS AND WARRANTIES; REMEDIES FOR BREACH Section 3.01.
Breach of Representation or Warranty Any representation or warranty made or deemed made by Borrower to Lender herein or in any of the other Loan Documents or in any statement, certificate or financial statements at any time given by Borrower pursuant to any of the Loan Documents shall be false or misleading in any material respect on the date as of which made.
Remedy for Breach In the event of any actual or threatened breach of any of the provisions of this Section 11 by the Architectural Designer, and in addition to any other remedies that may be available to the School District in law or equity, the School District shall be entitled to a restraining order, preliminary injunction, permanent injunction, or other appropriate relief to specifically enforce the terms of this Section 11. The parties agree that a breach of the terms of this Section 11 by the Architectural Designer would cause the School District injury not compensable in monetary damages alone, and that the remedies provided herein are appropriate and reasonable.
Liability for Breach of Contract 1. Party A and Party B shall strictly perform the terms stipulated in the agreement. If one party breaches the contract, the breaching party shall bear the liability for breach of contract according to the contract. 2. If the product is delivered by Party A to Party B and Party B fails to raise any objection to the product quality within the acceptance period, Party B shall not apply for return or replacement; If the product quality problems caused by Party B due to Party B's reasons or the intervention of a third party, which are not caused by the product itself, and caused by Party B's failure to raise any objection within the time limit since the date of acceptance, Party A can repair and rework the products, and Party B shall bear the rework service fee, material fee, processing fee, labor wages and other expenses incurred by Party A; 3. If the payment is not made in advance and then delivered, the ownership of the goods stipulated in this agreement still belongs to Party A before Party B pays off the payment, and Party A has the right to take back the goods at any time. Meanwhile, before this, Party B shall properly keep the goods and ensure that they are intact. If there is any damage, Party B shall compensate Party A according to the price of the goods agreed in the agreement. If the amount is not enough to make up for the losses, it shall also compensate Party A for all losses. 4. If Party B violates the agreement or refuses to perform the cooperation content during the cooperation period of this agreement, and refuses to perform or even withdraws from the cooperation after being urged by Party A, Party A has the right not to return the initial fee paid by Party B as a security deposit; At the same time, Party B shall cooperate with Party A to return all cooperation materials such as cooperation project materials and trademark product authorization documents, and compensate all economic losses suffered by Party A; 5. If Party B violates this agreement and causes losses to Party A, all expenses (including but not limited to attorney fees, legal fees, arbitration fees, announcement fees, preservation fees, guarantee fees, appraisal fees and auction evaluation fees) incurred by Party A for safeguarding its own legitimate rights and interests shall be borne by Party B; 6. If Party B cancels or changes the order without authorization, it shall pay 20% of the order price as liquidated damages and compensate Party A for all losses such as stocking, labor and profit.
No Misrepresentation or Breach of Covenants and Warranties (a) There shall have been no material breach by any ACME Entity in the performance of any of its respective covenants and agreements contained herein. (b) Each of the representations and warranties of the ACME Entities contained or referred to herein that is not qualified as to materiality or Material Adverse Effect shall be true and correct in all material respects on the Closing Date as though made on the Closing Date (except to the extent that they expressly speak as of a specific date or time other than the Closing Date, in which case they need only have been true and correct in all material respects as of such specified date or time), and each of the representations and warranties of the ACME Entities contained or referred to herein that is qualified as to materiality or Material Adverse Effect shall be true and correct in all respects on the Closing Date as though made on the Closing Date, except in any case for changes therein specifically permitted by this Agreement or resulting from any transaction expressly consented to in writing by Buyer. (c) The ACME Entities shall have delivered to Buyer certificates, dated as of the Closing Date, signed on behalf of each ACME Entity by its respective President or any Vice President, certifying that the conditions described in subsections (a) and (b) above have been satisfied.

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