Supplier Warranty. Supplier warrants that it owns the Milk supplied to ACM and that it has the right and authority to supply and sell the Milk to ACM free from any encumbrance, mortgage, charge or other security interests.
Supplier Warranty. Supplier represents and warrants that, for a period of [***] from the date of delivery to Tesla, the Items (i) will be free from defects in workmanship, material, and manufacture; (ii) will comply with the requirements of this Agreement, including all Tesla Specifications and manufacturing work instructions; and (iii) will be of merchantable quality and fit and suitable for the purpose intended by Tesla. Supplier further represents and warrants that (A) the Items will consist of new (not used or recycled) material, and (B) Tesla shall acquire good and marketable title to the Items, free and clear of all liens, claims and encumbrances. Further, to the extent that the design of Items is Supplier’s responsibility, Supplier represents and warrants that such design will be free from defects. Supplier acknowledges that Tesla’ intended use of the Items (as components in an electric motor vehicle for sale and use in various territories throughout the world, albeit initially and primarily the United States Of America) and expressly warrants that the Items covered by this Agreement have been selected, designed, manufactured, supplied and/or assembled by the Supplier will be fit and sufficient for the particular purposes intended by Tesla.
Supplier Warranty. Supplier warrants that the Services hereunder shall be performed in accordance with the transfer plan agreed by the parties in writing and in a manner consistent with prevailing industry standards. If any Services do not conform to this warranty, Supplier shall be obligated, as Purchaser's sole remedy (provided that this section does not limit in any manner Purchaser's ability to recover under Supplier's indemnity set forth below), to make commercially reasonable efforts to bring the non-conforming Services into conformance at Supplier's expense. THE WARRANTY EXPRESSLY STATED ABOVE IS THE ONLY WARRANTY APPLICABLE TO THE SERVICES. SUPPLIER MAKES NO REPRESENTATION OR WARRANTY IN THIS EXHIBIT C TO PURCHASER CONCERNING ANY PRODUCTS CONTEMPLATED BY ANY SERVICES, INCLUDING TITLE TO ANY INTELLECTUAL PROPERTY INVOLVED IN THE DESIGN OR MANUFACTURE OF SUCH PRODUCTS, THE PERFORMANCE OF ANY SUCH PRODUCTS, OR THEIR SAFETY OR THEIR FUNCTIONALITY. ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SERVICES ARE DISCLAIMED. NEITHER PARTY SHALL BE LIABLE UNDER THIS EXHIBIT C FOR ANY PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY AND PROPERTY DAMAGE, EQUIPMENT DAMAGE, LOSS OF PROFITS OR REVENUES OR BUSINESS, COST OF CAPITAL, COST OF PURCHASE, COST OF RECALL (WITHOUT LIMITING SUPPLIER'S OBLIGATIONS UNDER SECTION 6.4 OF THE AGREEMENT), OR COST OF REPLACEMENT GOODS. EXCEPT WITH RESPECT TO SUPPLIER'S INDEMNIFICATION OBLIGATIONS BELOW, EACH PARTY'S AGGREGATE LIABILITY UNDER THIS EXHIBIT C, WHETHER BASED UPON CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE ACTUAL AMOUNTS PAID BY PURCHASER FOR THE SERVICES PROVIDED UNDER THIS PROPOSAL DURING THE IMMEDIATELY PRECEDING TWELVE (12) MONTH PERIOD FROM WHEN THE CLAIM FOR LIABILITY AROSE.
Supplier Warranty. 1.1 Without prejudice to any other rights of Tesla, express or implied by law, Supplier shall warrant that Supplier’s products (“Components’) shall be new and unused, free from defects In design, materials and workmanship, shall be fit for their purpose, of satisfactory quality and shall comply with all specifications, drawings, samples and other descriptions furnished or specified by Tesla and shall be approved for use in the Tesla installation and/or application subject to compliance to Tesla’s and/or the supplier’s sign off procedure.
1.2 The Components shall be of no lesser quality than any (prototypes or other trial) products delivered to or examined by Tesla prior to production supplies.
Supplier Warranty. GW represents and warrants that (i) it shall Process, store and Deliver Product in material compliance with applicable GMPs, applicable Laws, the QA Agreement, and Master Batch Records and/or any other procedures agreed upon by the Parties in writing, and (ii) at the time of Delivery, Product will conform to the Specifications (the “Product Warranties”).
Supplier Warranty. Supplier shall perform the Services during the period commencing on the date hereof and ending on the completion of work specified on attached Statement(s) of Work, or any exception thereof. Supplier warrants that the Services shall be performed in a workmanlike manner in accordance with the prevailing reasonable commercial standards applicable hereto, and in compliance with all applicable statutes, acts, ordinances, laws, rules, regulations, odes, and standards. The warranties provided herein are cumulative of any other warranties agreed to by Supplier and are subject to Section 28 hereof.
Supplier Warranty. The Supplier warrants, undertakes and represents to HBDHB that neither the supply, receipt or use of the Services (including the Deliverables) nor HBDHB's possession or use as contemplated by this Agreement of any information or materials supplied under this Agreement will infringe the Intellectual Property rights of any third party.
Supplier Warranty. 72 7.1.1. Basic Warranty....................................................................... 72 7.1.2. Services............................................................................. 73 7.1.3. Warranty Period...................................................................... 73
Supplier Warranty. 7.1 Subject to clause 7.2, Supplier undertakes that services it provides under this Agreement will be performed with reasonable skill and care.
Supplier Warranty. Supplier represents and warrants that for the period of time [* *] from the date of delivery to Applied, or as set forth in Attachment 1, or such other period of time as may be mutually agreed upon in writing between Applied and Supplier, the Items (i) will be free from defects in workmanship, material, and manufacture; (ii) will comply with the requirements of this Agreement, including all Applied Specifications and manufacturing work instructions; and (iii) will be of merchantable quality and fit and suitable for the purpose intended by Applied. Supplier further represents and warrants that (A) the Items will consist of new (not used or recycled) material, and (B) Applied shall acquire good and marketable title to the Items, free and clear of all liens, claims and encumbrances. Further, to the extent that the design of an Item is Supplier’s responsibility, Supplier represents and warrants that such design will be free from defects. In determining whether an Item is [* *], an Item must be [* *]. In determining whether an Item is [* *], such warranty shall extend to [* *], employed in processes (a) that are [* *], or (b) that are [* *] as an intended use. Supplier’s warranties do not extend to defects, failure or malfunction of an Item to the extent such failure, defect or malfunction (a) results from [* *] by Supplier [* *], provided that this exclusion shall not alter or limit [* *]; (b) is caused by [* *] of the Item that is not in accordance with any written instructions accompanying the Item.
