Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO: A. ANY WARRANTY AGAINST HIDDEN DEFECTS; B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS; C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE; D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 2 contracts
Samples: Purchase Agreement (China Southern Airlines Co LTD), Purchase Agreement (China Southern Airlines Co LTD)
Waiver, Release and Renunciation. THIS ARTICLE 4 (INCLUDING ITS SUBPARTS) SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS AGREEMENT OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY SELLER (AS DEFINED BELOW FOR PART, MATERIAL, LEASED PART, OR SERVICES DELIVERED BY THE PURPOSES OF SELLER UNDER THIS CLAUSE) AGREEMENT. THE BUYER RECOGNIZES THAT THE RIGHTS, WARRANTIES AND REMEDIES OF IN THIS ARTICLE 4 ARE ADEQUATE AND SUFFICIENT TO PROTECT THE BUYER SET FORTH FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN THE SELLER PARTS, MATERIALS, LEASED PARTS, OR SERVICES SUPPLIED UNDER THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND AGREEMENT. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLERSELLER AND ITS SUPPLIERS, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, SELLER PART, SOFTWAREMATERIAL, DATA LEASED PART, OR SERVICES DELIVERED BY THE SELLER UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY AND/OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. (2) ANY IMPLIED OR EXPRESS WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDREMEDY FOR BREACH OF CONTRACT;
E. (4) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR TORT, UNDER ANY THEORY OF LIABILITY, HOWEVER ALLEGED, INCLUDING, BUT NOT LIMITED TO, ACTIONS AND/OR CLAIMS FOR NEGLIGENCE, IMPLIED WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY OR FAILURE TO WARN;
(5) ANY RIGHT, CLAIM OR REMEDY TO RECOVER OR BE COMPENSATED FOR:
(a) LOSS OF USE OR DAMAGE TO REPLACEMENT OF ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART PROVIDED UNDER THE AGREEMENT;
(b) LOSS OF, PARTOR DAMAGE OF ANY KIND TO, SOFTWAREANY AIRCRAFT, DATA COMPONENT, EQUIPMENT, ACCESSORY OR SERVICES DELIVERED PART PROVIDED UNDER THIS THE AGREEMENT, FOR ;
(c) LOSS OF USE, REVENUE PROFITS AND/OR PROFIT, OR FOR REVENUES;
(d) ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGESDAMAGE. THE WARRANTIES PROVIDED BY THIS AGREEMENT SHALL NOT BE EXTENDED, PROVIDED THAT ALTERED OR VARIED EXCEPT BY A WRITTEN INSTRUMENT SIGNED BY THE SELLER AND THE BUYER. IN THE EVENT THAT ANY PROVISION OF THE AFORESAID PROVISIONS THIS ARTICLE 4 SHOULD FOR ANY REASON BE HELD UNLAWFUL UNLAWFUL, OR OTHERWISE INEFFECTIVE UNENFORCEABLE, THE REMAINDER OF THIS AGREEMENT ARTICLE 4 SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 4, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUPPLIERS, SUBCONTRACTORS, AND ITS AFFILIATESAFFILIATES AND ANY OF THEIR RESPECTIVE INSURERS.
Appears in 2 contracts
Samples: Purchase Agreement (Avianca Holdings S.A.), Purchase Agreement (Avianca Holdings S.A.)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER USER ENTITY SET FORTH IN THIS CLAUSE 12 THESE CONDITIONS ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER USER ENTITY HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER USER ENTITY AGAINST THE SELLERSELLER AND/OR ITS SUPPLIERS, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED THE DATABASE MADE AVAILABLE UNDER THIS AGREEMENT, THESE CONDITIONS INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S AND/OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART THEREOF, PARTOR THE DATABASE MADE AVAILABLE HEREUNDER. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENTHOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT DAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTDATABASE MADE AVAILABLE UNDER THESE CONDITIONS. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.512.3, “THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, SELLER AND ITS AFFILIATES.
Appears in 2 contracts
Samples: A319/A320 Purchase Agreement (China Southern Airlines Co LTD), A319/A320 Purchase Agreement (China Southern Airlines Co LTD)
Waiver, Release and Renunciation. 12.5.1 SUBJECT TO CLAUSE 12.5.2 THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, AND/OR ITS SUPPLIERS, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, AGREEMENT INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S AND/OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGESDAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY AIRCRAFT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE OR OTHERWISE INEFFECTIVE THE REMAINDER OF DATA DELIVERED UNDER THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTAGREEMENT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, “THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, SELLER AND ITS AFFILIATES.
12.5.2 NOTHING IN THIS CLAUSE 12.5 SHALL CONSTITUTE A WAIVER, RELEASE OR RENUNCIATION BY THE BUYER OR ANY AFFILIATE OF THE BUYER OF ANY EXPRESS OBLIGATIONS OR LIABILITIES OWED BY ANY SUPPLIER OR ANY AFFILIATE OF THE SELLER TO THE BUYER OR ANY AFFILIATE OF THE BUYER PURSUANT TO ANY AGREEMENT BETWEEN SUCH SUPPLIER OR SUCH AFFILIATE OF THE SELLER AND THE BUYER OR ITS AFFILIATE. THE PROVISIONS OF THIS CLAUSE 12.5 SHALL BE WITHOUT PREJUDICE TO THE PROVISIONS OF CLAUSES 14.9 AND 14.11 OF THIS AGREEMENT, CLAUSES 5.4 AND 6.9.6 OF EXHIBIT H TO THIS AGREEMENT, CLAUSE 11 OF ANY SOFTWARE LICENCE AND CLAUSE 8.2 OF ANY CBT LICENCE AND THE OBLIGATIONS OF THE SELLER EXPRESSLY PRESERVED THEREUNDER;
Appears in 2 contracts
Samples: Aircraft Purchase Agreement (AerCap Holdings N.V.), Aircraft Purchase Agreement (AerCap Holdings N.V.)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 AND CLAUSE 14 OF THE AGTA ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS PURCHASE AGREEMENT, INCLUDING BUT NOT LIMITED TO:: A320F – CES 2010 Private & Confidential CT1002329 – Issue 2010.10.28
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
; D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS PURCHASE AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, . PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS PURCHASE AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5CLAUSE, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, SUBCONTRACTORS AND ITS AFFILIATES.
Appears in 2 contracts
Samples: Purchase Agreement (China Eastern Airlines Corp LTD), Purchase Agreement (China Eastern Airlines Corp LTD)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, SELLER AND/OR ITS SUPPLIERS EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, AGREEMENT INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S 'S AND/OR ITS SUPPLIERS' NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGESDAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY AIRCRAFT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE OR OTHERWISE INEFFECTIVE THE REMAINDER OF DATA DELIVERED UNDER THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTAGREEMENT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, "THE “SELLER” " SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 2 contracts
Samples: Purchase Agreement (China Eastern Airlines Corp LTD), Purchase Agreement (China Eastern Airlines Corp LTD)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain non-conformity or defect, the sole and exclusive liability of the Seller shall be to take all reasonable and proper steps to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 OR AS EXPRESSLY MENTIONED ELSEWHERE IN THIS AGREEMENT ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORSSUPPLIERS, AND SUBCONTRACTORS OR ITS AFFILIATES.
Appears in 2 contracts
Samples: Purchase Agreement (Avolon Holdings LTD), Purchase Agreement (Avolon Holdings LTD)
Waiver, Release and Renunciation. THIS ARTICLE 4 (INCLUDING ITS SUBPARTS) SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FORSELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS AGREEMENT OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY SELLER PART, MATERIAL, OR SERVICES (IF ANY) DELIVERED BY THE SELLER UNDER THIS EXHIBIT H. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLERSELLER AND ITS SUPPLIERS, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, SELLER PART, SOFTWAREMATERIAL, DATA LEASED PART, OR SERVICES (IF ANY) DELIVERED BY THE SELLER UNDER THIS AGREEMENTEXHIBIT H, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY AND/OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. (2) ANY IMPLIED OR EXPRESS WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTEDREMEDY FOR BREACH OF CONTRACT; AND***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.
E. (4) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR TORT, UNDER ANY THEORY OF LIABILITY, HOWEVER ALLEGED, INCLUDING, BUT NOT LIMITED TO, ACTIONS AND/OR CLAIMS FOR NEGLIGENCE, GROSS NEGLIGENCE, INTENTIONAL ACTS, WILLFUL DISREGARD, IMPLIED WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY OR FAILURE TO WARN;
(5) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER THE UNIFORM COMMERCIAL CODE OR ANY OTHER STATE OR FEDERAL STATUTE;
(6) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER ANY REGULATIONS OR STANDARDS IMPOSED BY ANY INTERNATIONAL, NATIONAL, STATE OR LOCAL STATUTE OR AGENCY;
(7) ANY RIGHT, CLAIM OR REMEDY TO RECOVER OR BE COMPENSATED FOR:
(a) LOSS OF USE OR DAMAGE TO REPLACEMENT OF ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART PROVIDED UNDER THE AGREEMENT;
(b) LOSS OF, PARTOR DAMAGE OF ANY KIND TO, SOFTWAREANY AIRCRAFT, DATA COMPONENT, EQUIPMENT, ACCESSORY OR SERVICES DELIVERED PART PROVIDED UNDER THIS THE AGREEMENT, FOR ;
(c) LOSS OF USE, REVENUE PROFITS AND/OR PROFIT, OR FOR REVENUES;
(d) ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGESDAMAGE. THE WARRANTIES PROVIDED BY THIS AGREEMENT WILL NOT BE EXTENDED, PROVIDED THAT ALTERED OR VARIED EXCEPT BY A WRITTEN INSTRUMENT SIGNED BY THE SELLER AND THE BUYER. IN THE EVENT THAT ANY PROVISION OF THE AFORESAID PROVISIONS THIS ARTICLE 4 SHOULD FOR ANY REASON BE HELD UNLAWFUL UNLAWFUL, OR OTHERWISE INEFFECTIVE UNENFORCEABLE, THE REMAINDER OF THIS AGREEMENT SHALL ARTICLE 4 WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 4, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUPPLIERS, SUBCONTRACTORS, AND ITS AFFILIATESAFFILIATES AND ANY OF THEIR RESPECTIVE INSURERS.
Appears in 2 contracts
Samples: Purchase Agreement (Frontier Group Holdings, Inc.), Purchase Agreement (Frontier Group Holdings, Inc.)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) LESSOR AND REMEDIES OF THE BUYER LESSEE SET FORTH IN THIS SUB-CLAUSE 12 12.9 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER LESSEE HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER LESSOR AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER LESSEE AGAINST THE SELLERLESSOR, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NON CONFORMANCE OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES LEASED PART DELIVERED UNDER THIS AGREEMENTTHESE LEASING CONDITIONS OR ANY LEASE, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. TO ANY IMPLIED WARRANTY OF MERCHANTABILITY OR OF FITNESS;
C. , ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. , ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER REMEDY IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE LESSOR’S NEGLIGENCE (EXCEPT FOR SELLER’S NEGLIGENCEGROSS NEGLIGENCE OR WILLFUL MISCONDUCT), ACTUAL OR IMPUTED; AND
E. , AND ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, AIRCRAFT OR LEASED PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFITPROFIT WITH RESPECT TO ANY AIRCRAFT OR LEASED PART, OR ANY LIABILITY OF THE BUYER TO ANY THIRD PARTY OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, DAMAGES PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SUB-CLAUSE 12.9.8 SHALL REMAIN IN FULL FORCE AND EFFECT. [*** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.]
Appears in 2 contracts
Samples: Purchase Agreement (Avianca Holdings S.A.), Purchase Agreement (Avianca Holdings S.A.)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 OR EXPRESSLY MENTIONED ELSEWHERE IN THIS AGREEMENT ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-NON CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
; AVOLON A320 Purchase Agreement December 2010 C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 2 contracts
Samples: Purchase Agreement (Avolon Holdings LTD), Purchase Agreement (Avolon Holdings LTD)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA ACCESSORY OR SERVICES PART THEREOF DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. TO ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. , ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. , ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER REMEDY IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, (EXCEPT FOR SELLER’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT) ACTUAL OR IMPUTED; AND
E. , AND ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA ACCESSORY OR SERVICES DELIVERED UNDER THIS AGREEMENTPART THEREOF, FOR LOSS OF USE, REVENUE OR PROFITPROFIT WITH RESPECT TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY OR PART THEREOF, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SUB-CLAUSE 12.5 SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 2 contracts
Samples: Purchase Agreement (Avianca Holdings S.A.), Purchase Agreement (Avianca Holdings S.A.)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 11 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA ACCESSORY OR SERVICES PART THEREOF DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. TO ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. , ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. , ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER REMEDY IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCENEGLIGENCE (EXCEPT FOR SELLER’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT), ACTUAL OR IMPUTED; AND
E. , AND ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA ACCESSORY OR SERVICES DELIVERED UNDER THIS AGREEMENTPART THEREOF, FOR LOSS OF USE, REVENUE OR PROFITPROFIT WITH RESPECT TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY OR PART THEREOF, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SUB-CLAUSE 11.4 SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 2 contracts
Samples: Purchase Agreement (Avianca Holdings S.A.), Purchase Agreement (Avianca Holdings S.A.)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of the art at the date of their development. Should any Technical Data prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller will be to take all reasonable and proper steps to correct such Technical Data. Irrespective of any other provisions herein, no warranties of any kind will be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) [AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14] ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. (I) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (II) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (III) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. (IV) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. AND ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. (V) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER [DIRECT, ,] INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 2 contracts
Samples: Purchase Agreement (Frontier Group Holdings, Inc.), Purchase Agreement (Frontier Group Holdings, Inc.)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, SELLER AND/OR ITS SUPPLIERS EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, AGREEMENT INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S AND/OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGESDAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY AIRCRAFT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE OR OTHERWISE INEFFECTIVE THE REMAINDER OF DATA DELIVERED UNDER THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTAGREEMENT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, “THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 2 contracts
Samples: A319/A320 Purchase Agreement (China Southern Airlines Co LTD), A319/A320 Purchase Agreement (China Southern Airlines Co LTD)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their development. If any Technical Data prepared by the Seller contains a non-conformity or defect, the sole and exclusive liability of the Seller will be to take reasonable steps to correct such Technical Data. Notwithstanding any provision of this Agreement, no warranty of any kind will be given with respect to COC Data. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SOFTWARE SERVICES DELIVERED UNDER THIS AGREEMENTCLAUSE 14, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. B. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. C. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR HAL – X000 XX0-00 XXX X000 XX - XX0 Miscellaneous *** Confidential Treatment Requested OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AFFILIATES AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 2 contracts
Samples: Purchase Agreement (Hawaiian Holdings Inc), Purchase Agreement (Hawaiian Holdings Inc)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of the art at the date of their development. Should any Technical Data prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller will be to take all reasonable and proper steps to correct such Technical Data. Irrespective of any other provisions herein, no warranties of any kind will be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) [AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14] ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. (I) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (II) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (III) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. (IV) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (V) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER [DIRECT, ,] INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 2 contracts
Samples: Purchase Agreement (Frontier Group Holdings, Inc.), Purchase Agreement (Frontier Group Holdings, Inc.)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain non-conformity or defect, the sole and exclusive liability of the Seller shall be to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
; D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Waiver, Release and Renunciation. THIS ARTICLE 4 (INCLUDING ITS SUBPARTS) SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS AGREEMENT OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY SELLER (AS DEFINED BELOW FOR PART, MATERIAL, LEASED PART, OR SERVICES DELIVERED BY THE PURPOSES OF SELLER UNDER THIS CLAUSE) AGREEMENT. THE BUYER RECOGNIZES THAT THE RIGHTS, WARRANTIES AND REMEDIES OF IN THIS ARTICLE 4 ARE ADEQUATE AND SUFFICIENT TO PROTECT THE BUYER SET FORTH FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN THE SELLER PARTS, MATERIALS, LEASED PARTS, OR SERVICES SUPPLIED UNDER THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND AGREEMENT. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLERSELLER AND ITS SUPPLIERS, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, SELLER PART, SOFTWAREMATERIAL, DATA LEASED PART, OR SERVICES DELIVERED BY THE SELLER UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:: [***] Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY AND/OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. (2) ANY IMPLIED OR EXPRESS WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDREMEDY FOR BREACH OF CONTRACT;
E. (4) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR TORT, UNDER ANY THEORY OF LIABILITY, HOWEVER ALLEGED, INCLUDING, BUT NOT LIMITED TO, ACTIONS AND/OR CLAIMS FOR NEGLIGENCE, IMPLIED WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY OR FAILURE TO WARN;
(5) ANY RIGHT, CLAIM OR REMEDY TO RECOVER OR BE COMPENSATED FOR:
(a) LOSS OF USE OR DAMAGE TO REPLACEMENT OF ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART PROVIDED UNDER THE AGREEMENT;
(b) LOSS OF, PARTOR DAMAGE OF ANY KIND TO, SOFTWAREANY AIRCRAFT, DATA COMPONENT, EQUIPMENT, ACCESSORY OR SERVICES DELIVERED PART PROVIDED UNDER THIS THE AGREEMENT, FOR ;
(c) LOSS OF USE, REVENUE PROFITS AND/OR PROFIT, OR FOR REVENUES;
(d) ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGESDAMAGE. THE WARRANTIES PROVIDED BY THIS AGREEMENT SHALL NOT BE EXTENDED, PROVIDED THAT ALTERED OR VARIED EXCEPT BY A WRITTEN INSTRUMENT SIGNED BY THE SELLER AND THE BUYER. IN THE EVENT THAT ANY PROVISION OF THE AFORESAID PROVISIONS THIS ARTICLE 4 SHOULD FOR ANY REASON BE HELD UNLAWFUL UNLAWFUL, OR OTHERWISE INEFFECTIVE UNENFORCEABLE, THE REMAINDER OF THIS AGREEMENT ARTICLE 4 SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 4, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUPPLIERS, SUBCONTRACTORS, AND ITS AFFILIATES.AFFILIATES AND ANY OF THEIR RESPECTIVE INSURERS. [***]
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW HEREIN FOR THE PURPOSES OF THIS CLAUSEEXHIBIT H) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARTICLE 4 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFTMATERIAL, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA LEASED PART AND/OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;; A320F NEO - CES 2013 Private & Confidential CT1302606
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, MATERIAL, LEASED PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, ; PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 4.3, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Samples: Purchase Agreement (China Eastern Airlines Corp LTD)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) LESSOR AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER LESSEE SET FORTH IN THIS CLAUSE 12 6 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER LESSEE HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER LESSOR AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER LESSEE AGAINST THE SELLERLESSOR, ITS SUPPLIERS AND/OR THEIR INSURERS EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES LEASED PART DELIVERED UNDER THIS AGREEMENT, THESE LEASING CONDITIONS INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLERLESSOR’S OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART THEREOF OR ANY LEASED PART DELIVERED HEREUNDER. THE LESSOR AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENTHOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGES, PROVIDED THAT DAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTLEASED PART DELIVERED UNDER THESE LEASING CONDITIONS. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.56.9.6, “THE “SELLERLESSOR” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, LESSOR AND ITS AFFILIATES.. NOTHING IN THIS CLAUSE 6.9.6 SHALL CONSTITUE A WAIVER, RELEASE OR RENUNCIATION BY THE BUYER OR ANY AFFILIATE OF THE BUYER OF ANY EXPRESS OBLIGATIONS OR LIABILITIES OWED BY ANY SUPPLIER OR ANY AFFILIATE OF THE SELLER TO THE BUYER OR ITS AFFILIATE PURSUANT TO ANY AGREEMENT BETWEEN SUCH SUPPLIER OR AFFILIATE OF THE SELLER AND THE BUYER OR ITS AFFILIATE. THE PROVISIONS OF THIS CLAUSE 6.9.6 SHALL BE WITHOUT PREJUDICE TO THE PROVISIONS OF CLAUSES 14.9 AND CLAUSE 14.11 OF THIS AGREEMENT, CLAUSE 5.4 OF THIS EXHIBIT H, CLAUSE 11 OF ANY SOFTWARE LICENCE AND CLAUSE 8.2 OF ANY CBT LICENCE AND THE OBLIGATIONS OF THE SELLER EXPRESSLY PRESERVED THEREUNDER; APPENDIX “A” TO CLAUSE 6 OF EXHIBIT “H” SELLER PARTS AVAILABLE FOR LEASING AILERONS APU DOORS CARGO DOORS PASSENGER DOORS ELEVATORS FLAPS LANDING GEAR DOORS RUDDER TAIL CONE SLATS SPOILERS AIRBRAKES WING TIPS WINGLETS
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 11 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA ACCESSORY OR SERVICES PART THEREOF DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. TO ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. , ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. , ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER REMEDY IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S 'S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. , AND ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA ACCESSORY OR SERVICES DELIVERED UNDER THIS AGREEMENTPART THEREOF, FOR LOSS OF USE, REVENUE OR PROFITPROFIT WITH RESPECT TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY OR PART THEREOF, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SUB-CLAUSE 11.4 SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Samples: Purchase Agreement (Tam S.A.)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER LICENSOR (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER LICENSEE SET FORTH IN THIS CLAUSE ARTICLE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER LICENSEE HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER LICENSOR AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER LICENSEE AGAINST THE SELLERLICENSOR, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR AIRBUS SOFTWARE AND SERVICES DELIVERED UNDER THE AGREEMENT AND/OR THIS AGREEMENTSOFTWARE LICENSE, INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, TORT AND WHETHER OR NOT ARISING FROM THE SELLERLICENSOR’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, EXECUTION VERSION – Air Lease Corporation Page 134 of 158 A350XWB Family Purchase Agreement – Ref. CLC-CT1103521 PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS THE AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGES. PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL SOFTWARE LICENSE WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 12, “THE “SELLERLICENSOR” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLERLICENSOR, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS. The Licensor will have no liability for data that is entered into the Airbus Software by the Licensee and/or used for computation purposes.
Appears in 1 contract
Samples: Purchase Agreement (Air Lease Corp)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 5 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, ITS SUPPLIERS AND/OR THEIR INSURERS EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES MATERIAL DELIVERED UNDER THIS AGREEMENT, AGREEMENT INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S AND/OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART THEREOF OR MATERIAL DELIVERED HEREUNDER. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENTHOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGES, PROVIDED THAT DAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF MATERIAL DELIVERED UNDER THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTAGREEMENT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.55.4, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, SELLER AND ITS AFFILIATES.. NOTHING IN THIS CLAUSE 5.4 SHALL CONSTITUE A WAIVER, RELEASE OR RENUNCIATION BY THE BUYER OR ANY AFFILIATE OF THE BUYER OF ANY EXPRESS OBLIGATIONS OR LIABILITIES OWED BY ANY SUPPLIER OR ANY AFFILIATE OF THE SELLER TO THE BUYER OR ITS AFFILIATE PURSUANT TO ANY AGREEMENT BETWEEN SUCH SUPPLIER OR AFFILIATE OF THE SELLER AND THE BUYER OR ITS AFFILIATE. THE PROVISIONS OF THIS CLAUSE 5.4 SHALL BE WITHOUT PREJUDICE TO THE PROVISIONS OF CLAUSES 14.9 AND CLAUSE 14.11 OF THIS AGREEMENT, CLAUSE 6.9.6 OF THIS EXHIBIT H, CLAUSE 11 OF ANY SOFTWARE LICENCE AND CLAUSE 8.2 OF ANY CBT LICENCE AND THE OBLIGATIONS OF THE SELLER EXPRESSLY PRESERVED THEREUNDER;
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) LESSOR AND REMEDIES OF THE BUYER LESSEE SET FORTH IN THIS CLAUSE 12 6 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER LESSEE HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER LESSOR AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER LESSEE AGAINST THE SELLERLESSOR, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES LEASED PART DELIVERED UNDER THIS AGREEMENT, THESE LEASING CONDITIONS INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. : (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ; (B) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. ; (C) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S LESSOR'S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. AND (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART THEREOF. LESSOR SHALL HAVE NO OBLIGATION OR LIABILITY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENTHOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGES, PROVIDED THAT DAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN THE EVENT THAT ANY LEASED PART DELIVERED UNDER THESE LEASING CONDITIONS. APPENDIX "A" TO CLAUSE 6 OF THE AFORESAID PROVISIONS SHOULD EXHIBIT "H" SELLER PARTS AVAILABLE FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.LEASING AILERONS APU DOORS CARGO DOORS PASSENGER DOORS ELEVATORS FLAPS LANDING GEAR DOORS RUDDER TAIL CONE SLATS SPOILERS AIRBRAKES WING TIPS WINGLETS
Appears in 1 contract
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of the art at the date of their development. Should any Technical Data prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller will be to take all reasonable and proper steps to correct such Technical Data. Irrespective of any other provisions herein, no warranties of any kind will be given for the COC Data, as set forth in Clause 14.9. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER WARRANTY BENEFICIARY SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER WARRANTY BENEFICIARY HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER WARRANTY BENEFICIARY AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR TECHNICAL SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
; C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
; D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA ACCESSORY OR SERVICES PART DELIVERED UNDER THIS AGREEMENT, AGREEMENT INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ; (B) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. ; (C) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S 'S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. AND (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART THEREOF. SELLER SHALL HAVE NO OBLIGATION OR LIABILITY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENTHOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGESDAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY AIRCRAFT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL COMPONENT, EQUIPMENT, ACCESSORY OR OTHERWISE INEFFECTIVE THE REMAINDER OF PART DELIVERED UNDER THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATESAGREEMENT.
Appears in 1 contract
Waiver, Release and Renunciation. THIS ARTICLE 4 (INCLUDING ITS SUBPARTS) SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS EXHIBIT H OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY SELLER (AS DEFINED BELOW FOR PART, MATERIAL, LEASED PART, OR SERVICES DELIVERED BY THE PURPOSES OF SELLER UNDER THIS CLAUSE) EXHIBIT H. THE BUYER RECOGNIZES THAT THE RIGHTS, WARRANTIES AND REMEDIES OF IN THIS ARTICLE 4 ARE ADEQUATE AND SUFFICIENT TO PROTECT THE BUYER SET FORTH FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN THE SELLER PARTS, MATERIALS, LEASED PARTS, OR SERVICES SUPPLIED UNDER THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND EXHIBIT H. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLERSELLER AND ITS SUPPLIERS, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, SELLER PART, SOFTWAREMATERIAL, DATA LEASED PART, OR SERVICES DELIVERED BY THE SELLER UNDER THIS AGREEMENTEXHIBIT H, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Waiver, Release and Renunciation. The Seller warrants [***]. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR [***] Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 A320neo Family PA – March 2015 Clause 14 - Page 52 of 246 IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATIONAND [***]PROVIDED THAT, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 AND CLAUSE 14 OF THE AGTA ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
; D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Samples: Purchase Agreement (China Southern Airlines Co LTD)
Waiver, Release and Renunciation. THIS ARTICLE 4 (INCLUDING ITS SUBPARTS) SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS AGREEMENT OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY SELLER (AS DEFINED BELOW FOR PART, MATERIAL, LEASED PART, OR SERVICES DELIVERED BY THE PURPOSES OF SELLER UNDER THIS CLAUSE) AGREEMENT. THE BUYER RECOGNIZES THAT THE RIGHTS, WARRANTIES AND REMEDIES OF IN THIS ARTICLE 4 ARE ADEQUATE AND SUFFICIENT TO PROTECT THE BUYER SET FORTH FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN THE SELLER PARTS, MATERIALS, LEASED PARTS, OR SERVICES SUPPLIED UNDER THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND AGREEMENT. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLERSELLER AND ITS SUPPLIERS, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, SELLER PART, SOFTWAREMATERIAL, DATA LEASED PART, OR SERVICES DELIVERED BY THE SELLER UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY AND/OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. (2) ANY IMPLIED OR EXPRESS WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDREMEDY FOR BREACH OF CONTRACT;
E. (4) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS TORT, UNDER ANY THEORY OF LIABILITY, HOWEVER ALLEGED, INCLUDING, BUT NOT LIMITED TO, ACTIONS AND/OR DAMAGE CLAIMS FOR NEGLIGENCE, GROSS NEGLIGENCE, INTENTIONAL ACTS, WILLFUL DISREGARD, IMPLIED WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY OR FAILURE TO WARN;
(5) ANY AIRCRAFTRIGHT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA CLAIM OR SERVICES DELIVERED REMEDY ARISING UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE THE UNIFORM COMMERCIAL CODE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL STATE OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.FEDERAL STATUTE;
Appears in 1 contract
Waiver, Release and Renunciation. The Seller warrants [*****]. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION[*****] PROVIDED THAT, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. [*** This information is subject to confidential treatment and has been omitted ***] Confidential material redacted and filed separately with the Securities and Exchange Commission. CC – C 337.0045/07 Page 46/92 AZU A320 NEO PA Reference CT1307022 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, SUBCONTRACTORS AND ITS AFFILIATES.
Appears in 1 contract
Samples: Purchase Agreement (Azul Sa)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER USER ENTITY SET FORTH IN THIS CLAUSE 12 THESE CONDITIONS ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER USER ENTITY HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER USER ENTITY AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED THE DATABASE MADE AVAILABLE UNDER THIS AGREEMENT, THESE CONDITIONS INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ; (B) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. ; (C) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S 'S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. AND (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART THEREOF. THE SELLER SHALL HAVE NO OBLIGATION OR LIABILITY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENTHOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT DAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATESDATABASE MADE AVAILABLE UNDER THESE CONDITIONS.
Appears in 1 contract
Waiver, Release and Renunciation. 14.11.1 The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain non-conformity or defect, the sole and exclusive liability of the Seller shall be to take all reasonable and proper steps to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGTA AND THE RELEVANT PURCHASE AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. : A ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ; B ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ; C ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ; D ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. AND E ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGTA AND THE RELEVANT PURCHASE AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGTA AND THE RELEVANT PURCHASE AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS SUPPLIERS, SUBCONTRACTORS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Samples: Aircraft General Terms Agreement (China Southern Airlines Co LTD)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER LICENSOR (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER LICENSEE SET FORTH IN THIS CLAUSE ARTICLE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER LICENSEE HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER LICENSOR AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER LICENSEE AGAINST THE SELLERLICENSOR, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR AIRBUS SOFTWARE AND SERVICES DELIVERED UNDER THE AGREEMENT AND/OR THIS AGREEMENTSOFTWARE LICENSE, INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION. LIABILITY, RIGHT. CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT AND WHETHER OR NOT ARISING FROM THE LICENSOR’S NEGLIGENCE, ACTUAL OR IMPUTED; AND A320F NEO - CES 2013 Private & Confidential CT1302606 (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS THE AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGES. PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SOFTWARE LICENSE SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 12, “THE “SELLERLICENSOR” SHALL BE UNDERSTOOD TO INCLUDE THE SELLERLICENSOR, ANY OF ITS SUPPLIERS SUPPLIERS, SUBCONTRACTORS AND SUBCONTRACTORS, AND ITS AFFILIATES. The Licensor shall have no liability for data that is entered into the Airbus Software by the Licensee and/or used for computation purposes.
Appears in 1 contract
Samples: Purchase Agreement (China Eastern Airlines Corp LTD)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller shall be to take all CT1707017 PA A321 NEO EXECUTION [***] Confidential portion omitted and filed separately with the Commission Pursuant to a Request for Confidential Treatment. reasonable and proper steps to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes, as set forth in Subclause 14.9. THIS CLAUSE 14 SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS AGREEMENT OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY TECHNICAL DATA OR SERVICES DELIVERED BY THE SELLER (AS DEFINED BELOW FOR UNDER THIS AGREEMENT. THE PURPOSES OF THIS CLAUSE) BUYER RECOGNIZES THAT THE RIGHTS, WARRANTIES AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE ADEQUATE AND SUFFICIENT TO PROTECT THE BUYER FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN SUBSTITUTION FOR, THE GOODS AND SERVICES SUPPLIED UNDER THIS AGREEMENT. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES SERVICE DELIVERED BY THE SELLER UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY AND/OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. (2) ANY IMPLIED OR EXPRESS WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDREMEDY FOR BREACH OF CONTRACT;
E. (4) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR TORT, UNDER ANY THEORY OF LIABILITY, HOWEVER ALLEGED, INCLUDING, BUT NOT LIMITED TO, ACTIONS AND/OR CLAIMS FOR NEGLIGENCE, GROSS NEGLIGENCE, INTENTIONAL ACTS, WILLFUL DISREGARD, IMPLIED WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY OR FAILURE TO WARN;
(5) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER THE UNIFORM COMMERCIAL CODE OR ANY OTHER STATE OR FEDERAL STATUTE;
(6) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER ANY REGULATIONS OR STANDARDS IMPOSED BY ANY INTERNATIONAL, NATIONAL, STATE OR LOCAL STATUTE OR AGENCY; CT1707017 PA A321 NEO EXECUTION [***] Confidential portion omitted and filed separately with the Commission Pursuant to a Request for Confidential Treatment.
(7) ANY RIGHT, CLAIM OR REMEDY TO RECOVER OR BE COMPENSATED FOR:
(a) LOSS OF USE OR DAMAGE TO REPLACEMENT OF ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA ACCESSORY OR SERVICES DELIVERED PART PROVIDED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.;
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) LESSOR AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER LESSEE SET FORTH IN THIS CLAUSE 12 6 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER LESSEE HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER LESSOR AND/OR ITS SUPPLIERS AND RIGHTS, . CLAIMS AND REMEDIES OF THE BUYER LESSEE AGAINST THE SELLERLESSOR, ITS SUPPLIERS AND/OR THEIR INSURERS EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES LEASED PART DELIVERED UNDER THIS AGREEMENT, THESE LEASING CONDITIONS INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTSDEFECTS (GARANTIE DES VICES CACHES);
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, . WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLERLESSOR’S OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART THEREOF OR ANY LEASED PART DELIVERED HEREUNDER. THE LESSOR AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENTHOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL. OR CONSEQUENTIAL DAMAGES, PROVIDED THAT DAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTLEASED PART DELIVERED UNDER THESE LEASING CONDITIONS. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.56.9.6, “THE “SELLERLESSOR” SHALL BE UNDERSTOOD TO INCLUDE THE SELLERLESSOR, ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.THEIR RESPECTIVE INSURERS. AILERONS APU DOORS CARGO DOORS PASSENGER DOORS ELEVATORS FLAPS LANDING GEAR DOORS RUDDER TAIL CONE SLATS SPOILERS AIRBRAKES WING TIPS WINGLETS
Appears in 1 contract
Samples: Purchase Agreement (Controladora Vuela Compania De Aviacion, S.A.B. De C.V.)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller will be to take all reasonable and proper steps to correct such Technical Data. Irrespective of any other provisions herein, no warranties of any kind will be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATES.ANY OF THEIR RESPECTIVE INSURERS. EXECUTION VERSION – Air Lease Corporation Page 54 of 158 A350XWB Family Purchase Agreement – Ref. CLC-CT1103521
Appears in 1 contract
Samples: Purchase Agreement (Air Lease Corp)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-NON CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA DATA, OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 A320F NEO - CES 2013 Private & Confidential CT1302606 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Samples: Purchase Agreement (China Eastern Airlines Corp LTD)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, NEGLIGENCE ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATES.ANY OF THEIR RESPECTIVE INSURERS. A350 XWB – TAM – 12/2007
Appears in 1 contract
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain non-conformity or defect, the sole and exclusive liability of the Seller shall be to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes. XX0000000 – United Airlines, Inc. – A350-900XWB Purchase Agreement – Letter Agreement No.5 LA5-7 THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
; C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
; D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATES.ANY OF THEIR RESPECTIVE INSURERS. XX0000000 – United Airlines, Inc. – A350-900XWB Purchase Agreement – Letter Agreement No.5 LA5-8
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW HEREIN FOR THE PURPOSES OF THIS CLAUSEEXHIBIT H) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARTICLE 2.3 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA MATERIAL AND/OR SERVICES DELIVERED UNDER THIS AGTA AND/OR THE RELEVANT PURCHASE AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
; *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CT0803291 Private & Confidential D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Samples: Aircraft General Terms Agreement (China Southern Airlines Co LTD)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW HEREIN FOR THE PURPOSES OF THIS CLAUSEEXHIBIT H) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARTICLE 4 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFTMATERIAL, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA LEASED PART AND/OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, MATERIAL, LEASED PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, ; [*****] Confidential material redacted and filed separately with the Securities and Exchange Commission. AZU A320 NEO PA Reference CT1307022 – Exhibit H PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 4.3, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, SUBCONTRACTORS AND ITS AFFILIATES.
Appears in 1 contract
Samples: Purchase Agreement (Azul Sa)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain non-conformity or defect, the sole and exclusive liability of the Seller shall be to take all reasonable and proper steps to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 OR AS EXPRESSLY MENTIONED ELSEWHERE IN THIS AGREEMENT ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND SUBCONTRACTORS OR ITS AFFILIATES.. Execution Version Avolon – A330neo Purchase Agreement, ref CLC-CT1404183
Appears in 1 contract
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain non-conformity or defect, the sole and exclusive liability of the Seller shall be to take all reasonable and proper steps to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.. A320F NEO - CES 2013 Private & Confidential CT1302606
Appears in 1 contract
Samples: Purchase Agreement (China Eastern Airlines Corp LTD)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of the art at the date of their development. Should any Technical Data prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller will be to take all reasonable and proper steps to correct such Technical Data. Irrespective of any other provisions herein, no warranties of any kind will be given for the COC Data, as set forth in Clause 14.9. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER WARRANTY BENEFICIARY SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER WARRANTY BENEFICIARY HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER WARRANTY BENEFICIARY AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR TECHNICAL SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Waiver, Release and Renunciation. THIS ARTICLE 4 (INCLUDING ITS SUBPARTS) SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FORSELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS AGREEMENT OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY SELLER PART, MATERIAL, OR SERVICES (IF ANY) DELIVERED BY THE SELLER UNDER THIS EXHIBIT H. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLERSELLER AND ITS SUPPLIERS, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, SELLER PART, SOFTWAREMATERIAL, DATA LEASED PART, OR SERVICES (IF ANY) DELIVERED BY THE SELLER UNDER THIS AGREEMENTEXHIBIT H, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY AND/OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. (2) ANY IMPLIED OR EXPRESS WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;; *****Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.
D. (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDREMEDY FOR BREACH OF CONTRACT;
E. (4) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR TORT, UNDER ANY THEORY OF LIABILITY, HOWEVER ALLEGED, INCLUDING, BUT NOT LIMITED TO, ACTIONS AND/OR CLAIMS FOR NEGLIGENCE, GROSS NEGLIGENCE, INTENTIONAL ACTS, WILLFUL DISREGARD, IMPLIED WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY OR FAILURE TO WARN;
(5) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER THE UNIFORM COMMERCIAL CODE OR ANY OTHER STATE OR FEDERAL STATUTE;
(6) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER ANY REGULATIONS OR STANDARDS IMPOSED BY ANY INTERNATIONAL, NATIONAL, STATE OR LOCAL STATUTE OR AGENCY;
(7) ANY RIGHT, CLAIM OR REMEDY TO RECOVER OR BE COMPENSATED FOR:
(A) LOSS OF USE OR DAMAGE TO REPLACEMENT OF ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA ACCESSORY OR SERVICES DELIVERED PART PROVIDED UNDER THIS THE AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.;
Appears in 1 contract
Waiver, Release and Renunciation. 14.11.1 The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception, Should any Technical Data prepared by the Seller contain non-conformity or defect, the sole and exclusive liability of the Seller shall be to take all reasonable and proper steps to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 AND CLAUSE 14 OF THE AGTA ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
; D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Samples: Purchase Agreement (China Southern Airlines Co LTD)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW HEREIN FOR THE PURPOSES OF THIS CLAUSEEXHIBIT H) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARTICLE 4 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFTMATERIAL, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA LEASED PART AND/OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDAND AVOLON A320 Purchase Agreement December 2010
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, MATERIAL, LEASED PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, ; PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 4.3, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORSSUPPLIERS, AND SUBCONTRACTORS OR ITS AFFILIATES.
Appears in 1 contract
Waiver, Release and Renunciation. THIS ARTICLE 4 (INCLUDING ITS SUBPARTS) SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS EXHIBIT H OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY SELLER (AS DEFINED BELOW FOR PART, MATERIAL, LEASED PART, OR SERVICES DELIVERED BY THE PURPOSES OF SELLER UNDER THIS CLAUSE) EXHIBIT H. THE BUYER RECOGNIZES THAT THE RIGHTS, WARRANTIES AND REMEDIES OF IN THIS ARTICLE 4 ARE ADEQUATE AND SUFFICIENT TO PROTECT THE BUYER SET FORTH FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN THE SELLER PARTS, MATERIALS, LEASED PARTS, OR SERVICES SUPPLIED UNDER THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND EXHIBIT H. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLERSELLER AND ITS SUPPLIERS, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, [***] Confidential portion omitted and filed separately with the Commission Pursuant to a Request for Confidential Treatment. SELLER PART, SOFTWAREMATERIAL, DATA LEASED PART, OR SERVICES DELIVERED BY THE SELLER UNDER THIS AGREEMENTEXHIBIT H, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY AND/OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. (2) ANY IMPLIED OR EXPRESS WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDREMEDY FOR BREACH OF CONTRACT;
E. (4) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR TORT, UNDER ANY THEORY OF LIABILITY, HOWEVER ALLEGED, INCLUDING, BUT NOT LIMITED TO, ACTIONS AND/OR CLAIMS FOR NEGLIGENCE, GROSS NEGLIGENCE, INTENTIONAL ACTS, WILLFUL DISREGARD, IMPLIED WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY OR FAILURE TO WARN;
(5) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER THE UNIFORM COMMERCIAL CODE OR ANY OTHER STATE OR FEDERAL STATUTE;
(6) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER ANY REGULATIONS OR STANDARDS IMPOSED BY ANY INTERNATIONAL, NATIONAL, STATE OR LOCAL STATUTE OR AGENCY;
(7) ANY RIGHT, CLAIM OR REMEDY TO RECOVER OR BE COMPENSATED FOR:
(a) LOSS OF USE OR DAMAGE TO REPLACEMENT OF ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART PROVIDED UNDER THE AGREEMENT;
(b) LOSS OF, PARTOR DAMAGE OF ANY KIND TO, SOFTWAREANY AIRCRAFT, DATA COMPONENT, EQUIPMENT, ACCESSORY OR SERVICES DELIVERED PART PROVIDED UNDER THIS THE AGREEMENT, FOR ;
(c) LOSS OF USE, REVENUE PROFITS AND/OR PROFIT, OR FOR REVENUES;
(d) ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGESDAMAGE. THE WARRANTIES PROVIDED BY THIS EXHIBIT H SHALL NOT BE EXTENDED, PROVIDED THAT ALTERED OR VARIED EXCEPT BY A WRITTEN INSTRUMENT EXECUTED BY THE SELLER AND THE BUYER. IN THE EVENT THAT ANY PROVISION OF THE AFORESAID PROVISIONS THIS ARTICLE 4 SHOULD FOR ANY REASON BE HELD UNLAWFUL UNLAWFUL, OR OTHERWISE INEFFECTIVE [***] Confidential portion omitted and filed separately with the Commission Pursuant to a Request for Confidential Treatment. UNENFORCEABLE, THE REMAINDER OF THIS AGREEMENT ARTICLE 4 SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 4, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS SUPPLIERS, SUBCONTRACTORS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 AND CLAUSE 14 OF THE AGTA ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S 'S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5CLAUSE, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, SUBCONTRACTORS AND ITS AFFILIATES.
Appears in 1 contract
Samples: Purchase Agreement (China Eastern Airlines Corp LTD)
Waiver, Release and Renunciation. THIS ARTICLE 4 (INCLUDING ITS SUBPARTS) SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS EXHIBIT H OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY SELLER (AS DEFINED BELOW FOR PART, MATERIAL, LEASED PART, OR SERVICES DELIVERED BY THE PURPOSES OF SELLER UNDER THIS CLAUSE) EXHIBIT H. THE BUYER RECOGNIZES THAT THE RIGHTS, WARRANTIES AND REMEDIES OF IN THIS ARTICLE 4 ARE ADEQUATE AND SUFFICIENT TO PROTECT THE BUYER SET FORTH FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN THE SELLER PARTS, MATERIALS, LEASED PARTS, OR SERVICES SUPPLIED UNDER THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND EXHIBIT H. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLERSELLER AND ITS SUPPLIERS, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, SELLER PART, SOFTWAREMATERIAL, DATA LEASED PART, OR SERVICES DELIVERED BY THE SELLER UNDER THIS AGREEMENTEXHIBIT H, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY AND/OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. (2) ANY IMPLIED OR EXPRESS WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDREMEDY FOR BREACH OF CONTRACT;
E. (4) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR TORT, UNDER ANY THEORY OF LIABILITY, HOWEVER ALLEGED, INCLUDING, BUT NOT LIMITED TO, ACTIONS AND/OR CLAIMS FOR NEGLIGENCE, GROSS NEGLIGENCE, INTENTIONAL ACTS, WILLFUL DISREGARD, IMPLIED WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY OR FAILURE TO WARN;
(5) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER THE UNIFORM COMMERCIAL CODE OR ANY OTHER STATE OR FEDERAL STATUTE;
(6) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER ANY REGULATIONS OR STANDARDS IMPOSED BY ANY INTERNATIONAL, NATIONAL, STATE OR LOCAL STATUTE OR AGENCY;
(7) ANY RIGHT, CLAIM OR REMEDY TO RECOVER OR BE COMPENSATED FOR:
(a) LOSS OF USE OR DAMAGE TO REPLACEMENT OF ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART PROVIDED UNDER THE AGREEMENT;
(b) LOSS OF, PARTOR DAMAGE OF ANY KIND TO, SOFTWAREANY AIRCRAFT, DATA COMPONENT, EQUIPMENT, ACCESSORY OR SERVICES DELIVERED PART PROVIDED UNDER THIS THE AGREEMENT, FOR ;
(c) LOSS OF USE, REVENUE PROFITS AND/OR PROFIT, OR FOR REVENUES;
(d) ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGESDAMAGE. THE WARRANTIES PROVIDED BY THIS EXHIBIT H WILL NOT BE EXTENDED, PROVIDED THAT ALTERED OR VARIED EXCEPT BY A WRITTEN INSTRUMENT EXECUTED AND DELIVERED BY THE SELLER AND THE BUYER. IN THE EVENT THAT ANY PROVISION OF THE AFORESAID PROVISIONS THIS ARTICLE 4 SHOULD FOR ANY REASON BE HELD UNLAWFUL UNLAWFUL, OR OTHERWISE INEFFECTIVE UNENFORCEABLE, THE REMAINDER OF THIS AGREEMENT SHALL ARTICLE 4 WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 4, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS SUPPLIERS, SUBCONTRACTORS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Waiver, Release and Renunciation. The Seller warrants that the Technical Data and Software Services are prepared in accordance with the state of the art at the date of their development. Should any Technical Data or Software Services prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller will be to take all reasonable and proper steps to correct such Technical Data or Software Services. Irrespective of any other provisions herein, no warranties of any kind will be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SOFTWARE SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. (i) ANY WARRANTY AGAINST HIDDEN DEFECTS;; ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.
B. (ii) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (iii) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. (iv) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (v) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, ITS SUPPLIERS AND/OR THEIR INSURERS, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, AGREEMENT INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTSDEFECTS (GARANTIE DES VICES CACHES);
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S AND/OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGESDAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY AIRCRAFT, PROVIDED THAT IN COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE OR DATA DELIVERED UNDER THIS AGREEMENT. FOR THE EVENT THAT PURPOSES OF THIS CLAUSE 12.5, “THE SELLER” SHALL INCLUDE THE SELLER, ITS AFFILIATES AND ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTTHEIR RESPECTIVE INSURERS. A320 / A330 – TAM – 11/2006 “[* * *** ]” This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATEScommission.
Appears in 1 contract
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain any non-conformity or defect, the sole and exclusive liability of the Seller shall be to take all reasonable and proper steps to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSECLAUSE 14) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER CT1706024 – Amended and Restated X000-000 Xxxxxxxx Agreement – execution version AIRBUS S.A.S. & UNITED AIRLINES, INC. – PROPRIETARY AND CONFIDENTIAL 57 AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
; D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Samples: A350 900 Purchase Agreement (United Airlines, Inc.)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGTA AND THE RELEVANT PURCHASE AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGTA AND THE RELEVANT PURCHASE AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGTA AND THE RELEVANT PURCHASE AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORS AND ITS AFFILIATES. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.CT0803291 Private & Confidential
Appears in 1 contract
Samples: Aircraft General Terms Agreement (China Southern Airlines Co LTD)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of the art at the date of their development. Should any Technical Data prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller will be to take all reasonable and proper steps to correct such Technical Data. Irrespective of any other provisions herein, no warranties of any kind will be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) [AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14] ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. (I) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (II) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (III) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. (IV) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDAND *****Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.
E. (V) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER [DIRECT, ,] INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller shall be to take all reasonable and proper steps to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes, as set forth in Subclause 14.9. THIS CLAUSE 14 SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS AGREEMENT OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY TECHNICAL DATA OR SERVICES DELIVERED BY THE SELLER (AS DEFINED BELOW FOR UNDER THIS AGREEMENT. PROPRIETARY AND CONFIDENTIAL Execution THE PURPOSES OF THIS CLAUSE) BUYER RECOGNIZES THAT THE RIGHTS, WARRANTIES AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE ADEQUATE AND SUFFICIENT TO PROTECT THE BUYER FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN SUBSTITUTION FOR, THE GOODS AND SERVICES SUPPLIED UNDER THIS AGREEMENT. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES SERVICE DELIVERED BY THE SELLER UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY AND/OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. (2) ANY IMPLIED OR EXPRESS WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDREMEDY FOR BREACH OF CONTRACT;
E. (4) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR TORT, UNDER ANY THEORY OF LIABILITY, HOWEVER ALLEGED, INCLUDING, BUT NOT LIMITED TO, ACTIONS AND/OR CLAIMS FOR NEGLIGENCE, GROSS NEGLIGENCE, INTENTIONAL ACTS, WILLFUL DISREGARD, IMPLIED WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY OR FAILURE TO WARN;
(5) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER THE UNIFORM COMMERCIAL CODE OR ANY OTHER STATE OR FEDERAL STATUTE;
(6) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER ANY REGULATIONS OR STANDARDS IMPOSED BY ANY INTERNATIONAL, NATIONAL, STATE OR LOCAL STATUTE OR AGENCY;
(7) ANY RIGHT, CLAIM OR REMEDY TO RECOVER OR BE COMPENSATED FOR:
(a) LOSS OF USE OR DAMAGE TO REPLACEMENT OF ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA ACCESSORY OR SERVICES DELIVERED PART PROVIDED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.;
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-NON CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA DATA, OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, Table of Contents PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Samples: Assignment and Assumption Agreement (Frontier Group Holdings, Inc.)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, ITS SUPPLIERS AND/OR THEIR INSURERS, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, AGREEMENT INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTSDEFECTS (GARANTIE DES VICES CACHES);
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S 'S AND/OR ITS SUPPLIERS' NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY. HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGESDAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY AIRCRAFT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE OR OTHERWISE INEFFECTIVE THE REMAINDER OF DATA DELIVERED UNDER THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTAGREEMENT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, "THE “SELLER” " SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATESTHEIR RESPECTIVE INSURERS.
Appears in 1 contract
Samples: Purchase Agreement (Tam S.A.)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, ITS SUPPLIERS AND/OR THEIR INSURERS, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, AGREEMENT INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTSDEFECTS (GARANTIE DES VICES CACHES);
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S AND/OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, SOFTWARE OR DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGESDAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY AIRCRAFT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE OR OTHERWISE INEFFECTIVE THE REMAINDER OF DATA DELIVERED UNDER THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTAGREEMENT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, “THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATESTHEIR RESPECTIVE INSURERS.
Appears in 1 contract
Samples: Purchase Agreement (Controladora Vuela Compania De Aviacion, S.A.B. De C.V.)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) LESSOR AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER LESSEE SET FORTH IN THIS CLAUSE 12 6 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER LESSEE HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER LESSOR AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER LESSEE AGAINST THE SELLERLESSOR, ITS SUPPLIERS AND/OR THEIR INSURERS EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES LEASED PART DELIVERED UNDER THIS AGREEMENT, THESE LEASING CONDITIONS INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTSDEFECTS (GARANTIE DES VICES CACHES);
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. A350 XWB – TAM – 12/2007 “[*** *]” This information is subject to confidential treatment and has been omitted and filed separately with the Commissioncommission.
(C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE;
(D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER CONTRACTUAL OR DELICTUAL AND WHETHER OR NOT ARISING FROM THE LESSOR’S OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
(E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY FOR LOSS OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY OR PART THEREOF OR ANY LEASED PART DELIVERED HEREUNDER. CC – C 337.0045/07 Page 46/92 THE LESSOR AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY LEASED PART DELIVERED UNDER THESE LEASING CONDITIONS. FOR THE PURPOSES OF THIS CLAUSE 12.56.9.6, “THE “SELLERLESSOR” SHALL BE UNDERSTOOD TO INCLUDE THE SELLERLESSOR, ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATESTHEIR RESPECTIVE INSURERS. A350 XWB – TAM – 12/2007 [***] A350 XWB – TAM – 12/2007 “[***]” This information is subject to confidential treatment and has been omitted and filed separately with the commission.
Appears in 1 contract
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of the art at the date of their development. Should any Technical Data prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller will be to take all reasonable and proper steps to correct such Technical Data. Irrespective of any other provisions herein, no warranties of any kind will be given for the COC Data, as set forth in Clause 14.9. CT1001520_PA _AAL_A320Family_EXECUTION PA - 64 of 102 THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER WARRANTY BENEFICIARY SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER WARRANTY BENEFICIARY HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER WARRANTY BENEFICIARY AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR TECHNICAL SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 OR EXPRESSLY MENTIONED ELSEWHERE IN THIS AGREEMENT ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-NON CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA DATA, OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND OR ITS AFFILIATES.
Appears in 1 contract
Waiver, Release and Renunciation. THIS ARTICLE 4 (INCLUDING ITS SUBPARTS) SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FORSELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS AGREEMENT OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY SELLER PART, MATERIAL, OR SERVICES (IF ANY) DELIVERED BY THE SELLER UNDER THIS EXHIBIT H. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLERSELLER AND ITS SUPPLIERS, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, SELLER PART, SOFTWAREMATERIAL, DATA LEASED PART, OR SERVICES (IF ANY) DELIVERED BY THE SELLER UNDER THIS AGREEMENTEXHIBIT H, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY AND/OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. (2) ANY IMPLIED OR EXPRESS WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDREMEDY FOR BREACH OF CONTRACT;
E. (4) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR TORT, UNDER ANY THEORY OF LIABILITY, HOWEVER ALLEGED, INCLUDING, BUT NOT LIMITED TO, ACTIONS AND/OR CLAIMS FOR NEGLIGENCE, GROSS NEGLIGENCE, INTENTIONAL ACTS, WILLFUL DISREGARD, IMPLIED WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY OR FAILURE TO WARN;
(5) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER THE UNIFORM COMMERCIAL CODE OR ANY OTHER STATE OR FEDERAL STATUTE;
(6) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER ANY REGULATIONS OR STANDARDS IMPOSED BY ANY INTERNATIONAL, NATIONAL, STATE OR LOCAL STATUTE OR AGENCY;
(7) ANY RIGHT, CLAIM OR REMEDY TO RECOVER OR BE COMPENSATED FOR:
(a) LOSS OF USE OR DAMAGE TO REPLACEMENT OF ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART PROVIDED UNDER THE AGREEMENT;
(b) LOSS OF, PARTOR DAMAGE OF ANY KIND TO, SOFTWAREANY AIRCRAFT, DATA COMPONENT, EQUIPMENT, ACCESSORY OR SERVICES DELIVERED PART PROVIDED UNDER THIS THE AGREEMENT, FOR ;
(c) LOSS OF USE, REVENUE PROFITS AND/OR PROFIT, OR FOR REVENUES;
(d) ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGESDAMAGE. THE WARRANTIES PROVIDED BY THIS AGREEMENT WILL NOT BE EXTENDED, PROVIDED THAT ALTERED OR VARIED EXCEPT BY A WRITTEN INSTRUMENT SIGNED BY THE SELLER AND THE BUYER. IN THE EVENT THAT ANY PROVISION OF THE AFORESAID PROVISIONS THIS ARTICLE 4 SHOULD FOR ANY REASON BE HELD UNLAWFUL UNLAWFUL, OR OTHERWISE INEFFECTIVE UNENFORCEABLE, THE REMAINDER OF THIS AGREEMENT SHALL ARTICLE 4 WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 4, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUPPLIERS, SUBCONTRACTORS, AND ITS AFFILIATESAFFILIATES AND ANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-NON CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA DATA, OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, SUBCONTRACTORS AND ITS AFFILIATES.
Appears in 1 contract
Samples: Purchase Agreement (Azul Sa)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain any non-conformity or defect, the sole and exclusive liability of the Seller shall be to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSECLAUSE 14) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Samples: A350 900 Purchase Agreement (United Airlines, Inc.)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data are prepared in accordance with the state of art at the date of their conception. Should any Technical Data prepared by the Seller contain any non-conformity or defect, the sole and exclusive liability of the Seller shall be to take all reasonable and proper steps to correct such Technical Data. Notwithstanding the above, no warranties of any kind shall be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSECLAUSE 14) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER CT1706024 – Amended and Restated A350-900 Purchase Agreement – execution version AIRBUS S.A.S. & UNITED AIRLINES, INC. – PROPRIETARY AND CONFIDENTIAL 57 AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
: A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
; B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
; C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
; D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
AND E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS. 14.12 Proprietary Rights 14.
12.1 All proprietary rights, including but not limited to patent, design and copyrights, relating to Technical Data shall remain with the Seller and/or its Affiliates as the case may be. These proprietary rights shall also apply to any translation into a language or languages or media that may have been performed or caused to be performed by the Buyer. 14.
12.2 Whenever this Agreement and/or any Technical Data provides for manufacturing by the Buyer, the consent given by the Seller shall not be construed as express or implicit approval howsoever neither of the Buyer nor of the manufactured products. The supply of the Technical Data shall not be construed as any further right for the Buyer to design or manufacture any Aircraft or part thereof or spare part. CT1706024 – Amended and Restated A350-900 Purchase Agreement – execution version AIRBUS S.A.S. & UNITED AIRLINES, INC. – PROPRIETARY AND CONFIDENTIAL 58 14.13 Performance Engineer’s Program 14.13.1 In addition to the Technical Data provided under Clause 14, the Seller shall provide to the Buyer Software Services, which shall consist of the Performance Engineer’s Program (“PEP”) for the Aircraft type covered under this Agreement. Such PEP is composed of software components and databases and its use is subject to the license conditions set forth in Part 1 of Exhibit H to the Agreement “End-User License Agreement for Airbus Software”.
Appears in 1 contract
Samples: A350 900 Purchase Agreement (United Airlines, Inc.)
Waiver, Release and Renunciation. The Seller warrants that the Technical Data and Software Services are prepared in accordance with the state of the art at the date of their development. Should any Technical Data or Software Services prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller will be to take all reasonable and proper steps to correct such Technical Data or Software Services. Irrespective of any other provisions herein, no warranties of any kind will be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SOFTWARE SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. (I) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (II) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (III) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;; *****Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.
D. (IV) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (V) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 5 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, ITS SUPPLIERS AND/OR THEIR INSURERS EXPRESS OR IMPLIED, [***] Confidential treatment requested by AerCap Holdings N.V. ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES MATERIAL DELIVERED UNDER THIS AGREEMENT, AGREEMENT INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S AND/OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART THEREOF OR MATERIAL DELIVERED HEREUNDER. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENTHOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGES, PROVIDED THAT DAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF MATERIAL DELIVERED UNDER THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTAGREEMENT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.55.4, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, SELLER AND ITS AFFILIATES.. NOTHING IN THIS CLAUSE 5.4 SHALL CONSTITUE A WAIVER, RELEASE OR RENUNCIATION BY THE BUYER OR ANY AFFILIATE OF THE BUYER OF ANY EXPRESS OBLIGATIONS OR LIABILITIES OWED BY ANY SUPPLIER OR ANY AFFILIATE OF THE SELLER TO THE BUYER OR ITS AFFILIATE PURSUANT TO ANY AGREEMENT BETWEEN SUCH SUPPLIER OR AFFILIATE OF THE SELLER AND THE BUYER OR ITS AFFILIATE. THE PROVISIONS OF THIS CLAUSE 5.4 SHALL BE WITHOUT PREJUDICE TO THE PROVISIONS OF CLAUSES 14.9 AND CLAUSE 14.11 OF THIS AGREEMENT, CLAUSE 6.9.6 OF THIS EXHIBIT H, CLAUSE 11 OF ANY SOFTWARE LICENCE AND CLAUSE 8.2 OF ANY CBT LICENCE AND THE OBLIGATIONS OF THE SELLER EXPRESSLY PRESERVED THEREUNDER;
Appears in 1 contract
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) LESSOR AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER LESSEE SET FORTH IN THIS CLAUSE 12 6 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER LESSEE HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER LESSOR AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER LESSEE AGAINST THE SELLERLESSOR, ITS SUPPLIERS AND/OR THEIR INSURERS EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES LEASED PART DELIVERED UNDER THIS AGREEMENT, THESE LEASING CONDITIONS INCLUDING BUT NOT LIMITED TO:
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTSDEFECTS (GARANTIE DES VICES CACHES);
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S LESSOR'S OR ITS SUPPLIERS' NEGLIGENCE, ACTUAL OR EXHIBIT "H" IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART THEREOF OR ANY LEASED PART DELIVERED HEREUNDER. THE LESSOR AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENTHOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGES, PROVIDED THAT DAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECTLEASED PART DELIVERED UNDER THESE LEASING CONDITIONS. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.56.9.6, "THE “SELLER” LESSOR" SHALL BE UNDERSTOOD TO INCLUDE THE SELLERLESSOR, ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORSTHEIR RESPECTIVE INSURERS. EXHIBIT "H" APPENDIX "A" TO CLAUSE 6 OF EXHIBIT "H" SELLER PARTS AVAILABLE FOR LEASING AILERONS APU DOORS CARGO DOORS PASSENGER DOORS ELEVATORS FLAPS LANDING GEAR DOORS RUDDER TAIL CONE SLATS SPOILERS AIRBRAKES WING TIPS WINGLETS EXHIBIT "H" 7 TERMINATION OF SPARES PROCUREMENT COMMITMENTS
7.1 In the event of the Agreement being terminated with respect to any Aircraft due to causes provided for in Clauses 10, AND ITS AFFILIATES11 or 20 of the Agreement, such termination may also affect the terms of this Exhibit "H" to the extent set forth in Clause 7.2 below.
7.2 Any termination under Clauses 10, 11 or 20 of the Agreement shall discharge all obligations and liabilities of the parties hereunder with respect to such undelivered spare parts, services, data or other items to be purchased hereunder which are applicable to those Aircraft for which the Agreement has been terminated. Unused spare parts in excess of the Buyer's requirements due to such Aircraft cancellation shall be repurchased by the Seller as provided for in Clause 4.5.2. Exhibit H - 24/24 LETTER AGREEMENTS - CONTENTS CONTENTS LETTERS AGREEMENTS ------------------ Letter Agreement No 1: * Letter Agreement No 2: * Letter Agreement No 3: OPTIONS Letter Agreement No 4: * Letter Agreement No 5A: A350-900 PERFORMANCE, GUARANTEE (75,000 lbs Thrust) Letter Agreement No 5B: * Letter Agreement No 5C: * Letter Agreement No 6A: * Letter Agreement No 6B: * Letter Agreement No 7: * Letter Agreement No 8: * Letter Agreement No 9: * Letter Agreement No 10: MISCELLANEOUS Letter Agreement No 11: * LETTER AGREEMENT NO 1 TAM - LINHAS AEREAS S.A. Axxxxxx Xxxxxxxx, 000, 00 xxxxx, Lote 4, CEP 04072 - 000, Jxxxxx XXXX, SAO PAULO - SP, BRAZIL Subject: * TAM - LINHAS AEREAS S.A. ("the Buyer") and AIRBUS S.A.S. ("the Seller") have entered into an A350-900 Purchase Agreement ("the Agreement") dated as of even date herewith which covers the manufacture and the sale by the Seller and the purchase by the Buyer of the A350-900 Aircraft as described in the Agreement. Capitalized terms used herein and not otherwise defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement. Both parties agree that this Letter Agreement, upon execution thereof, shall constitute an integral, nonseverable part of said Agreement and shall be governed by all its provisions, as such provisions have been specifically amended pursuant to this Letter Agreement. [Three pages redacted] * LETTER AGREEMENT NO 1 If the foregoing correctly sets forth our understanding, please execute two (2) originals in the space provided below and return one (1) original of this Letter Agreement to the Seller. Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of TAM - LINHAS AEREAS S.A. AIRBUS S.A.S. /s/ Marco Axxxxxx Xxxxxxx /s/ Cxxxxxxxx Xxxxxxx ------------------------------------- ---------------------------------------- Name: Marco Axxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxx Title: Chief Executive Officer Title: Head of Transactions and Control Deputy Head of Commercial Date: December 20th, 2005 Date: December 20th, 2005 /s/ Jxxx Xxxxxx Mxxxx ------------------------------------- Name: Jxxx Xxxxxx Maluf Title: Director Date: December 20th, 2005
Appears in 1 contract
Samples: Purchase Agreement (Tam S.A.)
Waiver, Release and Renunciation. THIS ARTICLE 4 (INCLUDING ITS SUBPARTS) SETS FORTH THE EXCLUSIVE WARRANTIES, EXCLUSIVE LIABILITIES AND EXCLUSIVE OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARE EXCLUSIVE AND IN SUBSTITUTION FORSELLER, AND THE EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER, WHETHER UNDER THIS AGREEMENT OR OTHERWISE, ARISING FROM ANY DEFECT OR NONCONFORMITY OR PROBLEM OF ANY KIND IN ANY SELLER PART, MATERIAL, OR SERVICES (IF ANY) DELIVERED BY THE SELLER UNDER THIS EXHIBIT H. THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS OBLIGATIONS, GUARANTEES AND LIABILITIES OF THE SELLER AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLERSELLER AND ITS SUPPLIERS, WHETHER EXPRESS OR IMPLIEDIMPLIED BY CONTRACT, ARISING BY LAWTORT, CONTRACT OR STATUTORY LAW OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY NONCONFORMITY OR DEFECT OR PROBLEM OF ANY KIND, KIND IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, SELLER PART, SOFTWAREMATERIAL, DATA LEASED PART, OR SERVICES (IF ANY) DELIVERED BY THE SELLER UNDER THIS AGREEMENTEXHIBIT H, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY AND/OR FITNESSFITNESS FOR ANY GENERAL OR PARTICULAR PURPOSE;
C. (2) ANY IMPLIED OR EXPRESS WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDREMEDY FOR BREACH OF CONTRACT;
E. (4) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR TORT, UNDER ANY THEORY OF LIABILITY, HOWEVER ALLEGED, INCLUDING, BUT NOT LIMITED TO, ACTIONS AND/OR CLAIMS FOR NEGLIGENCE, GROSS NEGLIGENCE, INTENTIONAL ACTS, WILLFUL DISREGARD, IMPLIED WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY OR FAILURE TO WARN;
(5) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER THE UNIFORM COMMERCIAL CODE OR ANY OTHER STATE OR FEDERAL STATUTE;
(6) ANY RIGHT, CLAIM OR REMEDY ARISING UNDER ANY REGULATIONS OR STANDARDS IMPOSED BY ANY INTERNATIONAL, NATIONAL, STATE OR LOCAL STATUTE OR AGENCY;
(7) ANY RIGHT, CLAIM OR REMEDY TO RECOVER OR BE COMPENSATED FOR:
(A) LOSS OF USE OR DAMAGE TO REPLACEMENT OF ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART PROVIDED UNDER THE AGREEMENT;
(B) LOSS OF, PARTOR DAMAGE OF ANY KIND TO, SOFTWAREANY AIRCRAFT, DATA COMPONENT, EQUIPMENT, ACCESSORY OR SERVICES DELIVERED PART PROVIDED UNDER THIS THE AGREEMENT, FOR ;
(C) LOSS OF USE, REVENUE PROFITS AND/OR PROFIT, OR FOR REVENUES;
(D) ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGESDAMAGE. THE WARRANTIES PROVIDED BY THIS AGREEMENT WILL NOT BE EXTENDED, PROVIDED THAT ALTERED OR VARIED EXCEPT BY A WRITTEN INSTRUMENT SIGNED BY THE SELLER AND THE BUYER. IN THE EVENT THAT ANY PROVISION OF THE AFORESAID PROVISIONS THIS ARTICLE 4 SHOULD FOR ANY REASON BE HELD UNLAWFUL UNLAWFUL, OR OTHERWISE INEFFECTIVE UNENFORCEABLE, THE REMAINDER OF THIS AGREEMENT SHALL ARTICLE 4 WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 4, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUPPLIERS, SUBCONTRACTORS, AND ITS AFFILIATESAFFILIATES AND ANY OF THEIR RESPECTIVE INSURERS.
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Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 AND CLAUSE 14 OF THE AGTA ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5CLAUSE, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Samples: Purchase Agreement (China Southern Airlines Co LTD)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSECLAUSE ) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 AND CLAUSE 14 OF THE AGTA ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
; D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; ANDAND *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CT0803292 Private & Confidential
E. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5CLAUSE, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATES.
Appears in 1 contract
Samples: Purchase Agreement (China Southern Airlines Co LTD)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW HEREIN FOR THE PURPOSES OF THIS CLAUSEEXHIBIT H) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 ARTICLE 4 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFTMATERIAL, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA LEASED PART AND/OR SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
; C. ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
; D. ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. AND E ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, * Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. EXECUTION VERSION – Air Lease Corporation Page 125 of 158 A350XWB Family Purchase Agreement – Ref. CLC-CT1103521 PART, MATERIAL, LEASED PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, ; PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5ARTICLE 4.3, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
Samples: Purchase Agreement (Air Lease Corp)
Waiver, Release and Renunciation. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) LESSOR AND REMEDIES OF THE BUYER LESSEE SET FORTH IN THIS CLAUSE 12 6 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER LESSEE AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES LEASED PART DELIVERED UNDER THIS AGREEMENT, THESE LEASING CONDITIONS INCLUDING BUT NOT LIMITED TO:: EXHIBIT I
A. (A) ANY WARRANTY AGAINST HIDDEN DEFECTSDEFECTS (GARANTIE DES VICES CACHES);
B. (B) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR OF TRADE;
D. (D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT CONTRACTUAL OR IN TORT, DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S 'S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORYACCESSORY OR PART THEREOF. SELLER SHALL HAVE NO OBLIGATION OR LIABILITY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENTHOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT, PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL INCIDENTAL, OR CONSEQUENTIAL DAMAGESDAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY LEASED PART DELIVERED UNDER THESE LEASING CONDITIONS. EXHIBIT I APPENDIX "A" TO CLAUSE 6 OF EXHIBIT "H" SELLER PARTS AVAILABLE FOR LEASING AILERONS APU DOORS CARGO DOORS PASSENGER DOORS ELEVATORS FLAPS LANDING GEAR DOORS RUDDER TAIL CONE SLATS SPOILERS AIRBRAKES WING TIPS WINGLETS AND OTHER PARTS WHICH MAY BE PROVIDED BY THE SELLER FOR LEASING EXHIBIT I
7.1 In the event of the Agreement being terminated with respect to any Aircraft due to causes provided for in Clauses 10, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject 11 or 20 of the Agreement, such termination may also affect the terms of this Exhibit "H" to confidential treatment the extent set forth in Clause 7.2 below.
7.2 Any termination under Clauses 10, 11 or 20 of the Agreement shall discharge all obligations and liabilities of the parties hereunder with respect to such undelivered spare parts, services, data or other items to be purchased hereunder which are applicable to those Aircraft for which the Purchase Agreement has been omitted and filed separately with terminated. Unused spare parts in excess of the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.5, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, AND ITS AFFILIATESBuyer's requirements due to such Aircraft cancellation shall be repurchased by the Seller as provided for in Clause 4.5.
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Waiver, Release and Renunciation. The Seller warrants that the Technical Data and Software Services are prepared in accordance with the state of the art at the date of their development. Should any Technical Data or Software Services prepared by the Seller contain a non-conformity or defect, the sole and exclusive liability of the Seller will be to take all reasonable and proper steps to correct such Technical Data or Software Services. Irrespective of any other provisions herein, no warranties of any kind will be given for the Customer Originated Changes, as set forth in Clause 14.8. THE WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN THIS CLAUSE 12 14 ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, TECHNICAL DATA OR SOFTWARE SERVICES DELIVERED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO:
A. (I) ANY WARRANTY AGAINST HIDDEN DEFECTS;
B. (II) ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;
C. (III) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;
D. (IV) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND
E. (V) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; PROVIDED THAT, PROVIDED THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE INEFFECTIVE, THE REMAINDER OF THIS AGREEMENT SHALL WILL REMAIN IN FULL FORCE AND EFFECT. *** This information is subject to confidential treatment and has been omitted and filed separately with the Commission. CC – C 337.0045/07 Page 46/92 FOR THE PURPOSES OF THIS CLAUSE 12.514, THE “SELLER” SHALL WILL BE UNDERSTOOD TO INCLUDE THE SELLER, ANY OF ITS SUPPLIERS AND SUBCONTRACTORS, ITS AFFILIATES AND ITS AFFILIATESANY OF THEIR RESPECTIVE INSURERS.
Appears in 1 contract
