Common use of Warranties and Guarantees Clause in Contracts

Warranties and Guarantees. By acceptance of this order, Supplier warrants and guarantees that (a) the goods will comply with all specifications contained in this order and will be of comparable quality as all samples delivered to Purchaser, (b) the goods are not adulterated, misbranded, falsely labeled or advertised, or falsely invoiced within the meaning of any local, state or federal laws and amendments thereof now in force, (c) the goods have been labeled, advertised, and invoiced in accordance with the requirements (if applicable) of the Wool Products Labeling Act of 1939, the Fur Products Labeling Act and the Textile Fiber Products Identification Act and any and any all other governmental laws and the respective rules and regulations thereunder, (d) reasonable and representative tests made in accordance with the requirements of the Flammable Fabrics Act (if applicable) show that the goods are not so highly flammable as to be dangerous when worn by individuals, (e) the goods are properly labeled as to content as required by applicable Federal Trade Commission Trade Practice Rules, the Fair Labor Standards Act, the Federal Food, Drug and Cosmetics Act, the Consumer Product Safety Commission and similar laws, rules and regulations, (f) the goods ordered herein shall be delivered in good and undamaged condition and shall, when delivered, be merchantable and fit and safe for purposes for which the same are intended to be used, including without limitation, consumer use, (g) the goods do not infringe upon or violate any patent, copyright, trademark, trade name, trade dress or, without limitation, any other rights belonging to others, (h) all weight, measures, sizes, legends or descriptions printed, stamped attached or otherwise indicated with regard to the goods are true and correct, and conform and comply with all laws, rules, regulations, ordinances, codes and or standards relating to said goods of federal, state and local governments, (i) neither the goods nor the importation is in violation of any other laws, ordinances, statutes, rules or regulations of the United States or any state or local government or any subdivisions or agency thereof, (j) all goods and services sold hereunder or pursuant hereto will be free of any claim of any nature by any third person and that Supplier will convey clear title thereto to Purchaser as provided hereunder, and (k) all goods sold hereunder or pursuant hereto will be of merchantable quality free from all defects in design, workmanship and materials, and will be fit for the particular purposes for which they are purchased and that the goods provided will be in strict accordance with the specifications, samples, drawings, designs or other requirements including performance specifications approved or adopted by Purchaser. Any attempt by Supplier to limit, disclaim or restrict any such warranties or remedies of Purchaser by acknowledgement or otherwise in accepting or performing this order shall be null, void and ineffective without Purchaser's written consent. It shall be within the sole discretion of Purchaser to determine when the above mentioned warranties and guarantees have been breached. In addition to the other guarantees and warranties contained in this paragraph, the warranties of the Uniform Commercial Code are specifically incorporated herein. Nothing contained in this order shall be deemed a waiver of warranties implied by law.

Warranties and Guarantees. By acceptance of this orderSeller warrants the product to be free from defects in materials, Supplier warrants workmanship and guarantees that (a) the goods will comply with all specifications contained in this order and will be of comparable quality as all samples delivered to Purchaser, (b) the goods are not adulterated, misbranded, falsely labeled or advertised, or falsely invoiced within the meaning of any local, state or federal laws and amendments thereof now in force, (c) the goods have been labeled, advertisedtitle, and invoiced shall be in accordance with the requirements (if applicable) specifications of this contract. Seller’s obligations as set forth below shall begin on the date of acceptance as specified in the order or on the date upon which the product is placed into use by Customer, whichever occurs first, and shall continue for a period of 12 months from that date. Replacement spare parts sold by Seller, excluding electric motors, electric motor part accessories, avionics, batteries and rotor blades, are warranted for 6 months after Customer acceptance, except as hereafter noted. Replacement parts are warranted only for the remainder of the Wool Products Labeling Act applicable twelve (12) or six (6) month original warranty period. The repair or replacement of 1939defective parts under this warranty will be made without charge to Customer for parts and labor for removal, installation and/or actual repair, except that the Fur Products Labeling Act Customer shall pay all import duties, sales and use taxes on replacements, as well as the Textile Fiber Products Identification Act costs of shipping Seller the defective parts. The items listed above are sold as replacement items and are not warranted. Any parts removed for replacement become the property of Seller. Seller’s obligation under this warranty is limited to repairing or replacing with new, reconditioned or exchange parts, at its option, any part or parts found defective by its examination which are returned by Customer within the applicable Twelve (12) or six (6) month period. Seller’s obligations under the provisions of this warranty shall not apply to any product or part thereof, which is normally consumed in operation, or (II) has a normal life inherently shorter than the warranty period or (III) is not properly stored, installed, maintained or repaired or is modified, other than to Seller’s instructions or approval or (IV) has been subjected to misuse, negligence, exposure or damage or (V) has been tampered with, or is subject to war or acts of terrorism. To receive the benefit of this warranty, Customer must give Seller written notification within thirty (30) days after Customer knows, or reasonably should have known, of the defect. Such notification shall contain details of the circumstances of discovery by the Customer and any all other governmental laws and nature of the respective rules and regulations thereunderdefect. Customer shall, (d) reasonable and representative tests made in accordance with Seller’s instructions, provide the requirements allegedly defective product or parts to Seller. Transportation costs of the Flammable Fabrics Act (product or parts to and from the location specified by Seller shall be borne by Customer. Seller will determine if applicable) show the alleged defective products or parts fall within this warranty and the costs of such repairs or replacement under this warranty shall be borne by Seller. Repaired or replaced parts shall be subject to the remainder of the original warranty. Should Seller determine that the goods warranty provisions are not so highly flammable as applicable for the returned product, Seller shall not be obligated to be dangerous when worn by individuals, (e) repair or replace the goods are properly labeled as to content as required by applicable Federal Trade Commission Trade Practice Rules, the Fair Labor Standards Act, the Federal Food, Drug and Cosmetics Act, the Consumer Product Safety Commission and similar laws, rules and regulations, (f) the goods ordered herein shall be delivered in good and undamaged condition and shall, when delivered, be merchantable and fit and safe for purposes for which the same are intended to be used, including without limitation, consumer use, (g) the goods do not infringe upon or violate any patent, copyright, trademark, trade name, trade dress or, without limitation, any other rights belonging to others, (h) all weight, measures, sizes, legends or descriptions printed, stamped attached or otherwise indicated with regard to the goods are true and correctproduct, and conform and comply with all laws, rules, regulations, ordinances, codes and or standards relating to said goods of federal, state and local governments, (i) neither the goods nor the importation is in violation of any other laws, ordinances, statutes, rules or regulations of the United States or any state or local government or any subdivisions or agency thereof, (j) all goods and services sold hereunder or pursuant hereto will be free of any claim of any nature by any third person and that Supplier will convey clear title thereto to Purchaser as provided hereunder, and (k) all goods sold hereunder or pursuant hereto will be of merchantable quality free shall request disposition instructions from all defects in design, workmanship and materials, and will be fit for the particular purposes for which they are purchased and that the goods provided will be in strict accordance with the specifications, samples, drawings, designs or other requirements including performance specifications approved or adopted by Purchaser. Any attempt by Supplier to limit, disclaim or restrict any such warranties or remedies of Purchaser by acknowledgement or otherwise in accepting or performing this order shall be null, void and ineffective without Purchaser's written consent. It shall be within the sole discretion of Purchaser to determine when the above mentioned warranties and guarantees have been breached. In addition to the other guarantees and warranties contained in this paragraph, the warranties of the Uniform Commercial Code are specifically incorporated herein. Nothing contained in this order shall be deemed a waiver of warranties implied by lawCustomer.

Warranties and Guarantees. By acceptance 11.1 Subject to the provisions of this order, Supplier warrants and guarantees that (a) the goods will comply with all specifications contained in this order and will be of comparable quality as all samples delivered to Purchaser, (b) the goods are not adulterated, misbranded, falsely labeled or advertised, or falsely invoiced within the meaning of any local, state or federal laws and amendments thereof now in force, (c) the goods have been labeled, advertised, and invoiced in accordance with the requirements CPA (if applicable) of ), no warranties, guarantees or representations, express or implied or tacit whether by law, contract or otherwise and whether they induced the Wool Products Labeling Act of 1939contract or not, which are not set forth in this Agreement shall be binding on the Fur Products Labeling Act Supplier and the Textile Fiber Products Identification Act Customer irrevocably waives any right (common law or otherwise) it may have to rely thereon. Goods may be guaranteed under the manufacturer’s product specific warranties only, and any and any all other governmental laws guarantees and warranties including common law guarantees and warranties in relation to Goods and services are hereby specifically excluded by the respective rules and regulations thereunderSupplier, (d) reasonable and representative tests made in accordance with the requirements exception of any implied warranties described in the Flammable Fabrics Act CPA (if applicable). This notwithstanding, the Supplier reserves the right to alter, amend or change any manufacturer’s product specific warranties as applicable and undertakes to inform the Customer of any and all such alterations, amendments or changes upon the sale of the Goods. 11.2 Notwithstanding anything to the contrary in this Agreement but subject to the provisions of the CPA (if applicable), to the extent that Goods supplied by the Supplier are in any way defective, the Customer shall be entitled, within the warranty period (if any) show applicable to such Goods to claim the replacement or repair of Goods to eliminate any defect in workmanship or materials found to be due exclusively to any acts or omissions on the part of the Supplier, provided that the goods are not so highly flammable as Customer notifies the Supplier, in writing, of such defect within 7 days after the defect arises (which notice shall specify the alleged defect), provided that the Supplier shall have been given a reasonable opportunity of inspecting any alleged defect. 11.3 In order to be dangerous when worn by individuals, (e) the goods are properly labeled as to content as required by applicable Federal Trade Commission Trade Practice Rulesa valid claim, the Fair Labor Standards Actterms of the guarantee as set out in clause 11.1 must be in writing, and the claim must specify the alleged defect, and be supported by the original tax invoice and a signed delivery note. In addition, the Federal Food, Drug and Cosmetics ActGoods (where applicable) must be returned by the Customer to the Supplier at the Supplier’s expense. 11.4 Subject to the provisions of the CPA (if applicable), the Consumer Product Safety Commission and similar lawsparties agree that the Supplier shall have no liability in respect of any injury, rules and regulationsloss or damage (direct, (findirect or consequential) arising out of the goods ordered herein shall be delivered in good and undamaged condition and shalluse of, when delivered, be merchantable and fit and safe for purposes for which the same are intended or inability to be used, including without limitation, consumer use, the Goods and whether or not occasioned by the Supplier’s negligence (ggross or otherwise) the goods do not infringe upon or violate any patent, copyright, trademark, trade name, trade dress or, without limitation, any other rights belonging to others, (h) all weight, measures, sizes, legends or descriptions printed, stamped attached or otherwise indicated with regard to the goods are true and correct, and conform and comply with all laws, rules, regulations, ordinances, codes and or standards relating to said goods of federal, state and local governments, (i) neither the goods nor the importation is in violation of any other laws, ordinances, statutes, rules or regulations of the United States or any state act or local government or any subdivisions or agency thereof, (j) all goods and services sold hereunder or pursuant hereto will be free of any claim of any nature by any third person and omission on its part. Without limiting the aforegoing the Supplier does not warrant that Supplier will convey clear title thereto to Purchaser as provided hereunder, and (k) all goods sold hereunder or pursuant hereto will be of merchantable quality free from all defects in design, workmanship and materials, and the Goods will be fit for the particular purposes for which they are purchased and to be used by the Customer (notwithstanding that the goods provided will use to which the Customer intends to put the Goods is known to the Supplier). It is the sole responsibility of the Customer to determine that the Goods ordered are suitable for the purpose of intended use. For the purposes hereof, any reference to the Supplier shall include its servants, agents or contractors or any person for whose acts or omissions the Supplier may be liable in strict law. This also constitutes a stipulation xxxxxx in favour of such persons the benefits of which may be accepted by them at any time. 11.5 The Supplier shall be relieved of all obligations in terms of this clause, if- 11.5.1 repairs or modifications have been made by persons other than the Supplier, unless such repairs or modifications are made with the prior written consent of the Supplier; 11.5.2 any Goods are operated with any accessory, equipment or part not specifically supplied or approved in writing by the Supplier; 11.5.3 the Goods shall not have been operated or maintained in accordance with the specificationsSupplier’s instruction, samplesor under normal use; the Goods shall not have been properly installed. 11.6 If repairs or replacements are effected by the Supplier, drawings, designs or other requirements including performance specifications approved or adopted by Purchaser. Any attempt by Supplier to limit, disclaim or restrict any such warranties or remedies of Purchaser by acknowledgement or otherwise in accepting or performing this order only the parts actually worked on and not the complete Goods shall be nullsubject to a new guarantee, void if any, hereunder. 11.7 Customers who acquire Goods for the purpose of on-selling these Goods, whether that Customer is permitted to do so or not (and ineffective without Purchaser's written consent. It nothing herein contained shall be within deemed to allow that the sole discretion Customer to on-sell Goods acquired from the Supplier whilst ownership vests in the Supplier), shall not advertise or issue or in any other way give or make any warranties guarantees or representations as to the Goods in any form whatsoever or offer to do so, which could result in liability being imposed upon the Supplier. 11.8 Notwithstanding the contents of Purchaser to determine when this clause 11, insofar as any transactions in terms hereof fall with the above mentioned ambit of the CPA, the following provisions shall apply in respect of warranties and guarantees have been breached. In addition in respect of the Goods. 11.8.1 Provided the CPA is applicable, within 6 months after delivery of the Goods to the other guarantees and warranties contained in this paragraphCustomer, the warranties Customer may return the Goods to the Supplier, without penalty, if the Goods do not satisfy the requirements and standards contemplated in Section 55 of the Uniform Commercial Code CPA in which event the Supplier may either: 11.8.1.1 repair or replace the failed, unsafe or defective Goods; or 11.8.1.2 refund the Customer for the price paid by the Customer for the Goods. 11.8.2 In the event of the Supplier repairing any particular Goods or component of such Goods and within 3 months of that repair, the failure or defect or unsafe features not being remedied or a further failure, defect or unsafe feature is discovered, The Supplier may: 11.8.2.1 replace the Goods; or 11.8.2.2 refund the Customer the price paid by the Customer for the Goods. 11.8.3 In the event of the Supplier providing any new or reconditioned parts installed during any repair or maintenance work and the labour required to install it, such work and parts will be warranted for a period of 3 months after date of installation or such longer period as the Supplier may specify in writing. 11.8.4 The warranty set out in section 55 of the CPA is at all times subject to the Supplier’s policies containing circumstances where the warranties and/or guarantees are specifically incorporated hereinexcluded due to, inter alia, Goods being misused or abused and does not apply to any ordinary wear and tear in respect of the Goods, having regard to the circumstances in which the Goods were intended to be ordinarily used. 11.9 Repair times given are merely estimates and are not binding on the Supplier. Nothing contained in this order The Supplier shall not be deemed liable for any loss or damage of whatsoever nature which the Customer may suffer as a waiver result of warranties implied by lawany unforeseen delayed repairs. 11.10 With specific regards to the application of vinyl products due to its elastic properties lifting can occur. Should lifting occur within the first 6 months of application, the Supplier will use a primer adhesive to re-apply the vinyl product at no cost to the Customer, thereafter repair charges will apply.

Warranties and Guarantees. By acceptance of this order, Supplier Contractor warrants and guarantees that (ai) all machinery, equipment, materials, systems, supplies and other items comprising the goods will comply Project shall be new and of first-rate quality which satisfies utility-grade standards and in accordance with all Prudent Utility Practices and the specifications contained set forth in this order Agreement, suitable for use in generating electric energy and will be of comparable quality as all samples delivered to Purchasercapacity under the climatic and normal operating conditions described in this Agreement and free from defective workmanship or materials, (bii) the goods are not adulteratedit will perform all of its design, misbrandedconstruction, falsely labeled or advertised, or falsely invoiced within the meaning of any local, state or federal laws engineering and amendments thereof now in force, (c) the goods have been labeled, advertised, and invoiced other Services 103 hereunder in accordance with the requirements provisions of Section 2.3 hereof, (if applicableiii) of the Wool Products Labeling Act of 1939Project and its components shall be free from all defects caused by errors or omissions in engineering and design, as determined by reference to Prudent Utility Practices, and shall comply with all Applicable Laws, all Applicable Permits, the Fur Products Labeling Act Electrical Interconnection Requirements, the PPA Operating Requirements and the Textile Fiber Products Identification Act and any and any all other governmental laws and the respective rules and regulations thereunder, (d) reasonable and representative tests made Guaranteed Emissions Limits in accordance with the requirements provisions of Section 2.4 hereof, and (iv) the completed Project shall perform its intended functions of generating electric energy and capacity as a complete, integrated operating system as contemplated in this Agreement, it being understood that the design of the Flammable Fabrics Act Facility (if applicable) show that the goods are not so highly flammable as to be dangerous when worn by individuals, (e) the goods are properly labeled as to content as required by applicable Federal Trade Commission Trade Practice Rules, the Fair Labor Standards Act, the Federal Food, Drug and Cosmetics Act, the Consumer Product Safety Commission and similar laws, rules and regulations, (f) the goods ordered herein shall be delivered in good and undamaged condition and shall, when delivered, be merchantable and fit and safe for purposes for which the same are intended to be used, including without limitation, consumer use, (g) the goods do not infringe upon or violate any patent, copyright, trademark, trade name, trade dress orincluding, without limitation, the Electrical Interconnection Facilities and the Protective Apparatus) is based upon a design objective of useful life for a period not less than twenty-five (25) years from the Commercial Operation Date. If Owner notifies Contractor in writing no later than thirty (30) days after the expiration of the applicable Warranty Period of any other rights belonging defects or deficiencies in the Project discovered during the applicable Warranty Period, Contractor promptly (a) shall re-perform any of the Services at Contractor's expense to otherscorrect any errors, omissions, defects or deficiencies in the Project and (hb) all weight, measures, sizes, legends or descriptions printed, stamped attached in the case of any defective or otherwise indicated deficient machinery, equipment, materials, systems, supplies or other items (including without limitation the engineering or design thereof), shall replace or, at Contractor's option, repair the same at Contractor's expense such that it is in compliance with regard the standards warranted and guaranteed in this Section 10.1; provided, that Contractor's obligation to correct such defective or deficient items (x) shall not extend to any re-performance, repairs or replacements to the goods are true extent required as a result of normal corrosion, erosion, noise level or wear and correct, and conform and comply with all laws, rules, regulations, ordinances, codes and or standards relating to said goods of federal, state and local governments, (i) neither tear in the goods nor the importation is in violation of any other laws, ordinances, statutes, rules or regulations operation of the United States Project (other than as caused by the negligence of Contractor or any state Subcontractor or local government the acts or omissions of Contractor or any subdivisions or agency thereof, (jSubcontractor that are not in compliance with Contractor's obligations hereunder) all goods and services sold hereunder or pursuant hereto will be free of any claim of any nature by any third person and that Supplier will convey clear title thereto to Purchaser as provided hereunder, and (ky) all goods sold hereunder or pursuant hereto will be of merchantable quality free shall not apply to the extent such obligation arises directly from all defects Owner's failure to operate and maintain the Project in design, workmanship and materials, and will be fit for the particular purposes for which they are purchased and that the goods provided will be in strict accordance with the specifications, samples, drawings, designs or other requirements including performance specifications approved or adopted by Purchaser. Any attempt by Supplier to limit, disclaim or restrict any such warranties or remedies of Purchaser by acknowledgement or Instruction Manual and otherwise in accepting or performing this order shall be null, void and ineffective without Purchaser's written consentaccordance with Prudent Utility Practices. It shall be within For the sole discretion avoidance of Purchaser to determine when the above mentioned warranties and guarantees have been breached. In addition to the other guarantees and warranties contained in this paragraphdoubt, the warranties Parties hereby acknowledge and agree that Owner's use of No. 2 Fuel Oil in operating the Uniform Commercial Code are specifically incorporated herein. Nothing contained in this order Facility shall be deemed a waiver to be in accordance with the Instruction Manual and Prudent Utility Practices and shall not in any way excuse, release, invalidate or otherwise reduce Contractor's warranty and 104 guarantee obligations under this Article 10. Contractor shall bear all costs and expenses associated with re-performing or repairing or replacing any Services, including, without limitation, necessary disassembly, transportation, reassembly and re-testing, as well as reworking, repair or replacement of warranties implied such Services, and disassembly and reassembly of adjacent services when necessary to give access to the defective or deficient work; provided, however, that in the event Contractor is required in the performance of its warranty and guarantee obligations to remove, disassemble or reassemble any equipment, material or structures that (1) were not supplied by lawContractor or its Subcontractors under this Agreement, (2) were not set forth in the initial design plans for the Facility and (3) were not subsequently approved by Contractor (provided that Contractor shall not unreasonably withhold its consent to any such proposed additions, taking into account the potential implications under this Section 10.1), the reasonable expense of such removal, disassembly and reassembly of such equipment, materials and structures shall be borne by Owner. Owner shall notify Contractor as soon as is practicable under the circumstances after any defective or otherwise deficient work becomes apparent to Owner. [*].

Warranties and Guarantees. By acceptance of this order, Supplier a. CONTRACTOR warrants and guarantees that (a) the goods will comply with WORK shall meet all of the requirements set forth herein and in the incorporated documents and shall conform to the PDR, final plans and specifications contained in this order and will be of comparable quality as all samples delivered to Purchaser, (b) the goods are not adulterated, misbranded, falsely labeled or advertised, or falsely invoiced within the meaning of any local, state or federal laws and amendments thereof now in force, (c) the goods have been labeled, advertisedapproved by COMPANY, and invoiced in accordance with the requirements (if applicable) of the Wool Products Labeling Act of 1939, the Fur Products Labeling Act and the Textile Fiber Products Identification Act and any and any all other governmental laws and the respective rules and regulations thereunder, (d) reasonable and representative tests made in accordance with the requirements of the Flammable Fabrics Act (if applicable) show also that the goods are not so highly flammable as to be dangerous when worn by individuals, (e) the goods are properly labeled as to content as required by applicable Federal Trade Commission Trade Practice Rules, the Fair Labor Standards Act, the Federal Food, Drug and Cosmetics Act, the Consumer Product Safety Commission and similar laws, rules and regulations, (f) the goods ordered herein WORK shall be delivered first-class in good every particular and undamaged condition and shall, when delivered, be merchantable and fit and safe for purposes for which the same are intended to be used, including without limitation, consumer use, (g) the goods do not infringe upon or violate any patent, copyright, trademark, trade name, trade dress or, without limitation, any other rights belonging to others, (h) all weight, measures, sizes, legends or descriptions printed, stamped attached or otherwise indicated with regard to the goods are true and correct, and conform and comply with all laws, rules, regulations, ordinances, codes and or standards relating to said goods of federal, state and local governments, (i) neither the goods nor the importation is in violation of any other laws, ordinances, statutes, rules or regulations of the United States or any state or local government or any subdivisions or agency thereof, (j) all goods and services sold hereunder or pursuant hereto will be free of any claim of any nature by any third person and that Supplier will convey clear title thereto to Purchaser as provided hereunder, and (k) all goods sold hereunder or pursuant hereto will be of merchantable quality free from all defects in design, workmanship and engineering, materials, construction and will workmanship. CONTRACTOR also warrants and guarantees that all materials, equipment, tools and supplies which become a part of the FACILITIES shall be fit for new and of first quality (unless otherwise agreed to by COMPANY in writing). CONTRACTOR warrants and guarantees that all of the particular purposes for equipment and services furnished under this AGREEMENT shall comply in all respects with all applicable regulations, rulings, orders and standards promulgated thereunder. CONTRACTOR also agrees to hold defend, indemnify, and hold COMPANY GROUP (as defined below) and each of them harmless from and against any and all liabilities, claims, fines, penalties, including reasonable costs and settlements, which they are purchased may arise from CONTRACTOR's failure to provide equipment and that the goods provided will be in strict accordance with the specifications, samples, drawings, designs or other requirements including performance specifications approved or adopted by Purchaser. Any attempt by Supplier to limit, disclaim or restrict services which meet these requirements. b. CONTRACTOR shall notify COMPANY immediately of any such breach of CONTRACTOR's warranties or remedies guarantees of Purchaser by acknowledgement or otherwise which CONTRACTOR becomes aware and within five (5) days, provide COMPANY with a written proposal for remedying such breach. COMPANY will notify CONTRACTOR in accepting or performing this order shall be null, void and ineffective without Purchaserwriting after discovery of any breach of CONTRACTOR's written consent. It shall be within the sole discretion of Purchaser to determine when the above mentioned warranties and guarantees have been breached. In addition to the other guarantees and warranties contained as set forth in this paragraphArticle, which breach may appear at any time but not later than fifteen (15) months after the warranties date of Notice of Final Acceptance of the Uniform Commercial Code are specifically incorporated hereinFACILITIES. Nothing contained in CONTRACTOR shall re-perform its engineering, procurement, and construction services (also including its construction management services where applicable), and shall at CONTRACTOR's sole cost and expense (not reimbursable by COMPANY) provide all material, equipment, and labor necessary to correct such breach and make the WORK and the FACILITIES conform to said warranties and guarantees. COMPANY may keep all funds held as retainage to secure CONTRACTOR's obligations under this order Article. Unless applied against CONTRACTOR's obligations, such sums shall be deemed a waiver paid to CONTRACTOR at the end of warranties implied by lawthe warranty period.

Warranties and Guarantees. By acceptance 6.1. The Company warrants that it either has the right to sell the Goods or has obtained all necessary rights to licence them and the Customer’s rights to unencumbered possession and quiet title in terms of this orderthe Sale of Goods Act 1997 and the Supply of Goods and Services Act 1982 are preserved. 6.2. The Company further warrants that the Goods shall correspond with their descriptions as set out in approved samples, Supplier warrants specifications, visuals and guarantees other documents issued by it, unless the Customer is specifically advised by The Company to the contrary prior to delivery of the Goods (any verbal description of Goods or any descriptions provided by other than that by The Company shall not form part of their description for the purposes of these warranties) and, where the Goods consist of or include services to be provided by The Company, such services shall be provided with reasonable care and skill. 6.3. The Customer shall inspect the Goods immediately upon delivery and within 7 days of delivery (atime being of the essence) the goods will comply with all specifications contained in this order and will be of comparable quality as all samples delivered shall give notice to Purchaser, (b) the goods are not adulterated, misbranded, falsely labeled or advertised, or falsely invoiced within the meaning The Company of any local, state alleged shortages in the Goods or federal laws and amendments thereof now any damage to or defect in force, (c) the goods have been labeled, advertised, and invoiced Goods or any other matter or thing by reason whereof the Customer alleges that the Goods shall be conclusively presumed to be in accordance with the requirements Contract in all respects and the Customer shall not (if applicablesubject to clause 6.5) thereafter be entitled to reject the Goods or to claim from the Company in respect of any shortage, damage or other defect to the Goods. 6.4. In the case of damage or other defect to the Goods which was not apparent on reasonable inspection notice shall be given The Company within 72 hours after discovery of the Wool Products Labeling Act damage or other defect, otherwise Clause 6 will apply. If requested by The Company following notification of 1939a claim, defective Goods shall be returned promptly by the Fur Products Labeling Act Customer to the Company. 6.5. In the event that the Goods are defective and the Textile Fiber Products Identification Act and any and any all damage or other governmental laws defect complained of shall have arisen as a result of the negligence of The Company and the respective rules and regulations thereunder, (d) reasonable and representative tests made Customer has notified any claim to The Company in accordance with Clause 6.3. The Company guarantees that it shall refund to the requirements Customer the price in respect of the Flammable Fabrics Act (if applicable) show that defective Goods or cancel the goods are not so highly flammable as to be dangerous when worn by individuals, (e) the goods are properly labeled as to content as required by applicable Federal Trade Commission Trade Practice Rules, the Fair Labor Standards Act, the Federal Food, Drug and Cosmetics Act, the Consumer Product Safety Commission and similar laws, rules and regulations, (f) the goods ordered herein shall be delivered in good and undamaged condition and shall, when delivered, be merchantable and fit and safe for purposes for which the same are intended to be used, including without limitation, consumer use, (g) the goods do not infringe upon or violate any patent, copyright, trademark, trade name, trade dress or, without limitation, any other rights belonging to others, (h) all weight, measures, sizes, legends or descriptions printed, stamped attached or otherwise indicated with regard to the goods are true and correct, and conform and comply with all laws, rules, regulations, ordinances, codes and or standards relating to said goods of federal, state and local governments, (i) neither the goods nor the importation is in violation of any other laws, ordinances, statutes, rules or regulations liability of the United States Customer to pay the said Price, provided that where this is possible the Company may instead opt to repair or any state or local government or any subdivisions or agency thereof, (j) all goods and services sold hereunder or pursuant hereto will be replace defective Goods free of any claim of any nature by any third person and that Supplier will convey clear title thereto to Purchaser as provided hereunder, and (k) all goods sold hereunder or pursuant hereto will be of merchantable quality free from all defects in design, workmanship and materials, and will be fit for the particular purposes for which they are purchased and that the goods provided will be in strict accordance with the specifications, samples, drawings, designs or other requirements including performance specifications approved or adopted by Purchaser. Any attempt by Supplier to limit, disclaim or restrict any such warranties or remedies of Purchaser by acknowledgement or otherwise in accepting or performing this order shall be null, void and ineffective without Purchaser's written consent. It shall be within the sole discretion of Purchaser to determine when the above mentioned warranties and guarantees have been breached. In addition to the other guarantees and warranties contained in this paragraph, the warranties of the Uniform Commercial Code are specifically incorporated herein. Nothing contained in this order shall be deemed a waiver of warranties implied by lawcharge.

Warranties and Guarantees. By acceptance of this order, Supplier Contractor warrants and guarantees that (ai) all machinery, equipment, materials, systems, supplies and other items comprising the goods will comply Project shall be new and of first-rate quality which satisfies utility-grade standards and in accordance with all Prudent Utility Practices and the specifications contained set forth in this order Agreement, suitable for use in generating electric energy and will be of comparable quality as all samples delivered to Purchasercapacity under the climatic and normal operating conditions described in this Agreement and free from defective workmanship or materials, (bii) the goods are not adulteratedit will perform all of its design, misbrandedconstruction, falsely labeled or advertised, or falsely invoiced within the meaning of any local, state or federal laws engineering and amendments thereof now in force, (c) the goods have been labeled, advertised, and invoiced other Services 103 hereunder in accordance with the requirements provisions of Section 2.3 hereof, (if applicableiii) of the Wool Products Labeling Act of 1939Project and its components shall be free from all defects caused by errors or omissions in engineering and design, as determined by reference to Prudent Utility Practices, and shall comply with all Applicable Laws, all Applicable Permits, the Fur Products Labeling Act Electrical Interconnection Requirements, the PPA Operating Requirements and the Textile Fiber Products Identification Act and any and any all other governmental laws and the respective rules and regulations thereunder, (d) reasonable and representative tests made Guaranteed Emissions Limits in accordance with the requirements provisions of Section 2.4 hereof, and (iv) the completed Project shall perform its intended functions of generating electric energy and capacity as a complete, integrated operating system as contemplated in this Agreement, it being understood that the design of the Flammable Fabrics Act Facility (if applicable) show that the goods are not so highly flammable as to be dangerous when worn by individuals, (e) the goods are properly labeled as to content as required by applicable Federal Trade Commission Trade Practice Rules, the Fair Labor Standards Act, the Federal Food, Drug and Cosmetics Act, the Consumer Product Safety Commission and similar laws, rules and regulations, (f) the goods ordered herein shall be delivered in good and undamaged condition and shall, when delivered, be merchantable and fit and safe for purposes for which the same are intended to be used, including without limitation, consumer use, (g) the goods do not infringe upon or violate any patent, copyright, trademark, trade name, trade dress orincluding, without limitation, the Electrical Interconnection Facilities and the Protective Apparatus) is based upon a design objective of useful life for a period not less than twenty-five (25) years from the Commercial Operation Date. If Owner notifies Contractor in writing no later than thirty (30) days after the expiration of the applicable Warranty Period of any other rights belonging defects or deficiencies in the Project discovered during the applicable Warranty Period, Contractor promptly (a) shall re-perform any of the Services at Contractor's expense to otherscorrect any errors, omissions, defects or deficiencies in the Project and (hb) all weight, measures, sizes, legends or descriptions printed, stamped attached in the case of any defective or otherwise indicated deficient machinery, equipment, materials, systems, supplies or other items (including without limitation the engineering or design thereof), shall replace or, at Contractor's option, repair the same at Contractor's expense such that it is in compliance with regard the standards warranted and guaranteed in this Section 10.1; provided, that Contractor's obligation to correct such defective or deficient items (x) shall not extend to any re-performance, repairs or replacements to the goods are true extent required as a result of normal corrosion, erosion, noise level or wear and correct, and conform and comply with all laws, rules, regulations, ordinances, codes and or standards relating to said goods of federal, state and local governments, (i) neither tear in the goods nor the importation is in violation of any other laws, ordinances, statutes, rules or regulations operation of the United States Project (other than as caused by the negligence of Contractor or any state Subcontractor or local government the acts or omissions of Contractor or any subdivisions or agency thereof, (jSubcontractor that are not in compliance with Contractor's obligations hereunder) all goods and services sold hereunder or pursuant hereto will be free of any claim of any nature by any third person and that Supplier will convey clear title thereto to Purchaser as provided hereunder, and (ky) all goods sold hereunder or pursuant hereto will be of merchantable quality free shall not apply to the extent such obligation arises directly from all defects Owner's failure to operate and maintain the Project in design, workmanship and materials, and will be fit for the particular purposes for which they are purchased and that the goods provided will be in strict accordance with the specifications, samples, drawings, designs or other requirements including performance specifications approved or adopted by Purchaser. Any attempt by Supplier to limit, disclaim or restrict any such warranties or remedies of Purchaser by acknowledgement or Instruction Manual and otherwise in accepting or performing this order shall be null, void and ineffective without Purchaser's written consentaccordance with Prudent Utility Practices. It shall be within For the sole discretion avoidance of Purchaser to determine when the above mentioned warranties and guarantees have been breached. In addition to the other guarantees and warranties contained in this paragraphdoubt, the warranties Parties hereby acknowledge and agree that Owner's use of No. 2 Fuel Oil in operating the Uniform Commercial Code are specifically incorporated herein. Nothing contained in this order Facility shall be deemed a waiver to be in accordance with the Instruction Manual and Prudent Utility Practices and shall not in any way excuse, release, invalidate or otherwise reduce Contractor's warranty and 104 guarantee obligations under this Article 10. Contractor shall bear all costs and expenses associated with re-performing or repairing or replacing any Services, including, without limitation, necessary disassembly, transportation, reassembly and re-testing, as well as reworking, repair or replacement of warranties implied such Services, and disassembly and reassembly of adjacent services when necessary to give access to the defective or deficient work; provided, however, that in the event Contractor is required in the performance of its warranty and guarantee obligations to remove, disassemble or reassemble any equipment, material or structures that (1) were not supplied by lawContractor or its Subcontractors under this Agreement, (2) were not set forth in the initial design plans for the Facility and (3) were not subsequently approved by Contractor (provided that Contractor shall not unreasonably withhold its consent to any such proposed additions, taking into account the potential implications under this Section 10.1), the reasonable expense of such removal, disassembly and reassembly of such equipment, materials and structures shall be borne by Owner. Owner shall notify Contractor as soon as is practicable under the circumstances after any defective or otherwise deficient work becomes apparent to Owner. During the applicable Warranty Period, Contractor shall promptly notify Owner of any engineering and design defects which are manifested in any of Contractor's fleet of 501G combustion turbines under construction, start-up or testing or in operation during such Warranty Period and which could reasonably be expected to be common to the fleet or this Facility [*] Owner shall, subject to and in accordance with the provisions of Section 6.3.4 hereof, make the Facility or such subject Equipment available to Contractor for Contractor to re-perform, replace or, at Contractor's option, repair the same at Contractor's expense such that it is in compliance with the standards warranted and guaranteed, all in accordance with the provisions set forth in this Section 10.1.

Warranties and Guarantees. By acceptance 11.1 Subject to the provisions of this orderthe CPA, Supplier warrants no warranties, guarantees or representations, express or implied or tacit whether by law, contract or otherwise and guarantees that (a) whether they induced the goods will comply with all specifications contained contract or not, which are not set forth in this Agreement shall be binding on the Supplier and the Customer irrevocably waives any right (common law or otherwise) it may have to rely thereon. Goods may be guaranteed under the manufacturer’s product specific warranties only, and all other guarantees and warranties including common law guarantees and warranties in relation to Goods and services are hereby specifically excluded by the Supplier, with the exception of any implied warranties described in the CPA. 11.2 Notwithstanding anything to the contrary in this Agreement, to the extent that Goods supplied by the Supplier are in any way defective, the Customer shall be entitled, within the warranty period (if any) applicable to such Goods to claim the replacement or repair of Goods to eliminate any defect in workmanship or materials found to be due exclusively to any acts or omissions on the part of the Supplier, provided that the Customer notifies the Supplier, in writing, of such defect within 7 days after the defect arises (which notice shall specify the alleged defect), provided that the Supplier shall have been given a reasonable opportunity of inspecting any alleged defect. 11.3 In order to be a valid claim, the terms of the guarantee as set out in clause 11.2, must be in writing, specifying the alleged defect, and will supported by the original tax Invoice and a signed delivery note. In addition the Goods must be returned by the Customer to the Supplier at the Supplier’s expense, packaged in their original undamaged packing material. 11.4 The parties agree that the Supplier shall have no liability in respect of comparable quality as all samples delivered to Purchaserany injury, loss or damage (bdirect, indirect or consequential) arising out of the goods are not adulterated, misbranded, falsely labeled or advertiseduse of, or falsely invoiced within the meaning of any local, state or federal laws and amendments thereof now in force, (c) the goods have been labeled, advertised, and invoiced in accordance with the requirements (if applicable) of the Wool Products Labeling Act of 1939inability to use, the Fur Products Labeling Act Goods and whether or not occasioned by the Textile Fiber Products Identification Act and Supplier’s negligence (gross or otherwise) or any and any all other governmental laws and act or omission on its part. Without limiting the respective rules and regulations thereunder, (d) reasonable and representative tests made in accordance with aforegoing the requirements of the Flammable Fabrics Act (if applicable) show Supplier does not warrant that the goods are not so highly flammable as to be dangerous when worn by individuals, (e) the goods are properly labeled as to content as required by applicable Federal Trade Commission Trade Practice Rules, the Fair Labor Standards Act, the Federal Food, Drug and Cosmetics Act, the Consumer Product Safety Commission and similar laws, rules and regulations, (f) the goods ordered herein shall be delivered in good and undamaged condition and shall, when delivered, be merchantable and fit and safe for purposes for which the same are intended to be used, including without limitation, consumer use, (g) the goods do not infringe upon or violate any patent, copyright, trademark, trade name, trade dress or, without limitation, any other rights belonging to others, (h) all weight, measures, sizes, legends or descriptions printed, stamped attached or otherwise indicated with regard to the goods are true and correct, and conform and comply with all laws, rules, regulations, ordinances, codes and or standards relating to said goods of federal, state and local governments, (i) neither the goods nor the importation is in violation of any other laws, ordinances, statutes, rules or regulations of the United States or any state or local government or any subdivisions or agency thereof, (j) all goods and services sold hereunder or pursuant hereto will be free of any claim of any nature by any third person and that Supplier will convey clear title thereto to Purchaser as provided hereunder, and (k) all goods sold hereunder or pursuant hereto will be of merchantable quality free from all defects in design, workmanship and materials, and Goods will be fit for the particular purposes for which they are purchased and to be used by the Customer (notwithstanding that the goods provided will use to which the Customer intends to put the Goods is known to the Supplier). For the purposes hereof, any reference to the Supplier shall include its servants, agents or contractors or any person for whose acts or omissions the Supplier may be liable in strict law. This also constitutes a stipulation xxxxxx in favour of such persons the benefits of which may be accepted by them at any time. 11.5 The Supplier shall be relieved of all obligations in terms of this clause, if- 11.5.1 repairs or modifications have been made by persons other than the Supplier, unless such repairs or modifications are made with the prior written consent of the Supplier; 11.5.2 any Goods are operated with any accessory, equipment or part not specifically supplied or approved in writing by the Supplier; 11.5.3 the Goods shall not have been operated or maintained in accordance with the specificationsSupplier’s instruction, samplesor under normal use; the Goods shall not have been properly installed. 11.6 If repairs or replacements are effected by the Supplier, drawings, designs or other requirements including performance specifications approved or adopted by Purchaser. Any attempt by Supplier to limit, disclaim or restrict any such warranties or remedies of Purchaser by acknowledgement or otherwise in accepting or performing this order only the parts actually worked on and not the complete Goods shall be nullsubject to a new guarantee, void if any, hereunder. 11.7 Customers who acquire Goods for the purpose of on-selling these Goods, whether that Customer is permitted to do so or not (and ineffective without Purchaser's written consent. It noting herein contained shall be within deemed to allow that the sole discretion Customer to on-sell Goods acquired from the Supplier whilst ownership vests in the Supplier), shall not advertise or issue or in any other way give or make any warranties guarantees or representations as to the Goods in any form whatsoever or offer to do so, which could result in liability being imposed upon the Supplier. 11.8 Notwithstanding the contents of Purchaser to determine when this clause 11, insofar as any transactions in terms hereof fall with the above mentioned ambit of the CPA, the following provisions shall apply in respect of warranties and guarantees have been breached. In addition in respect of the Goods. 11.8.1 Within 6 months after delivery of the Goods to the other Customer, the Customer may return the Goods to the Supplier, without penalty, if the Goods do not satisfy the requirements and standards contemplated in Section 55 of the CPA in which event the Supplier may either: 11.8.1.1 repair or replace the failed, unsafe or defective Goods; or 11.8.1.2 refund the Customer for the price paid by the Customer for the Goods. 11.8.2 In the event of the Supplier repairing any particular Goods or component of such Goods and within 3 months of that repair, the failure or defect or unsafe features not being remedied or a further failure, defect or unsafe feature is discovered, The Supplier may: 11.8.2.1 replace the Goods; or 11.8.2.2 refund the Customer the price paid by the Customer for the Goods. 11.8.3 In the event of the Supplier providing any new or reconditioned parts installed during any repair or maintenance work and the labour required to install it, such work and parts will be warranted for a period of 3 months after date of installation or such longer period as the Supplier may specify in writing. 11.8.4 The warranty set out in section 55 of the CPA is at all times subject to the Supplier’s policies containing circumstances where the warranties and/or guarantees are excluded due to, inter alia, Goods being misused or abused and warranties does not apply to any ordinary wear and tear in respect of the Goods, having regard to the circumstances in which the Goods were intended to be ordinarily used. Furthermore, the Terms and Conditions as contained in this paragraph, the warranties any of the Uniform Commercial Code Suppliers policies and procedures [as amended by the Supplier (from time to time)], including but not limited to warranty policies, service procedures, repair and replacement policy and packaging policies shall apply in respect of such warranty and are deemed specifically incorporated herein. Nothing contained in this order shall be deemed a waiver of warranties implied by law.

Warranties and Guarantees. By acceptance of this order11.1 No warranties, Supplier warrants guarantees or representations, express or implied or tacit whether by law, contract or otherwise and guarantees that (a) whether they induced the goods will comply with all specifications contained contract or not, which are not set forth in this order agreement shall be binding on the supplier, the customer irrevocably waiving any right (common law or otherwise) it may have to rely thereon, and will be of comparable quality as all samples delivered to Purchaser, (b) the goods are not adulteratedpurchased on the basis that they are taken voetstoots and with the exclusion of all common law and other remedies including aedilitian remedies, misbrandedwhether as to the suitability of the goods sold for any specific purposes or (without limiting the generality of the aforegoing) otherwise. 11.2 To the extent that goods supplied by the supplier are in any was defective, falsely labeled the customer shall be entitled, within one year of the delivery of the relevant goods, to claim the replacement or advertisedrepair of the goods to eliminate any defect in workmanship or materials found to be due exclusively to any acts or omissions on the part of the supplier, in the supplier’s sole opinion (which shall be binding on the customer), of which defects the supplier shall have been notified in writing by the customer within 10 days after the defect arises (which notice shall specify the alleged defect), provided that the supplier shall have been given a reasonable opportunity of inspecting any alleged defect. The supplier’s liability shall be limited on return to the supplier of the goods or parts thereof, to what is set out above in this subparagraph. 11.3 In order to be valid, a claim in terms of the guarantee as set out in clause 11.2 must be in writing, specifying the alleged defect, and supported by the original tax invoice. In addition the goods must be returned by the customer to the supplier at the customer’s expense, packaged in their original undamaged packaging material. 11.4 The parties agree that the supplier shall have no liability in respect of any injury, loss or damage (direct, indirect or consequential) arising out of the use of, or falsely invoiced within the meaning of any localinability to use, state or federal laws and amendments thereof now in force, (c) the goods have been labeled, advertised, and invoiced in accordance with whether or not occasioned by the requirements supplier’s negligence (if applicablegross or otherwise) of or any act or omission on its part. Without limiting the Wool Products Labeling Act of 1939, aforegoing the Fur Products Labeling Act and the Textile Fiber Products Identification Act and any and any all other governmental laws and the respective rules and regulations thereunder, (d) reasonable and representative tests made in accordance with the requirements of the Flammable Fabrics Act (if applicable) show supplier does not warrant that the goods are not so highly flammable as to be dangerous when worn by individuals, (e) the goods are properly labeled as to content as required by applicable Federal Trade Commission Trade Practice Rules, the Fair Labor Standards Act, the Federal Food, Drug and Cosmetics Act, the Consumer Product Safety Commission and similar laws, rules and regulations, (f) the goods ordered herein shall be delivered in good and undamaged condition and shall, when delivered, be merchantable and fit and safe for purposes for which the same are intended to be used, including without limitation, consumer use, (g) the goods do not infringe upon or violate any patent, copyright, trademark, trade name, trade dress or, without limitation, any other rights belonging to others, (h) all weight, measures, sizes, legends or descriptions printed, stamped attached or otherwise indicated with regard to the goods are true and correct, and conform and comply with all laws, rules, regulations, ordinances, codes and or standards relating to said goods of federal, state and local governments, (i) neither the goods nor the importation is in violation of any other laws, ordinances, statutes, rules or regulations of the United States or any state or local government or any subdivisions or agency thereof, (j) all goods and services sold hereunder or pursuant hereto will be free of any claim of any nature by any third person and that Supplier will convey clear title thereto to Purchaser as provided hereunder, and (k) all goods sold hereunder or pursuant hereto will be of merchantable quality free from all defects in design, workmanship and materials, and will be fit for the particular purposes for which they are purchased and to be used by the customer (notwithstanding that the use to which the customer intends to put the goods provided will is known to the supplier). For the purposes hereof, any reference to the supplier shall include its servants, agents, contractors or any other person for whose acts or omissions the supplier may be liable in strict law. This also constitutes a stipulation xxxxxx in favour of such persons the benefits of which may be accepted by them at any time. 11.5 The Supplier shall be relieved of all obligations in terms of this clause, if – 11.5.1 repairs or modifications have been made by persons other than the supplier, unless such repairs or modifications are made with the prior written consent of the supplier; 11.5.2 any goods are operated with any accessory, equipment or part not specifically supplied or approved in writing by the supplier; 11.5.3 the goods shall not have been operated or maintained in accordance with the specificationssupplier’s instruction, samplesor under normal use; the goods shall not have been properly installed. 11.6 If repairs or replacements are effected by the supplier, drawings, designs or other requirements including performance specifications approved or adopted by Purchaser. Any attempt by Supplier to limit, disclaim or restrict any such warranties or remedies of Purchaser by acknowledgement or otherwise in accepting or performing this order only the parts actually working on and not the complete goods shall be nullsubject to a new guarantee, void if any, hereunder. 11.7 Customers who acquire goods for the purpose of on-selling those goods, whether that customer is permitted to do so or not (and ineffective without Purchaser's written consent. It shall be within the sole discretion of Purchaser to determine when the above mentioned warranties and guarantees have been breached. In addition to the other guarantees and warranties nothing herein contained in this paragraph, the warranties of the Uniform Commercial Code are specifically incorporated herein. Nothing contained in this order shall be deemed to allow the customer to on-sell goods acquired from the supplier whilst ownership vests in the supplier), shall not advertise or issue or in any other way give or make any warranties, guarantees or representations as to the goods in any form whatsoever or offer to do so, which could result in liability being imposed upon the supplier. 11.8 The above warranties are subject to the following conditions: 11.8.1 The supplier shall be under no liability to the customer until the customer has paid the full amount due to the supplier in respect of the goods concerned. 11.8.2 The supplier shall be under no liability in respect of any defect arising from fair wear and tear, willful damage, negligence, abnormal working conditions, failure to follow the suppliers instructions (whether oral or in writing), improper use outside the suppliers specifications, damage to the goods caused by improper maintenance, service or repair by untrained personnel or technicians, and unauthorized alterations or modifications of the goods. 11.8.3 The supplier shall be under no liability in respect of parts, materials or equipment which are accepted in the industry to have a waiver limited life expectancy or parts, materials or equipment, which need to be replaced at specified and published service intervals (“consumable parts”). 11.8.4 The supplier shall be under no liability in the event that spare parts and consumable parts other than those recommended for use by the supplier are fitted, attached or used on the goods. 11.9 Notwithstanding anything to the contrary in this agreement, the supplier shall not be liable to the customer by reason of warranties any representation or implied warranty, condition or other term or any duty at common law, or under the express terms of this agreement, for any consequential loss or damage (whether for loss or profit or otherwise and whether occasioned by lawthe negligence of the supplier or its employees or agents or otherwise) arising out of or in connection with any act or omission of the supplier relating to the supply of the goods, their resale by the customer or use by any third party.

Warranties and Guarantees. By acceptance 20.1 Vendor warrants that it possesses the personnel, physical means, and financial resources required to fulfil the Agreement. 20.2 Vendor further warrants that the Goods for Resale are compliant with applicable regulations, technical specifications, and standards; that they are free from manufacturing defects or damage; and that they bear the special permits and/or documents specified in the Special Terms and Conditions. 20.3 Vendor shall be bound to a warranty of this orderat least twelve (12) months on the Goods for Resale which comprise the subject of the Agreement, Supplier warrants and guarantees that (a) counting from the goods will comply with all specifications contained in this order and will be handover of comparable quality as all samples delivered to Purchaser, (b) the goods are not adulterated, misbranded, falsely labeled each Good for Resale or advertisedits Entry into Service, or falsely invoiced from the date of signature of the record of successful test worksheet or logbook. Vendor may also grant longer warranty period(s) in the Special Terms and Conditions. 20.4 If, for any particular Good for Resale, there is a longer warranty period defined by law, then the warranty period required by law shall be applied to the Good for Resale in question. 20.5 The place of remedy of the guarantee or warranty shall be the same as the place of fulfilment or installation. 20.6 In case of faulty fulfilment, Vendor shall, at Buyer’s choice, either immediately repair the Good for Resale at Vendor’s sole expense, or exchange the Good for Resale, or, in applicable cases, execute the relevant services again and without error, within ten calendar (10) days from notification of the fault. On the working day following notice, Vendor shall be required to commence such repairs or to perform such an exchange. 20.7 If Vendor does not complete the elimination of the fault or deficiency or does not execute the services anew within the meaning agreed time period (in the absence of any localother agreement, state or federal laws and amendments thereof now in force, within ten (c10) days from the goods have been labeled, advertised, and invoiced in accordance with the requirements (if applicabledate of notice) of the Wool Products Labeling Act of 1939, the Fur Products Labeling Act and the Textile Fiber Products Identification Act and any and any all other governmental laws and the respective rules and regulations thereunder, (d) reasonable and representative tests made in accordance with the requirements of the Flammable Fabrics Act (if applicable) show that the goods are not so highly flammable as to be dangerous when worn by individuals, (e) the goods are properly labeled as to content as required by applicable Federal Trade Commission Trade Practice Rules, the Fair Labor Standards Act, the Federal Food, Drug and Cosmetics Act, the Consumer Product Safety Commission and similar laws, rules and regulations, (f) the goods ordered herein then Buyer shall be delivered in good and undamaged condition and shall, when delivered, be merchantable and fit and safe for purposes for which entitled to choose from the same are intended to be used, including without limitation, consumer use, (g) the goods do not infringe upon or violate any patent, copyright, trademark, trade name, trade dress or, without limitation, any other rights belonging to others, (h) all weight, measures, sizes, legends or descriptions printed, stamped attached or otherwise indicated with regard to the goods are true and correct, and conform and comply with all laws, rules, regulations, ordinances, codes and or standards relating to said goods of federal, state and local governments, following options: (i) neither require the goods nor Vendor, at its own expense and risk, to complete the importation repair, or to have the repair completed, or to obtain satisfactory Goods for Resale or spare parts from another source; or (ii) request a price reduction; or (iii) withdraw in whole or in part from the Agreement and seek compensation for non-fulfilment; or (iv) seek compensation for non-fulfilment from Vendor. 20.8 In the case described in Clause 20.7(i), Vendor may not dispute the existence of the fault or deficiency, the repairs, the need or means of procurement, or the price of the repairs or procurement, and Buyer shall be entitled to offset any of its outstanding claims against Vendor, or demand payment from Vendor, within eight (8) days from receipt. 20.9 The above terms shall prevail even if Vendor declares that it is in violation of unable to repair the fault, deliver anew, or render the services within the applicable time period. 20.10 If Vendor fulfills late, and Xxxxx subsequently establishes that such fulfilment is faulty or incomplete, then Buyer shall be entitled to require that the Vendor immediately (without any grace period) repair (or have repaired) the fault, or make arrangements for the deficiency to be remedied, at Vendor’s own expense, however necessary to prevent delays or due to any other lawsurgent circumstances on the part of Buyer. 20.11 The costs and risks associated with return shipping of lawfully refused incomplete or faulty deliveries, ordinancesas well as the costs of replacement, statutesshall be borne by Vendor. 20.12 If such repairs or replacements occur, rules then the warranty period(s) for the repaired or regulations of the United States replaced portion(s) shall begin anew. 20.13 If, despite notice from Buyer, Vendor does not fulfil its duties under a given warranty or any state or local government or any subdivisions or agency thereof, (j) all goods and services sold hereunder or pursuant hereto will be free of any claim of any nature by any third person and that Supplier will convey clear title thereto to Purchaser as provided hereunderguarantee, and (k) all goods sold hereunder Buyer or pursuant hereto will be of merchantable quality free from all defects in designits contributors consequently resolve the problem, workmanship and materialsthen Vendor may not thereafter claim that Buyer voided its rights under the warranty or guarantee, and will be fit for the particular purposes for which they are purchased and that the goods provided will be in strict accordance either with the specifications, samples, drawings, designs or other requirements including performance specifications approved or adopted by Purchaser. Any attempt by Supplier to limit, disclaim or restrict any such warranties or remedies of Purchaser by acknowledgement or otherwise in accepting or performing this order shall be null, void and ineffective without Purchaser's written consent. It shall be within the sole discretion of Purchaser to determine when the above mentioned warranties and guarantees have been breached. In addition respect to the other guarantees and warranties contained repaired or replaced part(s) or with respect to the fulfilment as a whole. 20.14 For any issues not addressed in this paragraphthe present Agreement, the warranties provisions of the Uniform Commercial Code are specifically incorporated herein. Nothing contained in this order warranty or guarantee law shall be deemed a waiver of warranties implied by lawapply.

Warranties and Guarantees. By acceptance of this order, Supplier 9.1 The seller warrants and guarantees that (a) subject to the goods will comply with all specifications contained in this order and will be of comparable quality as all samples delivered to Purchaser, (b) the goods are not adulterated, misbranded, falsely labeled or advertised, or falsely invoiced within the meaning of any local, state or federal laws and amendments thereof now in force, (c) the goods have been labeled, advertised, and invoiced in accordance with the requirements (if applicable) provisions of the Wool Products Labeling Act of 1939contract, the Fur Products Labeling Act good title to and the Textile Fiber Products Identification Act and any and any all other governmental laws and the respective rules and regulations thereunder, (d) reasonable and representative tests made in accordance with the requirements unencumbered use of the Flammable Fabrics Act (if applicable) show that the goods are not so highly flammable as to be dangerous when worn by individualsgoods, (e) the goods are properly labeled as to content as required by applicable Federal Trade Commission Trade Practice Rules, the Fair Labor Standards Act, the Federal Food, Drug and Cosmetics Act, the Consumer Product Safety Commission and similar laws, rules and regulations, (f) the goods ordered herein shall be delivered in good and undamaged condition and shall, when delivered, be merchantable and fit and safe for purposes for which the same are intended to be used, including without limitation, consumer use, (g) the goods do not infringe upon or violate any patent, copyright, trademark, trade name, trade dress or, without limitation, any other rights belonging to others, (h) all weight, measures, sizes, legends or descriptions printed, stamped attached or otherwise indicated with regard to the goods are true and correct, and conform and comply with all laws, rules, regulations, ordinances, codes and or standards relating to said goods of federal, state and local governments, (i) neither the goods nor the importation is in violation of any other laws, ordinances, statutes, rules or regulations of the United States or any state or local government or any subdivisions or agency thereof, (j) all goods and services sold hereunder or pursuant hereto will be free of any claim of any nature by any third person and that Supplier will convey clear title thereto to Purchaser as provided hereunder, and (k) all goods sold hereunder or pursuant hereto will be of merchantable quality free from all defects in design, workmanship and materials, and will be fit for the particular purposes for which they are purchased and that the goods provided for in the contract conform with the published specifications at the time of shipment and are free of defects in material and workmanship and that the services provided by the seller will be performed in strict accordance with good engineering practice. 9.2 The seller will at the specificationsseller’s option repair or replace by the supply of replacement parts any defects which under proper use, samplescare and maintenance which are reported to the seller within 12 calendar months after their delivery (the “warranty period”) and which arise solely from faulty materials or workmanship provided always that the defective items are returned to the seller at the buyers cost, drawings, designs carriage and insurance within the warrant period. Replaced items shall become the property of the seller. Repaired or other requirements including performance specifications approved replacement items will be delivered to the buyer’s site at the seller’s expense. This clause does not apply to software. 9.3 Goods or adopted by Purchaser. Any attempt by Supplier to limit, disclaim services repaired or restrict any such warranties or remedies of Purchaser by acknowledgement or otherwise in accepting or performing this order replaced shall be nullsubject to the foregoing warranty for the unexpired portion of the warranty period or for ninety consecutive calendar days which ever expires later. 9.4 If the configuration of the system is altered in any way by the buyer’s or its representative’s, void agents or servants after the system is in use the warranty of workmanship is void. 9.5 Notwithstanding clauses 9.1 and ineffective without Purchaser's written consent9.2, the seller shall not be liable for: any defects caused by reasonable wear and tear; materials or workmanship made, furnished or specified by the buyer; non-compliance with the seller’s storage, installation, operation or environment requirements; lack of proper maintenance; any modification or repair not previously authorised by the seller in writing; nor for the use of non-authorised software or spare or replacement parts. It The seller’s costs incurred in investigating and rectifying such defects shall be within paid by the sole discretion buyer on demand. 9.6 The buyer shall at all times remain solely responsible for the adequacy and accuracy of Purchaser all information supplied. 9.7 The seller shall not be liable to determine when the above mentioned warranties attain any specific availability or performance levels unless it is guaranteed in writing and guarantees have been breached. In addition such guarantee is subject to the other guarantees and warranties contained a limitation of its liability in this paragraph, the warranties respect of the Uniform Commercial Code are specifically incorporated herein. Nothing contained in this order shall be deemed a waiver of warranties implied by lawagreed tolerances.