WARRANTIES AND INSPECTION. Seller expressly warrants: (a) that the Products sold hereunder will conform to contract specifications, drawings, samples, or other descriptions furnished to Xxxxxx by Seller, and will be of good design, material, and workmanship, free from defect, merchantable, and will satisfactorily perform the functions for which intended and fit for their intended use, and will be free and clear of all liens, claims, pledges, charges and encumbrances; and (b) to perform the Work in a good and workmanlike manner, and in accordance with good industry practices. Seller shall furnish all materials, equipment, tools, labor, supervision, supplies, facilities, services and transportation necessary for the successful completion of the Work. Seller shall cooperate, consult, and coordinate with Xxxxxx in the performance of the Work, and shall provide such Work in a timely manner compatible with Xxxxxx's schedule. Seller shall, prior to the start of the Work, provide to Xxxxxx a schedule describing its plan of operation for the Work and all testing and deliverables of Seller hereunder. Said warranties, however, shall not be deemed to limit any warranties or representations of additional scope given to Xxxxxx from Seller or any warranties implied by law. Seller agrees that all of its warranties shall survive acceptance of and payment for the Products and/or Work and shall inure to the benefit of Xxxxxx, and to all subsequent buyers of the Products or users of the Work. Unless otherwise specified, all Products and Work will be subject to final inspection and acceptance at Xxxxxx’s plant. Payment by Xxxxxx prior to final inspection and acceptance shall not constitute acceptance. Xxxxxx may at its option hold rejected Products for Seller’s instructions and at Seller’s risk, or return them to Seller at Seller’s expense. If any Products or Work do not comply with the warranties set forth in this paragraph 2, Xxxxxx xxx, at its sole option, and in each case at Seller’s sole expense: (i) reject such Products or Work; (ii) require Seller to repair or correct such Products or Work as necessary to render them in conformance with the foregoing warranties, and consistent with Xxxxxx’s time schedule; (iii) return such Products or Work and receive a full refund of the contract price; or (iv) make any corrections required to cause such Products or Work to fulfill the foregoing warranties and charge Seller for the costs incurred by Xxxxxx thereby. Seller shall reimburse Xxxxxx for all expenses reasonably incurred by Xxxxxx in connection with a breach of the foregoing warranties (including transportation, storage, administrative, and other incidental expenses of Xxxxxx). No replacement of rejected Products or Work may be made by Seller without written authorization from Xxxxxx. The remedies set forth in this Agreement are cumulative, and shall not preclude any other remedy available to Xxxxxx at law or in equity.
Appears in 1 contract
WARRANTIES AND INSPECTION. Seller expressly warrantswarrants : (a) that the Products sold hereunder will conform to contract specificationsthe Specifications, drawings, samples, or other descriptions furnished by Buyer to Xxxxxx by Seller, and ; will be of good design, material, and workmanship, ; will be free from defect, ; will be merchantable, and ; will satisfactorily perform the functions for which intended and intended; will be fit for their intended use, ; and will be free and clear of all liens, claims, pledges, charges and encumbrances; and (b) to perform the Work in a good and workmanlike manner, and in accordance with good industry practices. Seller shall furnish all materials, equipment, tools, labor, supervision, supplies, facilities, services and transportation necessary for the successful completion of the Work. Seller shall cooperate, consult, and coordinate with Xxxxxx Buyer in the performance of the Work, and shall provide such Work in a timely manner compatible with Xxxxxx's Buyer’s schedule. Seller shall, prior to the start of the Work, provide to Xxxxxx Buyer a schedule describing its plan of operation for the Work and all testing and deliverables of Seller hereunder. Said warranties, however, shall not be deemed to limit any warranties or representations of additional scope given to Xxxxxx Buyer from Seller or any warranties implied by law. Seller agrees that all of its warranties shall survive acceptance of and payment for the Products and/or or Work and shall inure to the benefit of XxxxxxBuyer, and to all subsequent buyers of the Products or users of the Work. Unless otherwise specified, all Products and Work will be subject to final inspection and acceptance at XxxxxxBuyer’s plant. Payment by Xxxxxx Buyer prior to final inspection and acceptance shall not constitute acceptance. Xxxxxx Buyer may at its option hold rejected Products for Seller’s instructions and at Seller’s risk, or return them to Seller at Seller’s expense. If any Products or Work do not comply with the warranties set forth in this paragraph 2, Xxxxxx xxx, at its sole option, and in each case at Seller’s sole expense: (i) reject such Products or Work; (ii) require Seller to repair or correct such Products or Work as necessary to render them in conformance with the foregoing warranties, and consistent with Xxxxxx’s time schedule; (iii) return such Products or Work and receive a full refund of the contract price; or (iv) make any corrections required to cause such Products or Work to fulfill the foregoing warranties and charge Seller for the costs incurred by Xxxxxx thereby. Seller shall reimburse Xxxxxx for all expenses reasonably incurred by Xxxxxx in connection with a breach of the foregoing warranties (including transportation, storage, administrative, and other incidental expenses of Xxxxxx). No replacement of rejected Products or Work may be made by Seller without written authorization from Xxxxxx. The remedies set forth in this Agreement are cumulative, and shall not preclude any other remedy available to Xxxxxx at law or in equity.
Appears in 1 contract
WARRANTIES AND INSPECTION. Seller expressly warrants: (a) that the Products sold hereunder will conform to contract specifications, drawings, samples, or other descriptions furnished to Xxxxxx Midwest by Seller, and will be of good design, material, and workmanship, free from defect, merchantable, and will satisfactorily perform the functions for which intended and fit for their intended use, and will be free and clear of all liens, claims, pledges, charges and encumbrances; and (b) to perform the Work in a good and workmanlike manner, and in accordance with good industry practices. Seller shall furnish all materials, equipment, tools, labor, supervision, supplies, facilities, services and transportation necessary for the successful completion of the Work. Seller shall cooperate, consult, and coordinate with Xxxxxx Midwest in the performance of the Work, and shall provide such Work in a timely manner compatible with XxxxxxMidwest's schedule. Seller shall, prior to the start of the Work, provide to Xxxxxx Midwest a schedule describing its plan of operation for the Work and all testing and deliverables of Seller hereunder. Said warranties, however, shall not be deemed to limit any warranties or representations of additional scope given to Xxxxxx Midwest from Seller or any warranties implied by law. Seller agrees that all of its warranties shall survive acceptance of and payment for the Products and/or Work and shall inure to the benefit of XxxxxxMidwest, and to all subsequent buyers of the Products or users of the Work. Unless otherwise specified, all Products and Work will be subject to final inspection and acceptance at XxxxxxMidwest’s plant. Payment by Xxxxxx Midwest prior to final inspection and acceptance shall not constitute acceptance. Xxxxxx Midwest may at its option hold rejected Products for Seller’s instructions and at Seller’s risk, or return them to Seller at Seller’s expense. If any Products or Work do not comply with the warranties set forth in this paragraph 2, Xxxxxx xxxMidwest may, at its sole option, and in each case at Seller’s sole expense: (i) reject such Products or Work; (ii) require Seller to repair or correct such Products or Work as necessary to render them in conformance with the foregoing warranties, and consistent with XxxxxxMidwest’s time schedule; (iii) return such Products or Work and receive a full refund of the contract price; or (iv) make any corrections required to cause such Products or Work to fulfill the foregoing warranties and charge Seller for the costs incurred by Xxxxxx Midwest thereby. Seller shall reimburse Xxxxxx Midwest for all expenses reasonably incurred by Xxxxxx Midwest in connection with a breach of the foregoing warranties (including transportation, storage, administrative, and other incidental expenses of XxxxxxMidwest). No replacement of rejected Products or Work may be made by Seller without written authorization from XxxxxxMidwest. The remedies set forth in this Agreement are cumulative, and shall not preclude any other remedy available to Xxxxxx Midwest at law or in equity.
Appears in 1 contract
WARRANTIES AND INSPECTION. Seller expressly warrants: (a) that the Products sold hereunder will conform to contract specifications, drawings, samples, or other descriptions furnished to Xxxxxx by Seller, and will be of good design, material, and workmanship, free from defect, merchantable, and will satisfactorily perform the functions for which intended and fit for their intended use, and will be free and clear of all liens, claims, pledges, charges and encumbrances; and (b) to perform the Work in a good and workmanlike manner, and in accordance with good industry practices. Seller shall furnish all materials, equipment, tools, labor, supervision, supplies, facilities, services and transportation necessary for the successful completion of the Work. Seller shall cooperate, consult, and coordinate with Xxxxxx in the performance of the Work, and shall provide such Work in a timely manner compatible with Xxxxxx's Xxxxxx'x schedule. Seller shall, prior to the start of the Work, provide to Xxxxxx a schedule describing its plan of operation for the Work and all testing and deliverables of Seller hereunder. Said warranties, however, shall not be deemed to limit any warranties or representations of additional scope given to Xxxxxx from Seller or any warranties implied by law. Seller agrees that all of its warranties shall survive acceptance of and payment for the Products and/or Work and shall inure to the benefit of Xxxxxx, and to all subsequent buyers of the Products or users of the Work. Unless otherwise specified, all Products and Work will be subject to final inspection and acceptance at Xxxxxx’s Xxxxxx’x plant. Payment by Xxxxxx prior to final inspection and acceptance shall not constitute acceptance. Xxxxxx may at its option hold rejected Products for Seller’s instructions and at Seller’s risk, or return them to Seller at Seller’s expense. If any Products or Work do not comply with the warranties set forth in this paragraph 2, Xxxxxx xxxmay, at its sole option, and in each case at Seller’s sole expense: (i) reject such Products or Work; (ii) require Seller to repair or correct such Products or Work as necessary to render them in conformance with the foregoing warranties, and consistent with Xxxxxx’s Xxxxxx’x time schedule; (iii) return such Products or Work and receive a full refund of the contract price; or (iv) make any corrections required to cause such Products or Work to fulfill the foregoing warranties and charge Seller for the costs incurred by Xxxxxx thereby. Seller shall reimburse Xxxxxx for all expenses reasonably incurred by Xxxxxx in connection with a breach of the foregoing warranties (including transportation, storage, administrative, and other incidental expenses of Xxxxxx). No replacement of rejected Products or Work may be made by Seller without written authorization from Xxxxxx. The remedies set forth in this Agreement are cumulative, and shall not preclude any other remedy available to Xxxxxx at law or in equity.
Appears in 1 contract
Samples: Standard Terms and Conditions
WARRANTIES AND INSPECTION. Seller expressly warrants: (a) that the Products sold hereunder will conform to contract specifications, drawings, samples, or other descriptions furnished to Xxxxxx OMNOVA by Seller, and will be of good design, material, and workmanship, free from defect, merchantable, and will satisfactorily perform the functions for which intended and fit for their intended use, and will be free and clear of all liens, claims, pledges, charges and encumbrances; and (b) to perform the Work in a good and workmanlike manner, and in accordance with good industry practices. Seller shall furnish all materials, equipment, tools, labor, supervision, supplies, facilities, services and transportation necessary for the successful completion of the Work. Seller shall cooperate, consult, and coordinate with Xxxxxx OMNOVA in the performance of the Work, and shall provide such Work in a timely manner compatible with XxxxxxOMNOVA's schedule. Seller shall, prior to the start of the Work, provide to Xxxxxx OMNOVA a schedule describing its plan of operation for the Work and all testing and deliverables of Seller hereunder. Said warranties, however, shall not be deemed to limit any warranties or representations of additional scope given to Xxxxxx OMNOVA from Seller or any warranties implied by law. Seller agrees that all of its warranties shall survive acceptance of and payment for the Products and/or Work and shall inure to the benefit of XxxxxxOMNOVA, and to all subsequent buyers OMNOVAs of the Products or users of the Work. OMNOVA reserves the right at any time to inspect and/or test Products and/or the Work. Such inspection and/or testing shall not imply any acceptance of the Products or Work nor in any way relieve the Seller of any obligation or duty under the Agreement or otherwise impose any obligations on OMNOVA. Seller shall test the Products to ensure that they meet with the applicable specifications and acceptance criteria and Seller shall not ship any Products that do not conform thereto. Each shipment must be accompanied by Seller’s completed Quality Control Inspection Report, Certificate of Analysis or similar documents requested by OMNOVA. Seller shall provide and maintain a test and inspection system acceptable to OMNOVA and in conformity with industry standards. Records of all testing work by Seller shall be kept complete and available to OMNOVA and its customers during the performance hereof and for three years after final payment by OMNOVA or for such longer period as may be specified. At all reasonable times during the period of Seller’s performance, including the period of manufacture, OMNOVA and its customers may enter any manufacturing plant, warehouse, or other premises under Seller’s control to inspect and/or test the Products to be furnished hereunder and to inspect processes, tools, and materials used by Seller to perform hereunder. Unless otherwise specified, all Products and Work will be subject to final inspection and acceptance at XxxxxxOMNOVA’s plant. Payment by Xxxxxx OMNOVA prior to final inspection and acceptance shall not constitute acceptance. Xxxxxx OMNOVA may at its option hold rejected Products for Seller’s instructions and at Seller’s risk, or return them to Seller at Seller’s expense. If any Products or Work do not comply with the warranties set forth in this paragraph Section 2, Xxxxxx xxxOMNOVA may, at its sole option, and in each case at Seller’s sole expense: (i) reject such Products or Work; (ii) require Seller to repair or correct such Products or Work as necessary to render them in conformance with the foregoing warranties, and consistent with XxxxxxOMNOVA’s time schedule; (iii) return such Products or Work and receive a full refund of the contract price; or (iv) make any corrections required to cause such Products or Work to fulfill the foregoing warranties and charge Seller for the costs incurred by Xxxxxx thereby. Seller shall reimburse Xxxxxx for all expenses reasonably incurred by Xxxxxx in connection with a breach of the foregoing warranties (including transportation, storage, administrative, and other incidental expenses of Xxxxxx). No replacement of rejected Products or Work may be made by Seller without written authorization from Xxxxxx. The remedies set forth in this Agreement are cumulative, and shall not preclude any other remedy available to Xxxxxx at law or in equity.;
Appears in 1 contract
Samples: Standard Purchase Order Terms
WARRANTIES AND INSPECTION. Seller expressly warrantswarrants : (a) that the Products sold hereunder will conform to contract specificationsthe Specifications, drawings, samples, or other descriptions furnished to Xxxxxx Buyer by Seller, and ; will be of good design, material, and workmanship, ; will be free from defect, ; will be merchantable, and ; will satisfactorily perform the functions for which intended and intended; will be fit for their intended use, ; and will be free and clear of all liens, claims, pledges, charges and encumbrances; and (b) to perform the Work in a good and workmanlike manner, and in accordance with good industry practices. Seller shall furnish all materials, equipment, tools, labor, supervision, supplies, facilities, services and transportation necessary for the successful completion of the Work. Seller shall cooperate, consult, and coordinate with Xxxxxx Buyer in the performance of the Work, and shall provide such Work in a timely manner compatible with Xxxxxx's Buyer’s schedule. Seller shall, prior to the start of the Work, provide to Xxxxxx Buyer a schedule describing its plan of operation for the Work and all testing and deliverables of Seller hereunder. Said warranties, however, shall not be deemed to limit any warranties or representations of additional scope given to Xxxxxx Buyer from Seller or any warranties implied by law. Seller agrees that all of its warranties shall survive acceptance of and payment for the Products and/or or Work and shall inure to the benefit of XxxxxxBuyer, and to all subsequent buyers of the Products or users of the Work. Unless otherwise specified, all Products and Work will be subject to final inspection and acceptance at XxxxxxBuyer’s plant. Payment by Xxxxxx Buyer prior to final inspection and acceptance shall not constitute acceptance. Xxxxxx Buyer may at its option hold rejected Products for Seller’s instructions and at Seller’s risk, or return them to Seller at Seller’s expense. If any Products or Work do not comply with the warranties set forth in this paragraph 2, Xxxxxx xxx, at its sole option, and in each case at Seller’s sole expense: (i) reject such Products or Work; (ii) require Seller to repair or correct such Products or Work as necessary to render them in conformance with the foregoing warranties, and consistent with Xxxxxx’s time schedule; (iii) return such Products or Work and receive a full refund of the contract price; or (iv) make any corrections required to cause such Products or Work to fulfill the foregoing warranties and charge Seller for the costs incurred by Xxxxxx thereby. Seller shall reimburse Xxxxxx for all expenses reasonably incurred by Xxxxxx in connection with a breach of the foregoing warranties (including transportation, storage, administrative, and other incidental expenses of Xxxxxx). No replacement of rejected Products or Work may be made by Seller without written authorization from Xxxxxx. The remedies set forth in this Agreement are cumulative, and shall not preclude any other remedy available to Xxxxxx at law or in equity.
Appears in 1 contract
Samples: Terms and Conditions of Purchase
