Warranties and Maintenance Sample Clauses

Warranties and Maintenance. 12.1. Products to be provided by Contractor hereunder will be subject to the warranties, if any of the manufacturers or suppliers of such Products. Contractor will ensure that such warranties are transferred to the County. 12.2. Contractor will provide maintenance or will arrange for maintenance for Products in the manner specified by Exhibit A and Exhibit G. 12.3. Contractor represents and warrants to the County that, upon payment of the purchase price specified in this Agreement, the County will have good title to each of the Products, free and clear of all liens, encumbrances, and claims. Unless otherwise agreed to in writing by the County, only new materials shall be used in each of the hardware Products provided by Contractor under this Agreement. 12.4. Contractor represents and warrants to the County, that at the time of installation, the software Products will be free of programming that is intentionally and specifically constructed for the purpose of destroying, interrupting, or otherwise adversely affecting the software Product’s code or other code or data in a computer, such as by replicating itself or another program many times without any useful purpose. 12.5. Contractor warrants to the County that the Services to be performed by it and its subcontractors hereunder (a) will be performed in a competent manner by qualified personnel in conformance with industry standards, and (b) will conform to the performance and acceptance criteria set forth in Exhibit E. This warranty shall remain in effect during the entire term of this Agreement. In order to qualify for remedial action under this warranty, the County must report a warranty failure to Contractor in writing within the warranty period. Contractor shall not be responsible for remedial action under this warranty to the extent the failure to meet the warranty is caused by modification to the Products by the County or anyone other than Contractor or its subcontractors, unless under Contractor's or its subcontractors' direction. 12.6. Except as provided in Section 16.0, as Contractor's sole obligation, and the County's exclusive remedy, for failure to meet the warranty in Section 12.5, Contractor will use commercially reasonable efforts to correct the failure, provided the County makes available to Contractor information concerning the failure. If Contractor is unable, by using reasonable efforts, to correct the failure within a reasonable period of time, Contractor will refund to the County an equ...

Warranties and Maintenance. (a) Section 3.15(a) of the Company Disclosure Schedule sets forth a list of all contracts, agreements or arrangements in which the Company warrants or guarantees the performance or operation of Company Intellectual Property. Except as set forth in Section 3.15(a) of the Company Disclosure Schedule, the Company's warranties with respect to the services it performs for third parties are limited to using industry standards, and the remedies for a breach of such warranties are limited to the fees collected by the Company from such third parties. Except as set forth in Section 3.15(a) of the Company Disclosure Schedule, all of the Company's contracts and agreements with its customers provide that the Company shall not be liable for consequential damages. (b) Other than as disclosed in Section 3.15(b) of the Company Disclosure Schedule, the Company has not, during the past three years, had any claims, actions, suits, disputes, arbitrations, proceedings or payments involving or relating to the breach of any representations or warranties (express or implied) made by the Company, other than in the ordinary course of business, which individually or in the aggregate would not have a Company Material Adverse Effect. (c) Section 3.15(c) of the Company Disclosure Schedule sets forth a list of all contracts, agreements or arrangements in which the Company is obligated to support or maintain for a third party any software, computer systems or programs, hardware, processes, algorithms or other Company Intellectual Property after the completion of a project for such third party.

Warranties and Maintenance. (a) Licensor will provide City with all generally available software upgrades for a period of 12 months from the end of the warranty period. (b) Without limiting the foregoing, Licensor warrants that it has title to the Software and documentation and the authority to grant licenses to use the third party software.

Warranties and Maintenance. HARDWARE WARRANTY IMAGEWARE represents and warrants (1) that all hardware delivered pursuant hereto will be new and all hardware shall be free from defects in material; (2) that all items will conform to the final versions of Exhibits A, D and E; and (3) that all hardware warranty services performed hereunder will be free from defects in material and workmanship and will be performed in accordance with the specifications and instructions of BUYER. However, SELLER retains discretion and control with respect to the manner and means of performing such services and shall at all times remain an independent contractor. This warranty shall survive for a period of one (1) year from final acceptance of the System. Should any failure of the hardware to conform to this warranty appear during the manufacturer's warranty period, IMAGEWARE shall, provided that it is given immediate notice of such nonconformity and provided that its inspection confirms the existence of the same, correct, at no cost to BUYER, such nonconformity by, at its election, repair or replacement. Said notice may be by telephone, e-mail or fax. IMAGEWARE'S inspection shall occur within forty-eight (48) hours of receiving notice. If any such hardware failure substantially impacts BUYER's operation, as determined exclusively by BUYER, and IMAGEWARE fails to correct the problem within three (3) calendar days, BUYER may elect to obtain service from a mutually agreed upon third-party provider at IMAGEWARE'S expense. The parties shall maintain a list of such third-party providers. The warranty coverage per line item is exclusively defined by the manufacturer's warranties, delivered with each item of equipment provided, in no case being less than one (1) year in duration. Any contradictions between the manufacturers' warranties and other portions of this Agreement shall be resolved per the terms specified in the manufacturers' warranty agreements. Repair or replacement in the manner provided above shall constitute fulfillment of all IMAGEWARE obligations under this warranty. Such warranty shall not apply to any supplies to the extent they have been subject to accident, misuse, acts of God, unauthorized alteration, or where IMAGEWARE installation, maintenance and service requirements have not been met. BUYER may at its sole option, attach peripherals manufactured by any vendor to the SYSTEM, provided IMAGEWARE approves in writing, which approval shall not unreasonably be withheld. The hardware warranty sha...

Warranties and Maintenance. (a) Section 3.15(a) of the Company Disclosure Schedule sets forth a list of all contracts, agreements or arrangements in which the Company warrants or guarantees the performance or operation of software, computer systems or programs, hardware, processes, algorithms or Technology-Related Assets. Except as set forth in Section 3.15(a) of the Company Disclosure Schedule, the Company's warranties with respect to the services it performs for third parties are limited to using industry standards, and the remedies for a breach of such warranties are limited to the fees collected by the Company from such third parties. Except as set forth in Section 3.15(a) of the Company Disclosure Schedule, all of the Company's contracts and agreements with its customers provide that the Company shall not be liable for consequential damages. (b) Other than as disclosed in Section 3.15(b) of the Company Disclosure Schedule, the Company has not, during the past three years, had any claims, actions, suits, disputes, arbitrations, proceedings or payments involving or relating to the breach of any representations or warranties (express or implied) made by the Company, other than in the ordinary course of business, which individually or in the aggregate would not have a Company Material Adverse Effect. (c) Section 3.15(c) of the Company Disclosure Schedule sets forth a list of all contracts, agreements or arrangements in which the Company is obligated to support or maintain for a third party any software, computer systems or programs, hardware, processes, algorithms or other Technology-Related Assets after the completion of a project for such third party.

Warranties and Maintenance. With respect to Products purchased by Distributor from HDG, HDG shall furnish Distributor with its standard written limited warranties, which in turn Distributor shall furnish to the ultimate customer to whom Distributor or its representative sells the Product. Distributor is not authorized to make and shall not make on behalf of HDG any warranties or representations concerning the workmanship, merchantability or fitness for a particular purpose of any such Products, other than those contained in HDG's standard written limited warranties, except as required by law. Distributor shall be responsible for performing all warranty, repairs and all maintenance on such Products sold by Distributor or its representatives within a reasonable time after notification by the customer or HDG of the need therefor, and all such repairs and maintenance shall be done in a competent and workmanlike manner so that the Products shall perform according to HDG's specifications. Distributor shall not make any alterations in or modifications of any HDG product without written authorization from HDG but shall make all such alterations and modifications required by HDG, at the expense of HDG. Distributor shall be reimbursed for its out-of-pocket expenses reasonably incurred in connection with all warranty service work requested or authorized by HDG. Nothing herein shall prohibit Distributor from performing any warranty work required by law provided that Distributor notifies HDG, prior to performing such work, of such requirement.

Warranties and Maintenance