Warranties. 9.1 NCR Voyix warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption. 9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 102 contracts
Samples: Merchant Agreement, Merchant Agreement, Merchant Agreement
Warranties. 9.1 NCR Voyix Section 13.01 The Supplier hereby represents and warrants that upon Delivery:
(a) the Service and Software will be materially Products are free from Defects, and
(b) the packaging of the Products is as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate agreed between the Service by giving written notice to NCR Voyix within 30 days after the nonconformanceParties, and NCR Voyix will cease delivering where the Service within 30 days Parties have not made any particular agreement, is of market standard quality, complies with applicable Law and has the proper and full declaration necessary for its intended purpose. For the avoidance of doubt, the representations and warranties in this Section 13.01(b) shall not apply in respect of any non-conformance which according to the reasonable conclusion of the Parties has likely been caused by any repacking of the Products by the Recipient after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchaseDelivery.
Section 13.02 The warranty period shall, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or on a Reseller on your behalf Product-by-Product basis, start upon Delivery in accordance with the terms Delivery Terms and end, by Product, concurrently with the end of the corresponding warranty and indemnities periods stated at in the Account Portalagreements between the Recipient and its end customer as on the Effective Date (and any prolongations of such warranty and indemnity periods agreed between the Recipient and its end customers after the Effective Date to the extent such prolongations have been approved by the Supplier in its reasonable discretion). THESE ARE The Recipient shall provide the Supplier with access to historical product data as reasonably necessary to address warranty claims.
Section 13.03 EXCEPT AS EXPRESSLY SET OUT IN THIS AGREEMENT, THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES SUPPLIER DOES NOT PROVIDE ANY REPRESENTATION OR WARRANTY REMEDIES, ORAL OR WRITTEN, OF ANY KIND (EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data) IN RESPECT OF THE PRODUCTS OR THEIR MANUFACTURE OR DELIVERY, reportsAND ANY OTHER REPRESENTATIONS AND WARRANTIES THAT MAY BE IMPLIED BY STATUTE, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionPRECEDENTS OR OTHERWISE ARE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, HEREBY EXCLUDED.
9.2 You warrant that: Section 13.04 The warranties set out in this Article XIII (aand all related provisions of this Agreement) you are at least 18 years of age; shall apply retroactively and mutatis mutandis to any Products delivered by the Supplier before the Effective Date (b) you are eligible so that the Recipient shall be entitled to register and use assert warranty claims against the Service and have the right, power, and ability to enter into and perform Supplier under this AgreementAgreement in respect of any Defects or non-compliant packaging of Products delivered before the Effective Date); it being specified that the notification requirements and other processes set out in Article VII shall not apply retroactively, provided that in respect of any Defects discovered before the Effective Date, the Recipient shall inform the Supplier (cand follow the other processes set out in Article VII) without undue delay after the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerEffective Date.
Appears in 7 contracts
Samples: Supply Agreement (Phinia Inc.), Supply Agreement (Phinia Inc.), Supply Agreement (Phinia Inc.)
Warranties. 9.1 NCR Voyix 11.1 Seller represents and warrants that it has the Service right to sell the hardware/equipment and Software license the software, and, if applicable, authorized to provide the Services, provided under this EPL Agreement.
11.2 Seller represents and warrants that Purchaser shall acquire good and clear title to the hardware/equipment purchased hereunder, free and clear of all liens and encumbrances.
11.3 Seller represents and warrants that unless otherwise specified in RFP No. 4599 and/or the published EPL, each Product delivered shall be delivered new and not as a “used, substituted, rebuilt, refurbished or reinstalled” Product.
11.4 Seller represents and warrants that it has and will be materially as described obtain and pass through to Purchaser any and all warranties obtained or available from the manufacturer/licensor of the Product.
11.5 Unless a longer warranty period is specified in their the RFP, the supplemental agreement and/or purchase order, or the published user documentation. Provided EPL, Seller represents and warrants that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform hardware/equipment provided pursuant to this warrantyEPL Agreement shall be free from defects in material, manufacture, design and workmanship for a period of one (1) year after acceptance. If NCR Voyix Seller’s obligation pursuant to this warranty shall include, but is unable reasonably not limited to, the repair or replacement of the hardware/equipment, or the redoing of the faulty installation, at no cost to do so, as your sole remedy you may terminate Purchaser. In the Service by giving written notice to NCR Voyix event Seller cannot repair or replace the hardware/equipment during the warranty period within 30 ten (10) working days after receipt of notice of the nonconformancedefect, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or Seller shall refund the purchase price of nonconforming Hardwarethe hardware/equipment and refund any fees paid for services that directly relate to the defective hardware/equipment, and Purchaser shall have the right to cancel/terminate the supplemental agreement and/or purchase order. Warranty claims must be submitted Purchaser’s rights hereunder are in addition to any other rights Purchaser may have.
11.6 Seller represents and warrants that all Products and Services provided by you Seller shall meet or exceed the minimum specifications set forth in RFP No. 4599 and the published EPL.
11.7 Unless a Reseller on your behalf longer warranty period is specified in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESpurchase order, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant Seller represents and warrants that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will software provided pursuant to this EPL Agreement shall be free from material defects and provide Purchaser complete functionality necessary for the operation of the system for a period of ninety (90) days after acceptance. Seller’s obligations pursuant to this warranty shall include, but are not limited to, the repair of all bugs defects or the replacement of the software at the expense of Seller. In the event Seller is unable to repair or replace the software within ten (10) working days after receipt of notice of the defect, Purchaser shall be entitled to a full refund of the fees paid and errors; or that a Product will operate without interruptionshall have the right to cancel/terminate the supplemental agreement and/or purchase order. Purchaser’s rights hereunder are in addition to any other rights Purchaser may have.
9.2 You warrant that11.8 Unless a different warranty period is specified in the published EPL, Seller represents and warrants, for a period of ninety (90) days from performance of Services, that all work hereunder, including but not limited to, consulting, training and technical support, has been performed in a good and workmanlike manner and consistent with generally accepted industry standards. For any breach of this warranty, Seller shall perform the Services again, at no cost to Purchaser, or if Seller is unable to perform the Services as warranted, Seller shall reimburse Purchaser the fees paid to Seller for the unsatisfactory Services.
11.9 Seller represents and warrants that there is no disabling code or lockup program or device embedded in the Products provided to Purchaser. Seller further agrees that it will not, under any circumstances, take any step which would in any manner interfere with Purchaser’s use of the Products and/or which would restrict Purchaser from accessing its data files or in any way interfere with the transaction of Purchaser’s business. For any breach of this warranty, Seller at its expense shall, within five (5) working days after receipt of notification of the breach, deliver Products to Purchaser that are free of such disabling code, lockup program or device.
11.10 Seller represents and warrants that there are no computer viruses contained in the Products delivered to Purchaser. For any breach of this warranty, Seller at its expense shall, within five (5) working days after receipt of notification of the breach, deliver Products to Purchaser that are free of any virus, and shall be responsible for repairing, at Seller’s expense, any and all damage done by the virus to Purchaser’s site.
11.11 Seller represents and warrants that it will ensure its compliance with the Mississippi Employment Protection Act, Section 71-11-1, et seq. of the Mississippi Code Annotated (Supp2008) and will register and participate in the status verification system for all newly hired employees. The term “employee” as used herein means any person that is hired to perform work within the State of Mississippi. As used herein, “status verification system” means the Illegal Immigration Reform and Immigration Responsibility Act of 1996 that is operated by the United States Department of Homeland Security, also known as the E-Verify Program, or any other successor electronic verification system replacing the E-Verify Program. Seller agrees to maintain records of such compliance and, upon request of the State and approval of the Social Security Administration or Department of Homeland Security where required, to provide a copy of each such verification to the State. Seller further represents and warrants that any person assigned to perform services hereunder meets the employment eligibility requirements of all immigration laws of the State of Mississippi. Seller understands and agrees that any breach of these warranties may subject Seller to the following: (a) you are at least 18 years termination/cancellation of age; the supplemental agreement and/or purchase order and this EPL Agreement and ineligibility for any state or public contract in Mississippi for up to three (3) years, with notice of such cancellation/termination being made public, or (b) you are eligible the loss of any license, permit, certification or other document granted to register and use Seller by an agency, department or governmental entity for the Service and have the rightright to do business in Mississippi for up to one (1) year, power, and ability to enter into and perform under this Agreement; or (c) both. In the name you identify when you register event of such termination/cancellation, Seller would also be liable for any additional costs incurred by the State due to the supplement/purchase order(s) and this EPL Agreement’s cancellation/termination or loss of license or permit.
11.12 Seller represents and warrants that no official or employee of Purchaser or of ITS, and no other public official of the State of Mississippi who exercises any functions or responsibilities in the review or approval of the undertaking or carrying out of the project shall, prior to the completion of said project, voluntarily acquire any personal interest, direct or indirect, in the purchase order.
11.13 The Seller represents and warrants that no elected or appointed officer or other employee of the State of Mississippi, nor any member of or delegate to Congress has or shall benefit financially or materially from this EPL Agreement. No individual employed by the State of Mississippi shall be admitted to any share or part of the EPL Agreement or to any benefit that may arise therefrom. The State of Mississippi may, by written notice to the Seller, terminate the right of the Seller to proceed under this EPL Agreement if it is your real name found, after notice and hearing by the ITS Executive Director or his/her designee, that gratuities in the business name under which you sell goods and services; (d) form of entertainment, gifts, jobs, or otherwise were offered or given by the Seller to any sales transaction you submit will represent a bona fide sale by you, will accurately describe officer or employee of the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.State of
Appears in 6 contracts
Samples: Express Products List Purchase Agreement, Express Products List Purchase Agreement, Express Products List Purchase Agreement
Warranties. 9.1 NCR Voyix 4.1 XXXX warrants that the Service and Software that:
a) each Product will be materially as described free from material defects in their published user documentation. Provided that you have timely paid all subscription material and other fees due, NCR Voyix workmanship under normal use and will promptly at its expense correct any Service or Software that fails to materially substantially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix Documentation for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 a period of thirty (30) days from the date of purchaseDelivery,
b) Services will be performed in a professional manner consistent with industry standards by trained and experienced personnel; and
c) XXXX has all rights necessary to license and distribute the Products.
4.2 XXXX warrants that, to the best of its knowledge, at the time of Delivery there are no viruses in any portion of the Software and that it has used commercially reasonable efforts to ensure that the Software is free of computer viruses and has undergone virus checking procedures consistent with industry standards. The term "virus" as used hereunder means any computer code with an undocumented feature designed to a) disable, disrupt or damage Customer's use of the Software or Customer's computer or network, or b) damage or destroy any data or files residing on Customer's equipment without Customer's consent. XXXX further warrants that to the best of its knowledge, Software does not contain any undocumented "back door," "time bomb," "drop door" or other malicious software routine designed to disable the software or to permit unauthorized access, to disable, erase or otherwise harm the Software, equipment, or data.
4.3 Customer shall submit warranty claims within a reasonable time of the Product’s non-conformance. For the above warranty claims, XXXX will, at no additional charge to Customer, correct, re-perform, repair, or replace the nonconforming Product to make it conform.
4.4 If XXXX fails to conform a Product to its warranties within a reasonable time after receiving Customer’s warranty claim, Customer may return it to XXXX, and NCR Voyix after it is returned to XXXX, XXXX will replace or refund the purchase price amount paid to XXXX for it.
4.5 If XXXX fails to conform Services to its warranties within a reasonable time after receiving Customer’s warranty claim, Customer may request a refund of amounts paid for the Services that do not meet the warranty, and XXXX will refund the amount paid to XXXX for it. A warranty refund for a nonconforming Hardware. Warranty claims must be submitted by you Service paid for on a recurring basis will not exceed the pro-rated portion of the advance payment made to XXXX for it for the then-current periodic (e.g., annual) billing period.
4.6 XXXX’x warranties do not cover any problem with or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that damage to a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant thatto the extent caused by: (ai) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the rightnegligence, powerabuse, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name misuse, improper handling, improper use, improper storage or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale modifications by you, will accurately describe the goods anyone other than XXXX or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.its contractors;
Appears in 5 contracts
Samples: Master Agreement, Master Agreement, Master Agreement
Warranties. 9.1 NCR Voyix JCI warrants that the Service and Software its Services will be materially as described provided in their published user documentation. Provided that you have timely paid all subscription a good and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix workmanlike manner for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 90 days from the date of purchaseServices. If JCI receives written notice of a breach of this warranty prior to the end of this warranty period, JCI will re-perform any non-conforming Services at no additional charge within a commercially reasonable time of the notification. JCI warrants that equipment manufactured or labeled by Xxxxxxx Controls, Inc. shall be free from defects in material and workmanship arising from normal usage for a period of 90 days. If JCI installs or furnishes a piece of equipment under this Agreement, and NCR Voyix that equipment is covered by a warranty from a manufacturer other than JCI, JCI will transfer the benefits of that manufacturer’s warranty, if any, to Customer and such warranty remedies are exclusive for that equipment. All transportation charges incurred in connection with the warranty for equipment and/or materials not covered under this Agreement shall be borne by Customer. Except as provided herein, if JCI receives written notice of a breach of this warranty prior to the end of this warranty period, JCI will repair or replace (at JCI’s option) the defective equipment. . These warranties do not extend to any Services or refund equipment that have been misused, altered, or repaired by Customer or third parties without the purchase price supervision of nonconforming Hardwareand prior written approval of JCI, or if JCI serial numbers or warranty decals have been removed or altered. All replaced parts or equipment shall become JCI’s property. This warranty is not assignable. Warranty claims service will be provided during normal business hours, excluding holidays. The remedies set forth herein shall be Customer’s sole and exclusive remedy with regards to any warranty claim under this Agreement. Any lawsuit based upon the warranty must be submitted by you or a Reseller on your behalf brought no later than one (1) year after the expiration of the applicable warranty period. This limitation is in accordance with the terms stated at the Account Portallieu of any other applicable statute of limitations. CUSTOMER FURTHER ACKNOWLEDGES AND AGREES THAT THESE WARRANTIES ARE JCI’S SOLE WARRANTIES AND TO THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW ARE NO WARRANTIES IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THOSE OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 4 contracts
Samples: Planned Service Agreement, Planned Service Agreement, Planned Service Agreement
Warranties. 9.1 NCR Voyix warrants In the event that Merchant discovers an error in the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service Services or Software that fails which has been caused by either Vantage, Provider Partner, or Profit Stars, Merchant shall immediately notify Vantage and Provider Partner of the existence and details of the error. Vantage and Provider Partner (each as applicable) shall apply commercially reasonable efforts to materially conform correct the error and/or to this warrantywork with each other and Profit Stars to correct the error (as applicable) within a reasonable time after Vantage’s and Provider Partner’s receipt of notification of the error. If NCR Voyix is unable reasonably to do soEXCEPT FOR THE FOREGOING WARRANTY, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformanceEACH OF VANTAGE, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchasePROVIDER PARTNER, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE AND PROFIT STARS MAKES NO OTHER WARRANTIES FOR THE SOLE SERVICES PROVIDED BY EACH OF VANTAGE, PROVIDER PARTNER, AND EXCLUSIVE PROFIT STARS, AND EACH OF VANTAGE, PROVIDER PARTNER, AND PROFIT STARS DISCLAIMS ANY AND ALL PROMISES, REPRESENTATIONS AND WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WITH RESPECT TO THE SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESEach of Vantage, ORAL OR WRITTENProvider Partner, EXPRESS OR IMPLIED. NCR Voyix and Profit Stars does not warrant that guarantee the completeness or accuracy of the information provided from a Product will yield third-party database. Each of Vantage, Provider Partner, and Profit Stars shall have no liability to Merchant for any particular business invalid Customer information provided by Merchant or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionEntries returned unpaid to Merchant.
9.2 You warrant Merchant warrants that: :
(a) you are at least 18 years all Entries submitted to each of age; Vantage, Provider Partner, or Profit Stars for processing will comply with applicable laws and regulations and the NACHA Rules pertaining to the Entries;
(b) you are eligible Merchant will comply with all laws, regulations and the NACHA Rules applicable to register and use the Service and have the right, power, and ability to enter into and perform under Merchant’s activities covered by this Agreement; ;
(c) the name you identify when you register all information provided by Merchant initially in its Merchant Application and associated boarding information and supporting documentation and subsequently in all updates to its Merchant Application and associated boarding information and supporting documentation provided to each of Vantage, Provider Partner, or Profit Stars pursuant to Section 2.1 above is your real name or the business name under which you sell goods valid, complete, accurate and servicesup-to-date; and
(d) any sales transaction you submit will represent a bona fide sale by youthe individual signing and submitting this Agreement, will accurately describe the goods Merchant Application for purchase of the Services from each of Vantage, Provider Partner, or services sold Profit Stars, and delivered all future updates to a purchaser the Merchant Application and will be properly reported for tax (including sales associated boarding information and ad valorem tax) purposes; supporting documentation has the legal authority to make and bind Merchant to the agreements, warranties and commitments stated in this Agreement and the submitted Merchant Application on Merchant’s behalf.
(e) you It is each of Vantage, Provider Partner, or Profit Stars corporate policy not to knowingly provide processing Services for any person or organization whose use of the processing Services involves or pertains to any activity which is illegal under U.S. law or involves an activity or business with which each of Vantage, Provider Partner, or Profit Stars, as may be applicable, declines to accept and conduct business generally (“Excluded Activity or Activities”). Merchant warrants that it will fulfill all your obligations not conduct any of the Excluded Activities, which include but are not limited to each customer for which you submit a transaction the following:
(1) Check cashers or money services businesses (MSBs)
(2) Credit repair services, debt consolidation and will resolve any dispute forgiveness programs
(3) Government grant or complaint directly will-writing kits
(4) Internet gambling or accepting payments in connection with the customer.Internet gambling
(5) Internet pharmaceutical sales
(6) Internet tobacco or firearms sales
(7) Magazine subscriptions
(8) Organizations residing outside of North America or U.S. Territories
(9) Outbound telemarketing
(10) Payday or subprime loan business
(11) Pornography or other sexually-oriented business
(12) Prepaid vacation/timeshare solicitation services
(13) Psychic or horoscope consultation services
Appears in 3 contracts
Samples: Sub Merchant Agreement, Sub Merchant Agreement, Sub Merchant Agreement
Warranties. 9.1 NCR Voyix LMF warrants that the Service LDI Detectors sold hereunder will conform to the Specifications and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against free from defects in manufacture material and workmanship under normal use, storage and service when stored or installed in accordance with instructions provided by LMF for 30 days a period of fifteen (15) months from the date of purchaseshipment from LMF's facility or twelve (12) months from the date of successful installation at the End-User's site, whichever is shorter. BAXS may pass this warranty on to each End-User. This warranty shall not apply and will be considered void if BAXS, its distributors or end users mishandle, misuse, abuse or attempt unauthorized repairs of the LDI Detector. This warranty shall not apply and will be considered void if BAXS, its distributors or end users, modify or alter the LDI Detector without the written consent of LMF.
9.2 If any LDI Detectors are defective in materials or workmanship, or do not conform to the Specifications, BAXS shall have the right to return them to LMF. The defective LDI Detectors will be returned, with a description of the failure, freight collect. The defective LDI Detectors will either be repaired or replaced, at LMF's option and at no charge to BAXS, within twenty (20) working days of receipt, and NCR Voyix returned freight prepaid to BAXS. LMF shall notify BAXS if the LDI Detector will replace or refund be replaced. If the purchase price failure occurs within sixty (60) days of nonconforming Hardware. Warranty claims installation at BAXS' customer's site, then the defective LDI Detector must be submitted repaired or replaced with a new unit of LDI Detector within the schedule described above.
9.3 Should LMF, for any reason, fail to honor the warranty provisions herein, LMF shall be deemed in breach of this Agreement and shall have thirty (30) days from receipt of notice from BAXS to cure such breach. BAXS may pursue any and all other remedies available to it under the law or in equity, in a cumulative manner and not in the alternative. LMF acknowledges that BAXS has an independent reputation with its customers which BAXS may desire to protect despite any breach by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE LMF.
9.4 LMF DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING (WITHOUT LIMITATION) ANY WARRANTIES AS TO THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF SUITABILITY OR MERCHANTABILITY OR FITNESS FOR A ANY PARTICULAR PURPOSEPURPOSE OF ANY LDI DETECTOR OR SOFTWARE FURNISHED HEREUNDER. THERE ARE IN NO OTHER WARRANTIES EVENT SHALL LMF BE LIABLE FOR ANY LOST OR WARRANTY REMEDIESANTICIPATED PROFITS, ORAL OR WRITTENANY INCIDENTAL, EXPRESS EXEMPLARY, SPECIAL, OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that dataCONSEQUENTIAL DAMAGES, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionWHETHER OR NOT LMF WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 3 contracts
Samples: Supply Agreement (Bruker Axs Inc), Supply Agreement (Bruker Axs Inc), Supply Agreement (Bruker Axs Inc)
Warranties. 9.1 NCR Voyix The Vendor warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.that:
9.2 You warrant that: (a) you are at least 18 years of age; it will provide the Services in a safe manner free from risks to health and safety including (without limitation) in compliance with all safety Laws;
(b) you are eligible to register the Vendor, and use the Service and all Vendor Personnel have the rightappropriate level of skill, power, training and ability competence to enter into perform the Services safely and perform under this Agreement; to a reasonable standard of workmanship expected in the profession or industry of the Vendor and the Vendor Personnel;
(c) the name you identify when you register is your real name or Vendor and all Vendor Personnel will comply will all relevant Laws including without limitation all safety laws applicable to the business name under which you sell goods supply of Goods and/or the performance of Services and services; Chain of Responsibility obligations in the performance of the Services;
(d) any sales transaction you submit will represent a bona fide sale by youthere is no prohibition or restriction or other obligation which would preclude, will accurately describe prevent or hinder the goods Vendor or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and the Vendor Personnel from providing the Services in accordance with these Terms;
(e) you the Vendor (or if the Vendor uses a third party contractor to store its data, then that third party contractor) has and uses a robust System to protect the security, privacy and integrity of all data it collects, including any data provided to the Vendor by BGC;
(f) the Vendor will fulfill all your obligations (upon request) provide BGC with information about the System (including responding to each customer for which you submit a transaction BGC’s reasonable queries about the System), or the privacy and security of its data, and the Vendor will immediately inform BGC of any breach or suspected breach of the System, and will resolve use its best endeavours to rectify the breach as soon as practicable;
(g) the Vendor, and all Vendor Personnel, will comply with all relevant policies and procedures of BGC;
(h) it will take all steps needed to ensure that BGC is not subject to any dispute claim or complaint directly finding that the Vendor and/or any Vendor Personnel are deemed to be employees of BGC;
(i) information, documentation and certification provided to BGC are accurate, valid and in good order;
(j) the Vendor will not engage in any action that could conflict with BGC’s rights or with the customerVendor’s obligations under these Terms; and
(k) the Vendor is aware that BGC is relying on these warranties. The Vendor indemnifies BGC in respect of any and all claims giving rise to liability on the part of BGC in respect of a breach of this warranty clause howsoever such claims arise.
Appears in 3 contracts
Samples: Vendor and Supplier Contracts, Vendor Supplier Agreement, Vendor and Supplier Contracts
Warranties. 9.1 NCR Voyix Serraview warrants that during the Service and Software will be Term: (a) The functional components of the Services shall perform materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated applicable documentation provided by Serraview or available on Serraview’s web site; and (b) The functionality of the Services will not be materially decreased. As Client's exclusive remedy and Serraview's sole liability for breach of the warranty set forth in this Section (a): (i) Serraview shall correct the non-conforming components of the Services at no additional charge to Client, or (ii) in the Account Portalevent Serraview is unable to correct such deficiencies after good-faith efforts, Serraview shall refund Client the Fees paid that are attributable to the defective Services from the date Serraview received such notice. THESE ARE To receive warranty remedies, Client must promptly report deficiencies in writing to Serraview, but no later than thirty (30) days of the first date the deficiency is first identified by Client. EXCEPT AS EXPRESSLY PROVIDED HEREIN AND TO THE SOLE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SERRAVIEW MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEPURPOSE WITH RESPECT TO THE SERVICES. THERE SERRAVIEW DOES NOT WARRANT THAT THE SERVICES WILL BE ERROR FREE OR UNINTERRUPTED. THE LIMITED WARRANTIES PROVIDED HEREIN ARE NO OTHER THE SOLE AND EXCLUSIVE WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionPROVIDED TO CLIENT IN CONNECTION WITH THE PROVISION OF THE SERVICES.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 3 contracts
Samples: Serraview Services Agreement, Serraview Services Agreement, Serraview Services Agreement
Warranties. 9.1 10.1 NCR Voyix warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Web Site or the NCR Silver Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIXNCR. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 10.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser purchaser, and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 3 contracts
Samples: Merchant Agreement, Merchant Agreement, Merchant Agreement
Warranties. 9.1 NCR Voyix 6.1 ClassLink makes no warranties with respect to the use of the ClassLink Software on technology devices other than those specified in the Documentation.
6.2 Modification or attempted modification by Customer of any item of ClassLink Software shall void ClassLink's warranties with respect to such item of ClassLink Software.
6.3 ClassLink warrants to Customer that to the Service best of its knowledge ClassLink Software is not in violation of any patent, copyright, trademark or other intellectual property claims and that ClassLink has the right to license Customer's use of the ClassLink Software as provided in this Agreement.
6.4 ClassLink warrants to Customer that each item of ClassLink Software will be materially as described conform, when shipped to Customer, to ClassLink specifications which are in their published user documentation. Provided effect for that you have timely paid all subscription and other fees due, NCR Voyix will promptly item at its expense correct any Service or Software that fails to materially conform to this warrantytime. If NCR Voyix Customer believes there is a defect in any item of ClassLink Software, Customer should notify ClassLink immediately and ClassLink will correct or replace the defective item of ClassLink Software. If ClassLink is unable reasonably to do somake the item of ClassLink Software perform as warranted, as your sole remedy you Customer may terminate return the Service by giving written notice to NCR Voyix item of ClassLink Software and receive a full refund of fees paid for item of ClassLink Software. ClassLink shall have no liability for any claim under this Section not made within 30 90 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchaseshipment of the item of ClassLink Software claimed to be defective. EXCEPT AS SPECIFICALLY PROVIDED HEREIN, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE CLASSLINK DOES NOT WARRANT THAT THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE FUNCTIONS CONTAINED IN ANY ITEM OF CLASSLINK SOFTWARE WILL MEET THE CUSTOMER'S REQUIREMENT OR WILL OPERATE IN COMBINATION WITH OTHER SOFTWARE THAT CUSTOMER MAY SELECT OR THAT THE OPERATION OF THE CLASSLINK SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT ALL DEFECTS WILL BE CORRECTED.
6.5 EXCEPT AS SPECIFICALLY PROVIDED HEREIN, CLASSLINK MAKES NO WARRANTIES EXPRESS OR IMPLIED AS TO ANY MATTER WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THE CONDITION OF ANY CLASSLINK SOFTWARE, ITS MERCHANTABILITY OR ITS FITNESS FOR A ANY PARTICULAR PURPOSE. THERE ARE NO OTHER , AS WELL AS ANY EXPRESS OR IMPLIED WARRANTIES OR WARRANTY REMEDIES, ORAL CONDITIONS ARISING THROUGH ANY COURSE OF DEALING OR WRITTEN, EXPRESS COURSE OF PERFORMANCE BETWEEN THE PARTIES OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionUSAGE OF TRADE.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 2 contracts
Samples: Software License Agreement, Software License Agreement
Warranties. 9.1 NCR Voyix warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your Best Buy's sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformanceobligation, and NCR Voyix will cease delivering Client's exclusive remedy, for any defect or nonconformity in the Service within 30 days after receiving your written noticeProducts shall be for Best Buy to cooperate with Client to provide it with the benefit, if any, of the warranty and support commitment of the third-party manufacturers and suppliers of the Product. You will pay NCR Voyix Client expressly waives any claim against Best Buy for all Service actually provided through any failure of the termination dateProduct. Hardware is warranted against defects in manufacture for 30 days Client may independently seek to obtain directly from the date manufacturers of purchasethe Product maintenance or repair of the Product under any warranty or guarantee provided by such manufacturer. Client acknowledges, unless Client obtains separate service agreements with such manufacturers and NCR Voyix will replace suppliers or refund other third party covering maintenance or repair of the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated Product at the Account PortalClient's Location, that such manufacturers and suppliers may require Client to deliver defective Product to their authorized service centers for maintenance or repair. THESE Best Buy does not warrant the merchandise in any way and the only warranties on the merchandise are those provided bythe manufacturer. Best Buy warrants its labor for thirty (30) days following completion of the Services. ANY WARRANTY ON ANY PRODUCT SOLD BY BEST BUY HEREUNDER IS PROVIDED BY THE MANUFACTURER OF THAT PRODUCT. EXCEPT AS EXPRESSLY STATED HEREIN BEST BUY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, TO THE FULLEST EXTENT PERMITTED BY LAW, WITH RESPECTTOTHE PRODUCTS ANDSERVICES WHICH ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES THESUBJECTOFTHESE TERMS, INCLUDING (WITHOUT LIMITATION) ANY WARRANTY OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE AND NON-INFRINGEMENT. THERE ARE CLIENT EXPRESSLY AGREES THAT USE OF THE SERVICES IS ATCLIENT'S SOLE RISK. THESERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. BEST BUYMAKES NO OTHER WARRANTIES WARRANTY THATTHE SERVICE WILLMEETCUENT'S REQUIREMENTS, OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES BEST BUY MAKE ANY WARRANTY REMEDIESASTOTHE RESULTS THATMAY BE OBTAINED FROM THE USE OF THESERVICE OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICE. CLIENT UNDERSTANDS AND AGREES THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OFTHE SERVICE IS DONE ATCLIENT'S OWN DISCRETION AND RISK AND THATCLIENT WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TOCLIENT'S COMPUTER/SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, EXPRESS OBTAINED BYCLIENT FROM BEST BUY OR IMPLIEDTHROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. NCR Voyix does SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OFCERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY. CLIENT AGREES THAT TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BEST BUY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ATTRIBUTABLE TO CLIENT'S USE OF THE BEST BUY FOR BUSINESS WEBSITE OR ANY PRODUCT OR SERVICE PURCHASED HEREUNDER. BEST BUY PROVIDES THE BEST BUY FOR BUSINESS WEBSITE AND ALL INFORMATION, CONTENT, AND OTHER MATERIAL MADE AVAILABLE THROUGH THE BEST BUY FOR BUSINESS WEBSITE ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE MAKE NO REPRESENTATION OR WARRANTY THAT THE BEST BUY FOR BUSINESS WEBSITE WILL MEET YOUR REQUIREMENTS, OR THAT ITWILL BE UNINTERRUPTED, SECURE, OR ERROR FREE. It is Client's responsibility to back up the software and data that is stored on Client's computers hard disk drive(s) and/or on any other storage devices Client may have and Best Buy shall not warrant that a be responsible at any time for any loss, alteration or corruption of any software, data or files. Best Buy shall not be liable in any way for damages arising from any part, equipment, peripheral, software or other product supplied to Client by Best Buy. Best Buy's maximum liability to Client arising from or related to the Products and/or Services shall be limited to the sums paid by Client to Best Buy for such Products and/or Services. No suit or action shall be brought against Best Buy more than one (1) year after the accrual of such cause of action. Best Buy will notbe responsible for delays in delivery of Product will yield any particular business or financial results; that datadelay or failure to perform Services due to circumstances beyond its reasonable control including, reportsbut not limited to, acts of God, military operation, catastrophic events directly related to terrorist activity, national emergency, fire, flood, Product unavailability, carrier delays, labor disruptions, or analysis acts or laws of any government or agency. Any shipping dates or completion dates provided by Best Buy are estimates only. Best Buy will be accurate notbe responsible for delays in all respects; that a delivery of Product will be free from all bugs and errors; or that a delay or failure to perform Services due to circumstances beyond its reasonable control including, but not limited to, acts of God, military operation, catastrophic events directly related to terrorist activity, national emergency, fire, flood, Product will operate without interruptionunavailability, carrier delays, labor disruptions, or acts or laws of any government or agency. Any shipping dates or completion dates provided by Best Buy are estimates only.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 2 contracts
Samples: Vendor Agreement, Vendor Agreement
Warranties. 9.1 NCR Voyix Seller warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially Goods and/or Services furnished under this contract shall conform to all specifications and requirements of this warrantyAgreement and shall be free from defects in materials and workmanship for a period of one year. To the extent Goods are not manufactured pursuant to detailed designs and specifications furnished by NWUAV, the Goods shall be free from design and specification defects. Seller warrants that all Goods provided shall be new and will not be used or refurbished unless so specified on the P.O. Additionally, Goods purchased shall be subject to all written and oral express warranties made by Seller's agents. All warranties and Service guaranties shall not be exclusive and shall run both to NWUAV and its customers. Should NWUAV identify a warranty problem with the Goods during the applicable warranty period, NWUAV shall promptly notify Seller of such problem and, at Seller’s expense and NWUAV’s option, either return the Goods to Seller, repair the Goods or have the Good repaired. Within five (5) business days of receipt of any returned Goods, Seller shall, at NWUAV’s option and Seller’s expense (i) either repair or replace such Goods; (ii) credit NWUAV’s account for the same; or (iii) obtain replacement Goods from another source. Seller shall not redeliver corrected or rejected goods without disclosing the former rejection or requirement for correction and the corrective action taken, on the packing slip. All costs and expenses and loss of value incurred as a result of or in connection with nonconformance and repair, replacement or other correction may be recovered from Seller by equitable price reduction, adjustment, or credit against any amounts that may be owed to Seller under this Agreement. Replacement and repaired Goods shall be warranted for the remainder of the warranty period or six (6) months, whichever is longer. This warranty is transferable to NWUAV’s customer(s). If NCR Voyix Services are to be performed as part of this Agreement, Seller warrants that is unable reasonably qualified to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, perform such Services and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for warrants all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf Services in accordance with standards referenced in the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionStatement of Work.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 2 contracts
Samples: General Purchase Order Terms & Conditions, General Purchase Order Terms & Conditions
Warranties. 9.1 NCR Voyix warrants 10.1 We warrant that during the Service and Software applicable Subscription Term: (a) the Services will be materially substantially perform as described specified in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf Documentation when used in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of agethis Agreement; (b) We will not materially reduce the overall level of beneficial service provided to you are eligible to register and use under the Service and have the right, power, and ability to enter into and perform under this Level Agreement; (c) the name you identify when you register is your real name or Services have been and will for the business name under which you sell goods duration of the Subscription Term continue to be tested for Malware (including without limitation scanning with current versions of industry-standard antivirus software); and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and Professional Services will be properly reported performed in a professional, xxxxxxx-like manner with reasonable skill and care in accordance with industry standards.
10.2 Our sole liability (and Your exclusive remedy) for tax any breach of the foregoing warranty shall be to correct the nonconformity, provide You with a functionally equivalent replacement or, in the case of Professional Services, reperform the nonconforming services, provided you have notified us of such nonconformity within thirty (including sales 30) days of the performance thereof. If We cannot reasonably make such correction, substitution or reperformance, as determined in Our sole discretion acting in good faith, We will refund You (or, in the case Your Subscription is purchased through an Authorized Reseller, arrange through such Authorized Reseller, the refund of) any prepaid fees covering the remainder of the Subscription Term for the nonconforming Service (or any Fees paid for the nonconforming Professional Services) and ad valorem taxterminate Your access to and use of the affected Service for which You have received the refund.
10.3 Each party hereby warrants to the other that: (a) purposesit has the authority to enter into the Agreement, to grant the rights granted by it under the Agreement, and to perform its obligations under the Agreement; and (eb) you it will fulfill comply with all your applicable laws and regulations in effect during the term of the Agreement as they apply to such party’s rights and obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerunder this Agreement.
10.4 EXCEPT AS EXPRESSLY PROVIDED HEREIN, NEITHER PARTY MAKES ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND EACH PARTY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Appears in 2 contracts
Samples: Master Services Agreement, Master Services Agreement
Warranties. 9.1 NCR Voyix Peritus represents and warrants that Peritus has good and clear title to the Peritus Licensed Products and Peritus Licensed Technology free and clear of all liens and encumbrances, and to all rights and licenses with respect thereto granted to hereunder. Peritus further warrants that Peritus has not made and will not make any commitments to others inconsistent with or in derogation of the rights and licenses granted to herein, and that Peritus is free of any obligation that would prevent it from entering into this Agreement.
9.2 Peritus further warrants that the Service Peritus Licensed Products and Software will be materially as described Peritus Licensed Technology do not infringe any patent, copyright, trade secret, mask work, trademark or other legal or equitable rights of any third party.
9.3 Peritus agrees to indemnify, hold harmless and defend Bull HN, Bull, Distributors and Customers from and against any and all suits, proceedings at law or in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformanceequity, and NCR Voyix will cease delivering any and all liability, loss, claims, costs, damages or expenses, including reasonable attorney's fees, arising out of or in connection with any claim by any person that the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually exercise of any right granted by Peritus hereunder to the Peritus Licensed Products or Peritus Licensed Technology infringes any right, title, or interest, including patent, copyright, trade secret, trademark, mask work or other proprietary rights of third parties, provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date however that Bull promptly notifies Peritus of purchaseany such claim and provides Peritus with reasonable assistance and cooperation.
9.4 EXCEPT AS SPECIFICALLY PROVIDED HEREIN, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE PERITUS MAKES NO WARRANTIES AND HEREBY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO IMPLIED WARRANTIES OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSEPURPOSE WITH REGARD TO THE PERITUS LICENSED PRODUCTS, THE PERITUS LICENSED TECHNOLOGY, ANY SERVICES PROVIDED HEREUNDER OR THIS AGREEMENT. THERE IN NO EVENT SHALL PERITUS BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES RESULTING FROM THE PERITUS LICENSED PRODUCTS, THE PERITUS LICENSED TECHNOLOGY, ANY SERVICES PROVIDED HEREUNDER OR THIS AGREEMENT.
9.5 Bull HN represents and warrants that Bull has good and clear title to the Bull HN Licensed Products free and clear of all liens and encumbrances, and to all rights and licenses with respect thereto granted to hereunder. Bull HN further warrants that Bull HN has not made and will not make any commitments to others inconsistent with or in derogation of the rights and licenses granted to herein, and that Bull HN is free of any obligation that would prevent it from entering into this Agreement.
9.6 THE BULL HN LICENSED PRODUCTS ARE PROVIDED AS IS. EXCEPT AS SPECIFICALLY PROVIDED HEREIN, BULL HN MAKES NO WARRANTIES AND HEREBY DISCLAIMS ALL OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTENWARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH REGARD TO THE BULL HN LICENSED PRODUCTS, ANY SERVICES PROVIDED HEREUNDER OR THIS AGREEMENT. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that dataIN NO EVENT SHALL BULL HN BE LIABLE FOR CONSEQUENTIAL, reportsINCIDENTAL OR SPECIAL DAMAGES RESULTING FROM THE BULL HN LICENSED PRODUCTS, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionANY SERVICES PROVIDED HEREUNDER OR THIS AGREEMENT.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 2 contracts
Samples: License Agreement (Peritus Software Services Inc), License Agreement (Peritus Software Services Inc)
Warranties. 9.1 NCR Voyix 4.1 Licensee warrants that the Service that:
4.1.1 it has full capacity and Software will be materially as described authority and all necessary consents to enter into and to perform its obligations under this Full License; and
4.1.2 it owns or has any license necessary to enable Blue Prism to use any third party materials and/or information provided by Licensee under or in their published user documentation. Provided that you have timely paid connection with this Full License.
4.2 Blue Prism warrants that:
4.2.1 it has full capacity and authority and all subscription necessary consents to enter into and other fees due, NCR Voyix will promptly at to perform its expense correct any Service or Software that fails to materially conform to obligations under this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 Full License;
4.2.2 for a period of thirty (30) days after Acceptance, the nonconformanceSoftware, when working within the Environment, will, in all material respects have the functionality and NCR Voyix will cease delivering performance set out in the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually Documentation;
4.2.3 the Support Services shall be provided through with reasonable skill and care;
4.2.4 it shall use its reasonable endeavours to provide the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf Support Services in accordance with the terms stated at Service Levels; and
4.2.5 it shall use reasonable endeavours to ensure that, as of the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESdate of delivery, ORAL OR WRITTENno virus, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business time bomb, trap door or financial results; that data, reports, other equipment or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptiondisabling device (other than the License Key) is introduced by it into the Software.
9.2 You warrant that: (a) you are 4.3 SAVE AS EXPRESSLY SET OUT IN THIS FULL LICENSE, BLUE PRISM EXCLUDES ALL WARRANTIES, CONDITIONS, TERMS, UNDERTAKING AND OBLIGATIONS IMPLIED BY STATUTE, COMMON LAW, CUSTOM, TRADE USAGE, COURSE OF DEALING OR OTHERWISE TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. FOR THE AVOIDANCE OF DOUBT, BLUE PRISM DOES NOT WARRANT THAT THE OPERATION OF THE SOFTWARE SHALL BE 100% UNINTERRUPTED OR ERROR FREE, OR THAT ALL ERRORS WILL BE CORRECTED. BLUE PRISM DOES NOT WARRANT THAT THE SOFTWARE WILL MEET LICENSEE’S REQUIREMENTS. BLUE PRISM IS NOT OBLIGATED TO REMEDY ANY SOFTWARE ERROR THAT CANNOT BE REPRODUCED USING THE LATEST UPDATE OF THE SOFTWARE.
4.4 In the event of any breach of the warranties in Clause 4.2.2 or Clause 4.2.5 of this Full License, Licensee's sole remedy shall be to require Blue Prism to correct the Software.
4.5 In the event of any breach of the warranties at least 18 years of age; (b) you are eligible Clauses 4.2.3 and 4.2.4, Licensee’s sole remedy shall be to register and use require Blue Prism to re-perform the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerrelevant Support Services.
Appears in 2 contracts
Samples: Software License Agreement, License Agreement
Warranties. 9.1 NCR Voyix Customer and PartnerTap each warrants and represent to the other that they have the authority and legal power to enter into this Agreement and to grant the rights granted by it under the Agreement.
9.2 PartnerTap warrants that during the Subscription Term, PartnerTap will provide the Service in a professional manner using commercially reasonable care and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails skill consistent with generally accepted industry standards reasonably applicable to materially conform to this warrantythe provision of the Service. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving provided to Customer was not performed as warranted, Customer must promptly provide written notice to NCR Voyix within 30 days after PartnerTap describing the nonconformancedeficiency. Customer’s sole and exclusive remedy and PartnerTap’s entire liability for breach of the foregoing warranty will be the correction or re-performance of the deficient Service that caused the breach of warranty, or if PartnerTap cannot substantially correct the deficiency in a commercially reasonable manner, Customer may end the deficient Service and NCR Voyix PartnerTap will cease delivering refund the pro-rata amount of the unused portion of prepaid fees for the terminated Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from period following the effective date of purchasetermination. The warranties set forth in this Section 9 will not apply to any Service provided for no fee or on a trial, and NCR Voyix will replace test, or refund the purchase price of nonconforming Hardwarebeta basis.
9.3 CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS USING THE SERVICE, INCLUDING ALL OPPORTUNITY AND ACCOUNT INFORMATION AND ALL OTHER INFORMATION AND CONTENT, AT ITS OWN RISK, AND THAT ALL SUCH INFORMATION AND CONTENT IS MADE AVAILABLE "AS IS". Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account PortalWITHOUT LIMITATION, PARTNERTAP DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF ANY INFORMATION OR CONTENT ON THE SERVICE AND USERS ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF ALL SUCH INFORMATION AND CONTENT. THESE ARE EXCEPT AS EXPRESSLY PROVIDED IN THE SOLE AGREEMENT, NEITHER PARTY MAKES ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES EACH PARTY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR NON-INFRINGEMENT. THERE ARE NO OTHER WARRANTIES PARTNERTAP DOES NOT WARRANT THAT THE SERVICES WILL MEET CUSTOMER’S REQUIREMENTS OR WARRANTY REMEDIESEXPECTATIONS, OR WILL BE SECURE, UNINTERRUPTED OR ERROR FREE. EACH PARTY DISCLAIMS ALL LIABILITY AND INDEMNIFICATION OBLIGATIONS FOR ANY HARM OR DAMAGES CAUSED BY ANY THIRD-PARTY HOSTING PROVIDERS. CUSTOMER AGREES THAT IT IS NOT RELYING ON DELIVERY OF ANY FUTURE FUNCTIONALITY, OR ON ANY ORAL OR WRITTEN, EXPRESS WRITTEN PUBLIC COMMENTS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionADVERTISING OF PARTNERTAP IN ITS PURCHASE OF THE SERVICE.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 2 contracts
Samples: Master Subscription Agreement, Master Subscription Agreement
Warranties. 9.1 NCR Voyix The Vendor warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.that:
9.2 You warrant that: (a) you are at least 18 years of age; it will provide the Services in a safe manner free from risks to health and safety including (without limitation) in compliance with all safety Laws;
(b) you are eligible to register the Vendor, and use the Service and all Vendor Personnel have the rightappropriate level of skill, power, training and ability competence to enter into perform the Services safely and perform under this Agreement; to a reasonable standard of workmanship expected in the profession or industry of the Vendor and the Vendor Personnel;
(c) the name you identify when you register is your real name Vendor and all Vendor Personnel will comply will all relevant Laws including without limitation all safety laws applicable to the supply of Goods and/ or the business name under which you sell goods performance of Services and services; Chain of Responsibility obligations in the performance of the Services;
(d) any sales transaction you submit will represent a bona fide sale by youthere is no prohibition or restriction or other obligation which would preclude, will accurately describe prevent or hinder the goods Vendor or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and the Vendor Personnel from providing the Services in accordance with these Terms;
(e) you the Vendor (or if the Vendor uses a third party contractor to store its data, then that third party contractor) has and uses a robust System to protect the security, privacy and integrity of all data it collects, including any data provided to the Vendor by BGC;
(f) the Vendor will fulfill all your obligations (upon request) provide BGC with information about the System (including responding to each customer for which you submit a transaction BGC’s reasonable queries about the System), or the privacy and security of its data, and the Vendor will immediately inform BGC of any breach or suspected breach of the System, and will resolve use its best endeavours to rectify the breach as soon as practicable;
(g) the Vendor, and all Vendor Personnel, will comply with all relevant policies and procedures of BGC;
(h) it will take all steps needed to ensure that BGC is not subject to any dispute claim or complaint directly finding that the Vendor and/or any Vendor Personnel are deemed to be employees of BGC;
(i) information, documentation and certification provided to BGC are accurate, valid and in good order;
(j) the Vendor will not engage in any action that could conflict with BGC’s rights or with the customerVendor’s obligations under these Terms; and
(k) the Vendor is aware that BGC is relying on these warranties. The Vendor indemnifies BGC in respect of any and all claims giving rise to liability on the part of BGC in respect of a breach of this warranty clause howsoever such claims arise.
Appears in 2 contracts
Samples: Purchase Order, Purchase Order
Warranties. 9.1 NCR Voyix warrants 10.1 We warrant that during an applicable Subscription Term: (a) the Service and Software Services will be materially substantially perform as described specified in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf Documentation when used in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of agethis Agreement; (b) We will not materially reduce the overall level of beneficial service provided to you are eligible to register and use under the Service and have the right, power, and ability to enter into and perform under this Level Agreement; (c) the name you identify when you register is your real name or Services have been properly tested for Malware and, to the business name under which you sell goods best of Our knowledge (including without limitation scanning with current versions of industry-standard antivirus software) the Services, as delivered by Us, do not contain Malware; and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and Professional Services will be properly reported performed in a professional, xxxxxxx- like manner with reasonable skill and care in accordance with industry standards.
10.2 Our sole liability (and Your exclusive remedy) for tax any breach of the foregoing warranty shall be to correct the nonconformity, provide You with a functionally equivalent replacement or, in the case of Professional Services, reperform the nonconforming services, provided you have notified us of such nonconformity within thirty (including sales 30) days of the performance thereof. If We cannot reasonably make such correction, substitution or reperformance, as determined in Our sole discretion acting in good faith, We will refund You (or, in the case Your Subscription is purchased through an Authorized Reseller, arrange through such Authorized Reseller, the refund of) any prepaid fees covering the remainder of the Subscription Term for the nonconforming Service (or any Fees paid for the nonconforming Professional Services) and ad valorem taxterminate Your access to and use of the affected Service for which You have received the refund.
10.3 Each party hereby warrants to the other that: (a) purposesit has the authority to enter into the Agreement, to grant the rights granted by it under the Agreement, and to perform its obligations under the Agreement; and (eb) you it will fulfill comply with all your applicable laws and regulations in effect during the term of the Agreement as they apply to such party’s rights obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with under the customerAgreement.
10.4 EXCEPT AS EXPRESSLY PROVIDED HEREIN, NEITHER PARTY MAKES ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND EACH PARTY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Appears in 2 contracts
Samples: Master Services Agreement, Master Services Agreement
Warranties. 9.1 NCR Voyix Seller shall have no warranty obligation whatsoever and may deny any warranty claim unless Buyer complies with, and causes its customer to comply with, all procedures in this Warranties section. During the period specified in this section Seller warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf Goods shall be: (1) furnished in accordance with the terms stated of the Purchase Contract, (2) new and unrepaired (unless used Goods are specified in the Purchase Contract), and (3) free from defects in materials and workmanship. Seller, at its sole expense, shall promptly repair, replace or correct any warranty violations or refund an equitable portion of the Purchase Price during the 12 month period after delivery to the final destination point or within the 12 month period after first commercial use at the Account Portalfinal destination point, whichever is later, but in no event beyond 18 months from the date of delivery to Buyer. THESE ARE THE SOLE This warranty shall apply to repaired or replaced work for 12 months from the date of repair or replacement or until expiration of the original warranty period, whichever is later. All goods used by Seller in the course of fabricating and/or supplying the Goods to Buyer only carry such warranty as is given by the manufacturer thereof. Such warranties, if any, are hereby assigned by Seller to Buyer. Seller shall furnish these third party warranties to Buyer on request. Buyer shall have the right to assign these warranties to Buyer’s customers. No warranty claim shall enable dual recovery by Buyer or its customer. If a third party component supplier provides less of a warranty than Seller’s hereunder, Seller shall and hereby does assign the supplier’s warranty in lieu of Seller’s as to such component. SELLER HEREBY DISCLAIMS ANY AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIXALL OTHER WARRANTIES, INCLUDING ALL IMPLIED WARRANTIES. THERE ARE NO WARRANTIES SELLER SPECIFICALLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESSeller’s sole obligation under this warranty is limited to and shall be fully discharged by Seller, ORAL OR WRITTENat its expense and option, EXPRESS OR IMPLIEDby repairing defective goods or supplying similar goods without charge. NCR Voyix does Notwithstanding anything to the contrary in the Purchase Contract, this Warranties section is the exclusive remedy available to Buyer or its customer for a warranty claim. Under no circumstances, in contract, tort or otherwise, shall Seller’s total liability in connection with any Purchase Contract exceed the amount received by Seller pursuant to the purchase order(s) applicable to the claim(s). Seller shall not warrant that a Product will yield be liable for any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant thatbreach of warranty arising from: (a) you are at least 18 years failure to follow Seller’s oral or written instructions as to storage, installation, use or maintenance of age; Goods, or (if no instructions apply) Good Industry Practices;
(b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreementalteration or repair of Goods without Seller’s written consent; (c) the name you identify when you register is your real name normal wear and tear, willful damage, negligence, abnormal or the business name under which you sell goods and servicesimproper working or storage conditions, or misuse; (d) any sales transaction you submit will represent Goods which continue to be used or are allowed to deteriorate after a bona fide sale by you, will accurately describe the goods defect is suspected; or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations failure to each customer for which you submit a transaction and will resolve follow any dispute procedure in this Warranties section. Buyer shall deliver notice of any alleged defect to Seller within 10 business days after discovery. The notice shall include or complaint directly with the customer.shall be followed promptly by: (i) Purchase Contract number; (ii) Seller’s release number; (iii) Claim Site location;
Appears in 1 contract
Samples: Purchase Contract
Warranties. 9.1 NCR Voyix Seller warrants that the Service Products sold hereunder conform to any applicable drawings and Software specifications accepted in writing by Seller and will be materially as described free from any defects in their published user documentation. Provided that you have timely paid all subscription material and other fees dueworkmanship which become apparent under normal use, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving and of which Xxxxx gives written notice to NCR Voyix Seller within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days a period of 12 months from the date of purchaseshipment. If, within that period, the Seller receives from Buyer written notice of any alleged defect in or nonconformance of any Product and if, in Seller’s sole judgment, the product does not conform or is found to be defective in material or workmanship, then Buyer shall, at Seller’s request, return the part or product, F.O.B. Seller’s shipping point, and NCR Voyix will Seller, at its option and expense, shall repair or replace the defective Product or refund part thereof or repay the Buyer the full price paid by Buyer for Product or part thereof. Dismounting and reinstallation of defective or non‐conforming parts is done at Buyer’s expense. The warranty for any spare parts or replacements of non‐conforming parts expires when warranty for original Products or parts thereof expires. Any repayment of purchase price shall be without interest. Buyer shall afford Seller a reasonable time and opportunity to correct all such defects or nonconformities. Seller’s sole responsibility, and Xxxxx’s exclusive remedy hereunder shall be limited to such repair, replacement, or repayment of the purchase price as above provided, which constitute Seller’s entire and exclusive liability for any claim for damages for breach of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf warranty in accordance connection with the terms stated at the Account PortalProducts and Services. THESE THE WARRANTIES IN THIS SECTION 9 ARE EXCLUSIVE, ARE MADE ONLY TO THE SOLE BUYER AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIXDO NOT COVER THE EFFECTS OF ABRASION, CORROSION, EXPLOSION, EROSION OR CHEMICALS, OR OTHER DETERIOATION OR DEGREDATION OF THE GOODS OR PARTS THEREOF DUE TO THE PHYSICAL ENVIRONMENT WHERE THE GOOD IS LOCATED, OR DUE TO ELECTRICAL OR ELECTROMAGNETIC NOISE ENVIRONMENT OR ABNORMAL CONDITIONS OF TEMPERATURE OR DIRT. THERE ARE NO EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 13, SELLER SPECIFICALLY DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTENWRITTEN INFORMATION OR ADVICE GIVEN BY SELLER OR ITS EMPLOYEES, EXPRESS WHETHER BEFORE OR IMPLIEDAFTER THE DATE OF THE ORDER, SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. NCR Voyix does The warranties of Seller do not warrant that a Product will yield any particular business or financial results; that datacover, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.Seller makes no warranty with respect to:
9.2 You warrant that: (a) you are at least 18 years of age; (failures not reported to Seller within the warranty period specified above;
b) you are eligible failure or damage due to register and use the Service and have the rightmisapplication, powerabuse, and ability to enter into and perform under this Agreement; (improper installation or abnormal conditions of temperature, dirt or corrosive matter;
c) the name you identify when you register is your real name failures due to operation, either intentional or the business name under which you sell goods and services; (otherwise, above rate capacities or in an otherwise improper manner;
d) products which have been in any sales transaction you submit will represent a bona fide sale way tampered with or altered by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (anyone other than an authorized representative of Seller;
e) you will fulfill all your obligations products damaged in shipment or otherwise without fault of Seller;
f) expenses incurred by Xxxxx in an attempt to each customer for repair or rework any alleged defective product;
g) defects in material and workmanship which you submit are attributable to drawings and specifications provided by Xxxxx; and
h) any electrical issues and component failures (Motors, VFDS, PLC) where either (1) a transaction licensed electrician has not performed the field power and will resolve any dispute or complaint directly with control wiring and/or (2) the customerelectrician has not followed nationally recognized best practices.
Appears in 1 contract
Samples: Terms and Conditions of Sale
Warranties. 9.1 NCR Voyix (a) Avanir represents that it owns the Know-How and the Licensed Patents and has all power and authority necessary to grant the licenses and rights to HBI under this Agreement.
(b) Avanir further warrants and represents that there is nothing in any Third Party agreement Avanir has entered into as of the Effective Date which, in any way, will limit Avanir’s ability to perform all of the obligations undertaken by Avanir hereunder, and that it will not enter into any Agreement after the Effective Date under which Avanir would incur any such limitations. *** Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission.
(c) Nothing in this Agreement shall be construed as a warranty that Licensed Patents are valid or enforceable as of the Effective Date, or that they will be so during the term of this Agreement; provided, however, that Avanir hereby warrants and represents that it has no present knowledge from which it can be inferred that Licensed Patents are invalid or that their exercise would infringe patent rights of Third Parties, and that the Service Licensed Patents have been filed, prosecuted and Software will maintained in good faith to date. Avanir further warrants and represents that it has no present knowledge from which it can be materially as described in their published user documentation. Provided inferred that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service the use of or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformanceprocess of manufacturing Product, and NCR Voyix all intermediates of such process, will cease delivering infringe patent rights of Third Parties in any country in the Service within 30 days after receiving your written notice. You will pay NCR Voyix for Territory.
(d) Avanir warrants and represents that, it has furnished to HBI, or will, pursuant to Article 2 hereof, furnish to HBI, copies of all Service actually clinical information and correspondence with regulatory authorities in the Territory relevant to Products that are in the possession of Avanir as of the Effective Date.
(e) Avanir warrants and represents that the officers of Avanir have no present knowledge of the existence of any pre-clinical or clinical results or findings concerning the Product which it has not provided through to HBI prior to the termination date. Hardware is warranted against defects Effective Date and which results or findings in manufacture for 30 days from Avanir’s reasonable opinion, evidences any issue of quality, toxicity, safety and/or efficacy that would materially impair marketing and sale of the date of purchaseProduct.
(f) AVANIR EXPRESSLY DISCLAIMS ANY OTHER WARRANTY AND ESPECIALLY WITH RESPECT TO (A) THE QUALITY, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE EFFICACY OR EFFICIENCY OF THE SOLE PRODUCTS, DATA OR OTHER INFORMATION TO BE DELIVERED UNDER THIS AGREEMENT; AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES (B) MERCHANTABILITY OF MERCHANTABILITY ANY DATA, PRODUCTS OR KNOW-HOW, OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionPURPOSE WITH RESPECT TO ANY AND ALL OF THE FOREGOING.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Data Transfer & Patent License Agreement (Avanir Pharmaceuticals)
Warranties. 9.1 NCR Voyix Xxxxxxx warrants that he has the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails lawful right to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate grant the Service by giving written notice to NCR Voyix within 30 days after the nonconformancelicense set forth herein, and NCR Voyix will cease delivering that no consent, license or other conveyance is required by MCSI from a Third Party to grant the Service within 30 days after receiving your written notice. You will pay NCR Voyix license set forth herein.
9.2 Xxxxxxx makes no express or implied warranties of merchantability or fitness of the Licensed Technology Products for all Service actually provided through a particular purpose.
9.3 Nothing in this Agreement shall be construed as:
a) A warranty or representation by Xxxxxxx as to the termination date. Hardware validity or scope of any Patent Rights;
b) A warranty or representation that anything made Used, Sold or otherwise disposed of under any license granted in this Agreement is warranted or shall be free from infringement of patents or proprietary rights of Third Parties; or
c) An obligation to bring or prosecute actions or suits against defects in manufacture Third Parties for 30 days from the date of purchaseinfringement.
9.4 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE XXXXXXX MAKES NO REPRESENTATIONS AND EXCLUSIVE EXTENDS NO WARRANTIES MADE BY NCR VOYIXOF ANY KIND, EITHER EXPRESSED OR IMPLIED. THERE ARE NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OF VALIDITY OF THE PATENT RIGHTS, OR THAT USE OF THE TECHNOLOGY WILL NOT INFRINGE ANY PATENT OR OTHER RIGHTS.
Article 10 - ASSIGNABILITY
10.1 MCSI shall not have the right to assign its rights under this Agreement without the prior written consent of Xxxxxxx, which consent shall not be unreasonably withheld. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESMCSI shall notify Xxxxxxx in a timely manner of its intent to execute an assignment to an Affiliate or Third Party and at that time provide Xxxxxxx with any information as requested by Xxxxxxx relating to the Affiliate or Third Party, ORAL OR WRITTENincluding but not limited to, EXPRESS OR IMPLIEDname of entity, business interests, sales volume and other financial data. NCR Voyix does not MCSI shall give Xxxxxxx no less than Ten (10) days to review the final draft of any assignment agreement prior to its execution. MCSI agrees that any such assignment agreement must include provisions that MCSI and its assignee warrant that a Product the assignee will yield comply with all of the terms and conditions of this Agreement and assume any particular business and all outstanding obligations of MCSI to Xxxxxxx, whether known or financial results; that dataunknown, reports, or analysis will at the time of assignment. A copy of the executed assignment agreement shall be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionprovided Xxxxxxx by MCSI within Ten (10) days of the execution date.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Warranties. 9.1 NCR Voyix Seller expressly warrants that the Service and Software that:
a) all goods delivered hereunder will be materially as described new, of merchantable quality, fit for their intended use, free from defects and of good materials and workmanship;
b) all goods and services delivered or rendered hereunder will be in their published user documentation. Provided that you have timely paid compliance with all subscription applicable laws and regulations and will conform with all applicable specifications, drawings, data and samples whether set forth in this Purchase Order or in Seller’s sales or technical literature or in other fees duedocuments furnished or agreed to by Seller;
c) all services provided hereunder will be performed in a competent, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, professional and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf workmanlike manner in accordance with the terms stated applicable specifications set forth this Purchase Order, or if there are no such specifications, the highest industry standards, without faults or defects;
d) all goods delivered hereunder shall be free and clear of all security interests, liens or other encumbrances or claims of any kind; and
e) possession, use or any permitted transfer of such goods and/or services will not subject Novavax to any liability for infringement of any patent or other intellectual property rights. Said warranties shall not be deemed to limit any warranties of additional scope given to Novavax by Seller, nor to limit Novavax’ rights or Seller’s obligations under any other provision of this Purchase Order, at the Account Portallaw or in equity. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESNo warranties are waived by Novavax supplying or approving plans, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business specifications or financial results; that data, reportsor inspecting or accepting the goods. Goods or services that do not comply with Seller’s warranties or which are otherwise damaged or defective may be rejected. In addition to any other remedies, Novavax shall be entitled to receive credit, reimbursement or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use replacement for the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the rejected goods or services sold at Novavax’ option, plus all shipping and delivered to a purchaser and related costs paid by Novavax in connection with the rejected goods or services. All rejected goods will be properly reported held for tax inspection, pickup, disposal or return shipment at Seller’s expense for a period of thirty (including sales 30) days after delivery of notice of rejection. Xxxxx thereafter remaining unclaimed may be disposed of by Novavax. Seller will be liable for all costs of shipping any replacements to Novavax and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with costs of disposal of the customerrejected goods.
Appears in 1 contract
Samples: Purchase Order Agreement
Warranties. 9.1 NCR Voyix In the event WPG Consulting, LLC performs services pursuant to a statement of work, WPG Consulting, LLC represents and warrants that the Service and Software such services will be materially as described done in their published user documentationa skillful and workmanlike manner according to those industry standards generally prevailing among consultants performing similar services under similar circumstances. Provided that you have timely paid Customer shall notify WPG Consulting, LLC of any noncompliance with the foregoing warranty prior to completion of the services or within five (5) business days thereafter. WPG Consulting, LLC or its supplier will pass through to customer any and all subscription applicable hardware or software product warranties of the manufacturer. WPG Consulting, LLC does not provide any warranties on products which it does not manufacture, whether with respect to its design, performance, specifications, functionality or compatibility with customer’s system. No statement or affirmation by WPG Consulting, LLC or its agents, by action or word, shall constitute a warranty and other fees dueCustomer agrees torely solely on the manufacturers’ warranties. WPG Consulting, NCR Voyix LLC will promptly at its not be liable for any damage, loss, cost or expense correct any Service or Software that fails to materially conform to this for breach of warranty. If NCR Voyix is unable reasonably to do soAs WPG Consulting, as your sole remedy you may terminate LLC has no control over the Service manufacturing of the products sold herein, it cannot and does not indemnify customer for claims by giving written notice to NCR Voyix within 30 days after the nonconformancethird parties that products infringe any patent, and NCR Voyix copyright, trademark or trade secret; however, WPG Consulting, LLC will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided pass through the termination date. Hardware is warranted against defects in manufacture for 30 days any such indemnities it receives from the date of purchasemanufacturer or supplier. WPG Consulting, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE LLC HEREBY EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, RELATED TO PRODUCTS SOLD OR SERVICES PROVIDED BY NCR VOYIX. THERE ARE NO WARRANTIES THIRD PARTIES INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE THIS DISCLAIMER, HOWEVER, DOES NOT AFFECT THE TERMS OF THE MANUFACTURER’S WARRANTY, IF ANY. Customer agrees to abide by all product licensing provisions or end user agreements imposed by the manufacturer or publisher. Customer expressly waives any claim that it may have against WPG Consulting, LLC or any of its affiliates in connection with product liability or alleged infringement of any patent, copyright, trade secret or other intellectual property rights (each a “Claim”) with respect to any Product and also waives any right to indemnification from WPG Consulting, LLC or its affiliates against any such Claim made against Customer by a third party. WPG Consulting, LLC’s LIABILITY TO CUSTOMER, IF ANY, WILL BE LIMITED TO DIRECT DAMAGES, WHICH WILL NOT EXCEED THE AMOUNTS PAID BY CUSTOMER TO WPG Consulting, LLC FOR THE SPECIFIC PRODUCT(S) OR SERVICE(S) DIRECTLY CAUSING THE DAMAGES GIVING RISE TO A PROVEN CLAIM, AS ESTABLISHED BY A FINAL JUDGMENT. IN NO EVENT SHALL WPG Consulting, LLC BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THESE TERMS AND CONDITIONS, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOSS OF USE, LOST DATA OR FOR ANY DAMAGES OR SUMS PAID BY CUSTOMER TO THIRD PARTIES, EVEN IF WPG Consulting, LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY WHETHER ANY CLAIM IS BASED UPON PRINCIPLES OF CONTRACT, WARRANTY, NEGLIGENCE OR OTHER WARRANTIES TORT, BREACH OF ANY STATUTORY DUTY, PRINCIPLES OF INDEMNITY OR WARRANTY REMEDIESCONTRIBUTION, ORAL THE FAILURE OF ANY LIMITED OR WRITTENEXCLUSIVE REMEDY TO ACHIEVE ITS ESSENTIAL PURPOSE, EXPRESS OR IMPLIEDOTHERWISE. NCR Voyix Purchase Money Security Interest This authorizes WPG Consulting, LLC to investigate all credit references and any other matters pertaining to the customer’s financial responsibility. Customer grants WPG Consulting, LLC a purchase money security interest in all equipment WPG Consulting, LLC provides to customer hereunder, as permitted by law. Upon payment in full for any item of equipment and any interest applicable to it, WPG Consulting, LLC’ security interest in that item of equipment shall be released automatically. Customer agrees that upon acceptance of any order WPG Consulting, LLC may file financing statements in such places as are necessary to perfect its security interest. Where customer indicates how to apply payment, each payment for each item of equipment shall be applied to that item of equipment only. If customer does not warrant that a Product will yield any particular business or financial results; that dataindicate how to apply payment, reportsWPG Consulting, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionLLC reserves the right to apply payments to customer’s balance at its discretion.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Terms and Conditions
Warranties. 9.1 NCR Voyix The Licensee expressly acknowledges and agrees that the use of the JANUS Software is at your sole risk. The Licensor does not and cannot warrant the results that the Licensee may obtain by using the JANUS Software.
9.2 The Licensor is not responsible for problems which may occur as a result of any incompatibility between the JANUS Software and any other software or hardware. The Licensee assumes responsibility for the selection of the JANUS Software to achieve its intended purposes, for making backups of its data regularly and for choosing, maintaining and matching its hardware, operating system software and other application software. Subject to Clause 10.4, the Licensor cannot guarantee the Licensee uninterrupted service or the correction of any errors.
9.3 The JANUS Software is provided "as is" without warranty or condition of any kind, including to the implied warranties or conditions of merchantable quality and fitness for a particular purpose. The Licensor does not warrant that the JANUS Software will meet the Licensee's requirements or that its operation will be error free or free from viruses, worms, Trojan horses, ransomware, spyware, adware and other malicious software programmes, PROVIDED THAT the Licensor has used all reasonable commercial endeavours to test for and remove all errors and bugs in and from the JANUS Software.
9.4 The Licensor warrants that the Service and JANUS Software will be materially maintained as described operational during the Term and that any defects or bugs (not directly or indirectly caused by, or as a result of, the Licensee) will be fixed by the Licensor at the Licensor’s cost and expense. For the avoidance of doubt, this clause does not cover any requests by the Licensee for additional functionality (including Updates and Upgrades) to be added to the JANUS Software during the Term.
9.5 The Licensee acknowledges that complex software is never entirely free from security vulnerabilities. Subject to the other provisions of this Agreement, the Licensor gives no warranty that the JANUS Software will be entirely secure.
9.6 The Licensee acknowledges that the Licensor will not provide any legal, financial, accountancy or taxation advice under this Agreement or in their published user documentationrelation to the JANUS Software. Provided Unless otherwise stated in this Agreement, the Licensor does not warrant that you have timely paid all subscription and the JANUS Software, or the use of the JANUS Software by the Licensee, will not give rise to any legal liability on the part of the Licensee or any other fees dueperson.
9.7 The Licensor warrants to the Licensee that the JANUS Software, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate when used by the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf Licensee strictly in accordance with the terms stated at and conditions of this Agreement, will not infringe the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield Intellectual Property Rights of any particular business or financial results; that data, reportsthird party.
9.8 If the Licensor reasonably determines, or analysis will be accurate any third party alleges, that the use of the JANUS Software by the Licensee in all respects; that a Product will be free from all bugs accordance with the terms and errors; or that a Product will operate without interruption.conditions of this Agreement infringes any third party’s Intellectual Property Rights, the Licensor may, acting reasonably at its own cost and expense:
9.2 You warrant that: (a) you are at least 18 years of ageModify the JANUS Software in such a way that it no longer infringes the relevant Intellectual Property Rights; (or
b) you are eligible procure for the Licensee the right to register and use the Service JANUS Software in accordance with the terms and have the right, power, and ability to enter into and perform under conditions of this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Master Service Agreement
Warranties. 9.1 NCR Voyix warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees dueTHE FOUNDATION AND THE CITY UNIVERSITY OF NEW YORK, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do soMAKE NO WARRANTIES, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformanceEXPRESS OR IMPLIED, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchaseCONCERNING THE RESULTS OF THE PROJECT RESEARCH OR OF THE MERCHANTABILITY, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEPURPOSE OF SUCH RESEARCH OR RESULTS. THERE ARE NO FOUNDATION AND THE CITY UNIVERSITY OF NEW YORK SHALL NOT BE LIABLE FOR ANY DIRECT, CONSEQUENTIAL, OR OTHER DAMAGES SUFFERED BY MPD OR ANY OTHER PARTY AS A RESULT OF THE CONDUCT OF THE RESEARCH. ALL WARRANTIES MADE OR WARRANTY REMEDIESTO BE MADE IN CONNECTION WITH THE RESEARCH SHALL BE MADE BY MPD THEREOF AND NONE OF SUCH WARRANTIES SHALL DIRECTLY OR INDIRECTLY BY Research Agreement Mediphotonics Development Co LLC and Research Foundation CUNY IMPLICATION OBLIGATE IN ANY WAY THE FOUNDATION, ORAL THE CITY UNIVERSITY OF NEW YORK OR WRITTEN, EXPRESS OR IMPLIEDANY OF ITS AGENTS. NCR Voyix does not warrant Each Party warrants and represents to the other that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability it has full authority to enter into and perform under this Agreement; , and to fully perform its obligations hereunder, and that neither has made nor will it make any commitments to others in conflict with or in derogation of this Agreement without the express written approval and participation of the other party. Research Agreement Mediphotonics Development Co LLC and Research Foundation CUNY In witness whereof, the Parties have caused there duly authorized representative to execute this Research Agreement as of the above written date. Mediphotonics Development Company The Research Foundation of CUNY on Behalf of The Center for Advanced Technology at the City University of New York By: /s/ Peter Katevatis Esq Xx: /x/ Xxxxxrd F. Rothbard ------------------------- ------------------------- Name: Peter Katevatis Esq Xxxx: Xxxxxxd F. Rothbard Title: Chaixxxx/XXX Title: President Date: March 15, 2005 Date: _____________________ Attachment A Statement of Work Mediphotonics Development Co LLC and Research Foundation CUNY [Ommitted out as a matter of corporate confidentiallity] Attachment B Budget and Payment Terms Mediphotonics Development Co LLC and Research Foundation CUNY [Ommitted out as a matter of corporate confidentiallity] Attachment B Budget and Payment Terms (ccont.) Mediphotonics Development Co LLC and Research Foundation CUNY PAYMENT SCHEDULE -------------------------------------------------------------------------------- Date Due Payment Amount -------------------------------------------------------------------------------- Phase I: Payment due upon execution of the name you identify when you register is your real name or the business name under which you sell goods Research $35,000 Agreement -------------------------------------------------------------------------------- Phase II: Payment due by June 15, 2005 $30,000 -------------------------------------------------------------------------------- Phase III: Payment due by August 15, 2005 $5,000 -------------------------------------------------------------------------------- Total Payment Due $70,000 -------------------------------------------------------------------------------- 13 of 19 Attachment C Mutual Non-Disclosure Agreement Mediphotonics Development Co LLC and services; (d) any sales transaction you submit will represent Research Foundation CUNY [Ommitted out as a bona fide sale by you, will accurately describe the goods or services sold matter of corporate confidentiallity] Attachment C Mutual Non-Disclosure Agreement Mediphotonics Development Co LLC and delivered to Research Foundation CUNY [Ommitted out as a purchaser matter of corporate confidentiallity] Attachment C Mutual Non-Disclosure Agreement Mediphotonics Development Co LLC and will be properly reported for tax (including sales Research Foundation CUNY [Ommitted out as a matter of corporate confidentiallity] Attachment C Mutual Non-Disclosure Agreement Mediphotonics Development Co LLC and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit Research Foundation CUNY [Ommitted out as a transaction and will resolve any dispute or complaint directly with the customer.matter of corporate confidentiallity]
Appears in 1 contract
Warranties. 9.1 NCR Voyix warrants 10.1 We warrant that during the Service and Software applicable Subscription Term: (a) the Services will be materially substantially perform as described specified in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf Documentation when used in accordance with the terms stated at of this Agreement; (b) the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product Services have been and will yield any particular business or financial resultsfor the duration of the Subscription Term continue to be tested for Malware (including without limitation scanning with current versions of industry-standard antivirus software); that data, reports, or analysis and (c) Professional Services will be accurate performed in all respects; that a Product will be free from all bugs professional, xxxxxxx-like manner with reasonable skill and errors; or that a Product will operate without interruptioncare in accordance with industry standards.
9.2 10.2 Our sole liability (and Your exclusive remedy) for any breach of the foregoing warranties shall be to correct the nonconformity, provide You warrant with a functionally equivalent replacement or, in the case of Professional Services, reperform the nonconforming services, provided you have notified us of such nonconformity within thirty (30) days of the performance thereof. If We cannot reasonably make such correction, substitution or reperformance, as determined in Our sole discretion acting in good faith, We will refund You (or, in the case Your Subscription is purchased through an Authorized Reseller, arrange through such Authorized Reseller, the refund of) any prepaid Fees covering the remainder of the Subscription Term for the nonconforming Service (or any Fees paid for the nonconforming Professional Services) and terminate Your access to and use of the affected Service for which You have received the refund.
10.3 Each party warrants to the other that: (a) you are at least 18 years of ageit has the authority to enter into the Agreement, to grant the rights granted by it under the Agreement, and to perform its obligations under the Agreement; and (b) you are eligible it will comply with any law or regulation applicable to register such party in performance of its duties and use the Service and have the right, power, and ability to enter into and perform obligations under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you.
10.4 EXCEPT AS EXPRESSLY PROVIDED HEREIN, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerNEITHER PARTY MAKES ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND EACH PARTY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Appears in 1 contract
Samples: Master Services Agreement
Warranties. 9.1 NCR Voyix a) CTS warrants and represents that the Services and Deliverables provided or developed by CTS hereunder shall not infringe upon the patents, patent applications, trade secrets, copyrights, trademarks or other Proprietary Rights of CTS or any third party and that CUSTOMER shall have full and unencumbered rights thereto.
b) CTS warrants that any Services provided shall be done in a workmanlike manner by competent personnel, knowledgeable in the Service Services and Software Deliverables thereunder. CTS will be materially as described in their published user documentation. Provided that you have timely paid all subscription follow quality assurance plans and other fees duestandards based on IEEE standards and process certified by KPMG's ISO 9001 certification for CTS Total Quality Management.
c) CTS will supply a sufficient number of suitably qualified, NCR Voyix will promptly trained and experienced personnel to meet the requirements of the Project, including the project deadlines.
d) In the event of breach of any warranty hereunder, CTS shall remedy such breach at its own expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving within a reasonable time after CUSTOMER has given CTS written notice thereof. COGNIZANT [LOGO] TECHNOLOGY SOLUTIONS A Cognizant Company --------------------------------------------------------------------------------
e) Notwithstanding any other provisions of this Agreement, (i) CTS shall not be liable to NCR Voyix within 30 days after CUSTOMER for any incidental or consequential damages, including, without limitation, the nonconformanceloss of sales or revenues, loss of goodwill, loss of business information or loss of profits, even if advised of the possibility of such damages or loss, and NCR Voyix will cease delivering (ii) CTS's aggregate liability, if any, for any or all losses or injuries to CUSTOMER arising out of or under any Work Schedulethis Agreement shall not exceed the Service within 30 days after receiving your written noticeamount paid by CUSTOMER under such Work Schedule this Agreement. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchaseCTS MAKES NO OTHER WARRANTIES OF ANY KIND OR NATURE, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER PURPOSE OR USE OR WARRANTIES OF UNINTERRUPTED OR WARRANTY REMEDIESERROR-FREE PERFORMANCE OF COMPUTER SYSTEMS, ORAL APPLICATIONS, SOFTWARE, HARDWARE OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionEQUIPMENT.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Service Agreement (Cognizant Technology Solutions Corp)
Warranties. 9.1 NCR Voyix warrants FAILURE TO PROTECT YOUR HARDWARE AND SECURITY CREDENTIALS MAY ALLOW AN UNAUTHORIZED PARTY TO ACCESS THE SERVICE AND TRANSMIT AN ELECTRONIC ITEM FOR DEPOSIT. ALL USES OF THE SERVICE THROUGH YOUR SECURITY CREDENTIALS WILL BE DEEMED TO BE USES AUTHORIZED BY YOU AND BINDING UPON YOU. YOU ASSUME THE ENTIRE RISK FOR THE FRAUDULENT OR UNAUTHORIZED USE OF YOUR SECURITY CREDENTIALS. YOU AGREE TO (i) EXERCISE RESPONSIBLE BEHAVIOR WHEN USING THE SERVICE, (ii) FOLLOW THE INSTRUCTIONS AND RECOMMENDATIONS THAT C US BANK PROVIDES YOU WITH RESPECT TO THE SERVICE AND (iii) USE MAXIMUM CAUTION IN PROTECTING YOUR HARDWARE AND SECURITY CREDENTIALS FROM UNAUTHORIZED ACCESS. YOU AGREE TO NOTIFY C US BANK IF YOU BECOME AWARE OF ANY LOSS OR THEFT OF, OR ANY UNAUTHORIZED USE OF THE SERVICE OR YOUR SECURITY CREDENTIALS. You represent and warrant to us that:
a. Any Electronic Item we receive accurately and legibly represents all of the information on the front and back of the original paper check as originally drawn;
b. The information you transmit to us corresponding to a paper check contains a record of all applicable machine-readable MICR-line (the set of numbers at the bottom of the check) information required for a substitute check and the accurate amount of the Item;
c. The paper check conforms to the technical standards for an Electronic Item set forth in Federal Reserve Board Regulation J, or Federal Reserve Bank operating circulars and for a substitute check set forth in Federal Reserve Board Regulation CC;
d. The paper check has not previously been deposited and no person will receive a transfer, presentment, or return of, or otherwise be charged for, the paper check or the electronic Item such that the person will be asked to make payment based on a paper check that has already paid;
e. You will not redeposit through this Service any paper check previously deposited and returned to you unless we advise you otherwise;
f. After the paper check has been converted to an Electronic Item and submitted for deposit, you shall not otherwise transfer or negotiate the original paper check, substitute check or any other representation thereof. You further agree that you shall be solely responsible for the original paper checks(s), including secure retention, storage, retrieval and destruction of the original paper check(s). If necessary and upon our request, you agree to provide us with the original paper checks(s).
g. You will employ reasonable security measures sufficient to protect the paper check in transmission and storage that is only accessible by persons needing access to the paper check(s);
h. You will only transmit original paper check(s);
i. You will comply with all laws and regulations applicable to you in your use of the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate not use the Service for any purpose prohibited by giving written notice foreign exchange regulations, postal regulations or any other treaty, statute, regulation or authority. You agree to NCR Voyix within 30 notify C US Bank of any suspected errors regarding items deposited through the Service right away, and to notify C US Bank in no event later than 60 days after the nonconformance, and NCR Voyix will cease delivering the Service applicable C US Bank account statement is provided. Unless you notify C US Bank within 30 60 days after of receiving your written notice. statement, you are prohibited from bringing a claim against C US Bank for such alleged error;
j. All information you provide to C US Bank is accurate and true; and
k. You will pay NCR Voyix for comply with this Addendum and all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchaseapplicable rules, laws and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionregulations.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Online Banking Agreement Addendum
Warranties. 9.1 NCR Voyix Seller warrants to Buyer that at the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially time of delivery: (a) the goods sold hereunder shall conform to this warrantySeller's then current specifications; (b) Seller has good title to such goods; and (c) such goods are free and clear of all liens and encumbrances created by Seller. If NCR Voyix is unable reasonably Seller makes no warranty of any results Buyer might obtain in any particular application. Buyer's sole and exclusive remedy for any breach of warranty shall be limited, in Seller's sole discretion, to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date replacement at Buyer's installation of purchase, and NCR Voyix will replace any defective goods or refund of the purchase price thereof. Buyer shall not return goods unless authorized in advance in writing by Seller. Seller shall have the right to inspect the goods at Buyer's installation. When Seller provides for carriage under the applicable Incoterm®, Buyer shall make any reservations relating to carriage and notify them to both Seller and transporter pursuant to delays defined by the applicable Law. In the absence of nonconforming Hardwaresuch notification, weight or volume of product shall be deemed to be the weight or volume mentioned on the invoice. Warranty claims must be submitted What ever the case might be, Buyer's failure to give written notice that goods are non-conforming within thirty (30) days of delivery shall constitute a waiver by you Buyer of all warranty claims. Notwithstanding the foregoing warranties and remedies, Seller shall have no obligation hereunder if the goods become defective as a result of improper storage, contamination, adulteration, improper use or a Reseller on your behalf in accordance with the terms stated at the Account Portalmisapplication after delivery thereof to Buyer. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIXThe above warranties extend only to Buyer. THERE ARE IS NO WARRANTIES WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NOR OTHER WARRANTY, EXPRESS, IMPLIED OR STATUTORY, BY SELLER. THERE ARE BUYER ACKNOWLEDGES THAT IT IS PURCHASING THE GOODS SOLELY ON THE BASIS OF THE COMMITMENTS OF SELLER EXPRESSLY SET FORTH HEREIN. SELLER MAKES NO OTHER WARRANTIES WHATSOEVER FOR THE USE OF GOODS PROVIDED BY SELLER IN ANY MEDICAL, PHARMACOLOGICAL, FOOD OR WARRANTY REMEDIESNUCLEAR APPLICATIONS AND FOR COMPLYING WITH ALL APPLICABLE LAWS AND REGULATIONS RELATING TO THE MANUFACTURE, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionSALE AND END USE PRODUCT FOR SUCH APPLICATIONS.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Warranties. 9.1 NCR Voyix 5.1. Pennakem only warrants that the Service Products or the performance of the Services will comply with the specifications agreed with the Order Confirmation and/or any applicable quality agreement agreed between the Parties solely with regard to quality matters (hereinafter referred to as “Quality Requirements”). Pennakem makes no other warranties, whether express or implied, of merchantability, fitness for purpose, or any possible future use or otherwise.
5.2. The Buyer shall have communicated to Pennakem all necessary information to ensure the adequate elaboration of the agreed Quality Requirements and Software the proper transformation and/or the final use of the Products or Services. The Buyer recognizes that Pennakem's obligation of conformity is fully satisfied when these Quality Requirements have been met at the time of Delivery. For the performance of the Services, Pennakem warrants that the work will be materially as described conducted in their published user documentation. Provided a professional manner and that you have timely paid all subscription and other fees due, NCR Voyix Pennakem will promptly at do its expense correct any Service or Software that fails best efforts to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate perform the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf work in accordance with the terms stated at agreed terms, including the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESindicative time schedule, ORAL OR WRITTENand with reasonable professional skill and care; it is however acknowledged that in case the Services are of developmental nature, EXPRESS OR IMPLIED. NCR Voyix does not warrant there can be no guarantee that a Product the Services will yield any particular business or financial results; that data, reportsbe successfully completed, or analysis will be accurate in all respects; that completed within a Product will be free from all bugs and errors; or that a Product will operate without interruptionspecified time frame despite Pennakem 's good faith efforts to do so.
9.2 You warrant 5.3. Hidden defects must be notified in writing to Pennakem immediately upon discovery, but, in any event, no later than six (6) months after Delivery.
5.4. If Pennakem recognizes that: :
(i) the Products are defective, then Pennakem shall, at its sole discretion, either:
(a) you are replace the defective Products, at least 18 years of age; its own costs, or
(b) you are eligible to register and use reimburse the Service and have price of such Products already paid by the right, power, and ability to enter into and perform under this Agreement; Buyer or
(c) if the name you identify when you register is your real name price has not already been paid by the Buyer, to reduce such price or to terminate the said Contract;
(ii) the Services are defective, then Pennakem shall, at its sole discretion, either:
(a) reperform the defective Service, or
(b) reimburse the price of or the business name under which you sell goods use of the Services by the Buyer. Pennakem shall not be bound by the above-mentioned obligations of this Clause 5.4 if:
(i) the defect results from the specifications of the Products provided to Pennakem by the Buyer, or an act or omission of the Buyer, or
(ii) the defect claimed results from a case of Force Majeure.
5.5. Any technical advice provided by Pennakem, before and/or during the use of the Products, whether provided verbally or in writing or by way of trials, is given in good faith but without any warranty on the part of Pennakem. Pennakem's advice shall not release the Buyer from its duties to test the Products supplied by Pennakem as to their suitability for the intended processes and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe uses. The use and processing of the goods or services sold Products are undertaken solely at the Buyer's risk.
5.6. The Buyer’s sole and delivered to a purchaser exclusive remedies for breach of the warranties set forth in this Clause 5 are the one stated in this Clause 5 and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerin Clause 6.
Appears in 1 contract
Samples: General Sales Conditions
Warranties. 9.1 NCR Voyix 10.1 NxStage represents and warrants to Axxxxx that the Service and Software Product supplied to Axxxxx hereunder will be materially as Manufactured in compliance with the Specifications.
10.2 NxStage represents and warrants to Axxxxx that NxStage is in material compliance with all Applicable Laws with respect to the Plant and, to NxStage’s knowledge, there are no circumstances or conditions which would reasonably be expected to prevent compliance from continuing during the duration of this Agreement or interfere with NxStage’s ability to Manufacture Product, in each case, or create any financial liability on Axxxxx or its Affiliates.
10.3 NxStage and Axxxxx each represents and warrants to the other that all corporate action on the part of NxStage and Axxxxx, respectively, and its officers and directors necessary for the authorization, execution and delivery of this Agreement and the performance of all obligations of NxStage and Axxxxx, respectively, hereunder has been taken.
10.4 NxStage represents and warrants to Axxxxx that it has not been debarred, nor is it subject to a pending debarment, and that it will not use in any capacity in connection with the Manufacture of Products hereunder any person who has been debarred pursuant to section 306 of the FDCA, 21 U.S.C. § 335a, or any foreign equivalent thereof, or who is the subject of a conviction described in their published user documentationsuch section or any foreign equivalent thereof. Provided that you have timely paid all subscription NxStage agrees to notify Axxxxx in writing immediately if NxStage or any person who is performing Manufacture of Products hereunder is debarred or is the subject of a conviction described in section 306 or any foreign equivalent thereof, or if any action, suit, claim, investigation, or proceeding is pending, or to the best of NxStage’s knowledge, is threatened, relating to the debarment or conviction of NxStage or any person performing Manufacture of Product hereunder.
10.5 NxStage and other fees dueAxxxxx each represent and warrant that, NCR Voyix will promptly at to the best of its expense correct any Service knowledge, use of the NxStage Intellectual Property or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do sothe Axxxxx Intellectual Property, respectively, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformancecontemplated herein will not infringe or violate any patent, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date trademark, trade name, copyright, trade secret or other proprietary right of purchaseany Third Party.
10.6 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO NEITHER PARTY MAKES ANY REPRESENTATIONS OR EXTENDS ANY WARRANTIES OF MERCHANTABILITY ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES , OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionNON-INFRINGEMENT.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Manufacturing & Supply Agreement (Arbios Systems Inc)
Warranties. 9.1 NCR Voyix 18.1 RDG represents and warrants that that:
(i) the Service Cholesterol Test Strips shall be based on the technology and Software quality of RDG's ***** cholesterol test strips which have received FDA approval for use in connection with RDG's ***** system; (ii) the Cholesterol Test Strips supplied in vials by RDG under this Agreement will be materially as described in their published user documentation. Provided that you have timely paid all subscription of merchantable quality and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after specifications stipulated for the nonconformance, and NCR Voyix will cease delivering Cholesterol Test Strips in clause 1.3 at the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through time of delivery; (iii) the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must Cholesterol Test Strips shall be submitted by you or a Reseller on your behalf manufactured in accordance with applicable current standards promulgated by the terms stated at FDA and shall be manufactured in a facility registered with and approved for such purpose by the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of ageFDA; (biv) you are eligible the RDG Technology covering the Cholesterol Test Strips includes all rights to register and make, use or sell the Service and have Cholesterol Test Strips within the right, power, and ability to enter into and perform under scope of this Agreement; (cv) the name you identify when you register is your real name RDG Technology does not infringe any third party rights and RDG has no knowledge of any information which could render any claims of the patents within the RDG Technology invalid and or the business name under which you sell goods and servicesunenforceable; (dvi) any sales transaction you submit will represent a bona fide sale there are no inventions used in the manufacture of or otherwise incorporated in the Cholesterol Test Strips other than those covered by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposesRDG Technology; and (evii) you will fulfill all your obligations as of the Effective Date RDG and or its suppliers (if any) of Cholesterol Test Strips have not received any significant complaints relating to each customer the Cholesterol Test Strips based on either the number or severity of complaints received so that a reasonable person may question the safety, efficacy, accuracy or reliability of the Cholesterol Test Strips or the method for manufacturing or testing them.
18.2 Lifestream hereby acknowledges and agrees that RDG in no way whatsoever guarantees or warrants that the Cholesterol Test Strips shall be fit for use within the Lifestream Product, and moreover Lifestream agrees that Lifestream is solely responsible and liable for their integration within the Lifestream Product. *CONFIDENTIAL TREATMENT REQUESTED 18
18.3 Lifestream hereby acknowledges and agree that RDG in no way whatsoever guarantees or warrants the accuracy of results obtained by using Cholesterol Test Strips that have been re-packaged and or re-worked, and or the calibration thereof
18.4 Each of RDG and Lifestream respectively represents and warrants that it is duly organized and validly existing and has full corporate power and authority to enter into this Agreement and that the execution, delivery and performance of this Agreement by it does not conflict with any agreement or understanding, oral or written, to which you submit it is a transaction and will resolve any dispute party or complaint directly with the customerby which it may be bound.
Appears in 1 contract
Samples: License and Supply Agreement (Lifestream Technologies Inc)
Warranties. 9.1 NCR Voyix warrants
(a) (Limited Drainage and Stormwater Warranty) SMT Drainage and Excavations’ new drainage and stormwater installations come with a 2 year warranty on goods and a 7 year warranty on labour and materials.
(b) (Manufacturer’s Warranty) Manufacturers of goods may also provide a warranty which will be provided to the Client with the goods. Please read and review this document for any warranty claims.
(c) (Services not included) SMT Drainage and Excavations’ Services and labour will not be included as part of any Manufacturer’s Warranty. The Client may be charged for additional labour fees for installation relating to warranty claims from the manufacturer. If so, SMT Drainage and Excavations will inform the Client of these charges and they will be charged at SMT Drainage and Excavations’ usual service labour rate.
(d) (No warranty for lack of maintenance) Warranty claims will only be accepted if the Services are faulty and the Client complies with the provisions of this clause 12 and will not be provided where the Services are faulty due to the Client’s fault such as lack of maintenance (including the Client’s failure to follow any maintenance procedures in any documentation, manuals or schedules provided).
(e) (Faulty products/installation) If the Client believe the Services are faulty, the Client must contact SMT Drainage and Excavations using the contact details provided in the Proposal, with a full description of the fault (including images if possible). If SMT Drainage and Excavations determines, in its absolute discretion:
(i) that the Service Client’s Services may be faulty, SMT Drainage and Software Excavations will conduct a further inspection before deeming a product or installation fault. If SMT Drainage and Excavations determines that the relevant Services are faulty and covered by this warranty, SMT Drainage and Excavations’ liability will, at its option, be limited to a refund of the full amount paid, an exchange or conducting the installation Services again. All refunds will be materially as described in their published user documentation. Provided credited back to the Client’s original method of payment unless the Client requests otherwise and SMT Drainage and Excavations approve this request;
(ii) that you have timely paid all subscription the relevant Services are not faulty, or are faulty due to lack of maintenance, fair wear and other fees duetear, NCR Voyix will promptly at its expense correct any Service or Software that fails misuse, failure to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf use in accordance with the terms stated manufacturer’s instructions, failure to take reasonable care, or for any other reason beyond the control of SMT Drainage and Excavations, SMT Drainage and Excavations will refuse the Client’s warranty claim and charge the Client for its Services at SMT Drainage and Excavations’ applicable service labour rate;
(iii) If the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESClient fails to comply with the provisions of this clause 12 in respect of the faulty Services, ORAL OR WRITTENSMT Drainage and Excavations may, EXPRESS OR IMPLIED. NCR Voyix in its absolute discretion, issue only a partial refund or no refund in respect of such Services, provided that nothing in this clause 12 is intended to limit the operation of any manufacturers’ warranties which the Client may be entitled to or any of the Client’s rights which cannot be excluded under applicable law.
(f) (Change of mind return) SMT Drainage and Excavations does not warrant that a Product will yield accept returns for change of mind.
(g) (Error in the specifications) SMT Drainage and Excavations does not accept returns for any particular business error or financial results; that datamiscommunication in any specifications set out in the Proposal. It is the Client’s responsibility to ensure such details are correct.
(h) To the maximum extent permitted by applicable law, reportsall express or implied representations and warranties (whether relating to fitness for purpose or performance, or analysis will be accurate otherwise) not expressly stated in all respects; that this Agreement or a Product will be free from all bugs and errors; or that a Product will operate without interruptionProposal are excluded.
9.2 You warrant that: (ai) you are Where any law (including the Competition and Consumer Act 2010 (Cth)) implies a condition, warranty or guarantee which may not lawfully be excluded, then, to the maximum extent permitted by applicable law, SMT Drainage and Excavations’ liability for breach of that non-excludable condition, warranty or guarantee will, at least 18 years SMT Drainage and Excavations’ option, be limited to:
(i) in the case of age; (b) you are eligible to register and use the Service and have the rightgoods, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name their replacement or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the supply of equivalent goods or their repair; and
(ii) in the case of services, the supply of the services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute again, or complaint directly with the customerpayment of the cost of having them supplied again.
Appears in 1 contract
Samples: Standard Terms and Conditions
Warranties. 9.1 NCR Voyix Exaget warrants that the Service Software materially conforms to the specifications and descriptions of the Software will be materially as described in their published user documentationincluded on the Exaget web site (Xxxxxx.xxx) at the time of signature of this Agreement or the delivery of the Software, whichever is earlier (“Specification”). Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to The period for this warranty. If NCR Voyix warranty is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 ninety (90) days from the date of purchasedelivery or installation, and NCR Voyix will replace or refund whichever is earlier. Should the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance Software not materially conform with the terms stated at Specification and provided that Customer notifies Exaget thereof during the Account Portalwarranty period, Exaget will render the Software so that it conforms with the Specification or revoke this license and give Customer full refund of the license fees paid by Customer for the use of the Software. THESE ARE Exaget is not responsible for the operation of an external telecommunications operator or the operation or malfunctions of telecommunication links, public data network or public communications provided by the telecommunications operator. The Software shall not be considered materially dysfunctional if the Customer provides services upon the application. Notwithstanding the warranty provisions of the above paragraph, Exaget shall have no warranty obligations if (i) Customer has used or is using the Software in a manner or in such environment that does not conform to Exaget's written instructions or the provisions in the Software documentation, (ii) Customer or any third party has modified, or attempted to modify the Software, (iii) errors are caused by Customer’s software or hardware malfunctions or failures, or (iv) Customer has refused to implement any changes recommended by Exaget. EXAGET MAKES NO OTHER WARRANTIES. EXAGET DOES NOT WARRANT THAT THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIXFUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET THE CUSTOMER’S REQUIREMENTS OR THAT THE SOFTWARE WILL OPERATE UNINTERRUPTED OR ERROR-FREE OR IN ALL COMBINATIONS SELECTED FOR USE. ESPECIALLY THERE ARE NO WARRANTIES EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE IS NO IMPLIED NON-INFRINGEMENT WARRANTY AND ANY WARRANTY IS STRICTLY LIMITED TO WHAT IS EXPRESSLY AGREED. CERTAIN ELEMENTS OF THE SOFTWARE ARE LICENSED FROM THIRD PARTIES FREE OF CHARGE OR COMMERCIALLY. THERE IS NO WARRANTY FOR THOSE ELEMENTS OF THE PROGRAM, TO THE EXTENT PERMITTED BY APPLICABLE LAW. EXCEPT WHEN OTHERWISE STATED IN WRITING, EXAGET, THE COPYRIGHT HOLDERS AND/OR OTHER WARRANTIES OR PARTIES PROVIDE THOSE ELEMENTS OF THE PROGRAM "AS IS" WITHOUT WARRANTY REMEDIESOF ANY KIND, ORAL OR WRITTEN, EITHER EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reportsINCLUDING, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionBUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Personalised App License Terms
Warranties. 9.1 NCR Voyix Seller warrants that all Goods or Services furnished under this contract shall conform to all specifications and requirements of this contract and shall be free from defects in materials and workmanship for a period of one year. To the Service extent Goods are not manufactured pursuant to detailed designs and Software specifications furnished by Buyer, the Goods shall be free from design and specification defects. Seller warrants that all Goods provided will be materially as described in their published user documentationnew and will not be used or refurbished unless so specified on the P.O. Additionally, Goods purchased shall be subject to all written and oral express warranties made by Seller's agents. Provided that you have timely paid all subscription All warranties and other fees dueService guaranties shall not be exclusive and shall run both to NW UAV Propulsion Systems and to its customers. If NW UAV Propulsion Systems identifies a warranty problem with the Goods during the applicable warranty period, NCR Voyix NW UAV Propulsion Systems will promptly notify Seller of such problems and, at its Seller’s expense correct and NW UAV Propulsion Systems’ option, either return the Goods to Seller, repair the Goods or have the Good repaired. Within five (5) business days of receipt of any Service returned Goods, Seller shall, at NW UAV Propulsion Systems’ option and Seller’s expense (i) either repair or Software replace such Goods; (ii) credit NW UAV Propulsion Systems’ account for the same; or (iii) obtain replacement Goods from another source. Seller shall not redeliver corrected or rejected goods without disclosing the former rejection or requirement for correction and the corrective action taken, on the packing slip. All costs and expenses and loss of value incurred as a result of or in connection with nonconformance and repair, replacement or other correction may be recovered from Seller by equitable price reduction or credit against any amounts that fails may be owed to materially conform Seller under this contract. Replacement and repaired Goods shall be warranted for the remainder of the warranty period or six (6) months, whichever is longer. Warranty is transferable to this warrantyNW UAV Propulsion Systems’ customer. If NCR Voyix Services are to be performed as part of this Agreement, Seller warrants that is unable reasonably qualified to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, perform such Services and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for warrants all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf Services in accordance with standards referenced in the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionStatement of Work.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Purchase Agreement
Warranties. 9.1 NCR Voyix 8.1 InRewards warrants that the Service and Software following delivery of Your Card to You, Your Card will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; reasonably suitable for the purposes for which it is generally intended, (b) you are eligible to register of good quality, in good working order and use the Service and have the right, powerfree of any defects, and ability to enter into and perform under this Agreement; (c) useable and durable for a reasonable period of time, having regard to the name you identify when you register is your real name use to which it would normally be put and to all the surrounding circumstances of its supply.
8.2 Should any defect arise in Your Card which You believe would be covered by the warranty, You must promptly notify InRewards in writing (by delivery, post, fax or e-mail to the business name under which you sell goods address in clause 16) describing the defect and services; InRewards will, at its option (d) any sales transaction you submit exercised reasonably), remedy or reissue the defective Card. If InRewards has previously remedied the affected Card in terms of this warranty during the immediately preceding 3 month period, then InRewards will represent a bona fide sale reissue the Card. Any remedial work undertaken by you, will accurately describe the goods or services sold and delivered to a purchaser and InRewards will be properly reported warranted for tax a period of 90 days following delivery of same to You.
8.3 THE WARRANTY IN CLAUSE 8.1 WILL NOT APPLY IN RESPECT OF DEFECTS OR FAULTS ARISING IN A CARD DUE TO OR RESULTING FROM –
8.3.1 YOUR FAILURE TO USE THE CARD IN ACCORDANCE WITH ITS USER INSTRUCTIONS;
8.3.2 EXTERNAL FACTORS AFFECTING THE CARD, INCLUDING FORCE MAJEURE;
8.3.3 NEGLIGENCE, THEFT, VANDALISM OR ACCIDENTS.
8.4 InRewards warrants that InRewards' services –
8.4.1 will be performed and completed in a timely manner and InRewards will give You timely notice of any unavoidable delay in the performance of those services;
8.4.2 will be performed in a manner and quality that persons are generally entitled to expect, and should InRewards fail to meet these standards, You must promptly notify InRewards in writing (including sales by delivery, post, fax or e-mail to the address in clause 16) describing the failure and ad valorem tax) purposes; and InRewards will, at its option (e) you will fulfill all your obligations exercised reasonably), remedy any failure in the quality of the services performed or refund You a reasonable portion of any price You paid for those services, having regard to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerextent of the failure.
Appears in 1 contract
Samples: Agreement
Warranties. 9.1 NCR Voyix warrants FAILURE TO PROTECT YOUR HARDWARE AND SECURITY CREDENTIALS MAY ALLOW AN AUTHORIZED PARTY TO ACCESS THE SERVICE AND TRANSMIT AN ELECTRONIC ITEM FOR DEPOSIT. ALL USES OF THE SERVICE THROUGH YOUR SECURITY CREDENTIALS WILL BE DEEMED TO BE AUTHORIZED BY YOU AND BINDING UPON YOU. YOU ASSUME THE ENTIRE RISK FOR THE FRAUDULENT OR UNAUTHORIZED USE OF YOUR SECURITY CREDENTIALS. YOU AGREE TO (i) EXERCISE RESPONSIBLE BEHAVIOR WHEN USING THE SERVICE, (ii) FOLLOW THE INSTRUCTIONS AND RECOMMENDATIONS THAT FIRST RESOURCE BANK PROVIDES YOU WITH RESPECT TO THE SERVICE AND (iii) USE MAXIMUM CAUTION IN PROTECTING YOUR HARDWARE AND SECURITY CREDENTIALS FROM UNAUTHORIZED ACCESS. YOU AGREE TO NOTIFY FIRST RESOURCE BANK IF YOU BECOME AWARE OF ANY LOSS OR THEFT OF, OR ANY UNAUTHORIZED USE OF THE SERVICE OR YOUR SECURITY CREDENTIALS. You represent and warrant to us that:
a. Any Electronic Item we receive accurately and legibly represents all of the information on the front and back of the original paper check as originally drawn;
b. The information you transmit to us corresponding to a paper check contains a record of all applicable machine-readable MICR-line (the set of numbers at the bottom of the check) information required for a substitute check and the accurate amount of the Item;
c. The paper check conforms to the technical standards for an Electronic Item set forth in Federal Reserve Board Regulation J, or Federal Reserve Bank operating circulars and for a substitute check set forth in Federal Reserve Board Regulation CC;
d. The paper check has not previously been deposited and no person will receive a transfer, presentment, or return of, or otherwise be charged for, the paper check or the Electronic Item such that the person will be asked to make payment based on a paper check that has already paid;
e. You will not redeposit through this Service any paper check previously deposited and returned to you unless we advise you otherwise;
f. After the paper check has been converted to an Electronic Item and submitted for deposit, you shall not otherwise transfer or negotiate the original paper check, substitute check or any other representation thereof. You further agree that you shall be solely responsible for the original paper check(s), including secure retention, storage, retrieval and destruction of the original paper check(s). If necessary and upon our request, you agree to provide us with the original paper check(s).
g. You will employ reasonable security measures sufficient to protect the paper check in transmission and storage that is only accessible by persons needing access to the paper check(s);
h. You will only transmit original paper check(s);
i. You will comply with all laws and regulations applicable to you in your use of the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate not use the Service for any purpose prohibited by giving written notice foreign exchange regulations, postal regulations or any other treaty, statute, regulation or authority. You agree to NCR Voyix within 30 notify First Resource Bank of any suspected errors regarding items deposited through the Service right away, and to notify First Resource Bank in no event later than 60 days after the nonconformanceapplicable First Resource Bank account statement is provided. Unless you notify First Resource Bank within 60 days, and NCR Voyix will cease delivering such statement regarding all deposits made through the Service within 30 days after receiving your written notice. shall be deemed correct and you are prohibited from bringing a claim against First Resource Bank for such alleged error;
j. All information you provide to First Resource Bank is accurate and true; and
k. You will pay NCR Voyix for comply with this Addendum and all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchaseapplicable rules, laws and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionregulations.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Warranties. 9.1 NCR Voyix Goods purchased by Seller from a third party for resale to Buyer ("Resale Products") shall carry only the warranty offered by the original manufacturer. Subject to other limitations contained in this document, Seller warrants that the Service and Software Goods manufactured by Seller will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against free from defects in manufacture material and workmanship under normal use and regular service and maintenance for 30 days from a period of one year for the date of purchaseshipment of the Goods by Seller, unless otherwise specified by the Seller in writing. THIS IS THE SOLE AND EXCLUSIVE WARRANTY GIVEN BY SELLER WITH RESPECT TO THE GOODS AND IS IN LIEU OF AND EXCLUDES ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, ARISING BY OPERATION OF LAW OR OTHERWISE, INCLUDING WITHOUT LIMITATION, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WHETHER OR NOT THE PURPOSE OR USE HAS BEEN DISCLOSED TO SELLER IN SPECIFICATIONS, DRAWINGS OR OTHERWISE, AND WHETHER OR NOT SELLER'S GOODS ARE SPECIFICALLY DESIGNED AND/OR MANUFACTURED BY SELLER FOR BUYER'S USE OR If within ten (10) days after Xxxxx's discovery of any warranty defects within the warranty period, Buyer notifies Seller thereof in writing, Seller shall have the right to inspect and NCR Voyix will test the Goods at Buyer's plant or other location selected by Seller. If Seller's inspection and testing confirms a warranty defect, Seller shall, at its option, repair, correct, or replace F.O.B. point of manufacture, or refund the purchase price for that portion of nonconforming Hardwarethe Goods found by Seller to be defective. Warranty claims must Any costs, including, but not limited to labor costs, incurred by Xxxxx in returning Goods to Seller shall be submitted the sole responsibility of Buyer. Failure by you or a Reseller on your behalf in accordance with Buyer to give such written notice within the terms stated at the Account Portalapplicable period shall be deemed an absolute and unconditional waiver of Buyer's claim for such defects. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESBuyer assumes all other responsibility for any loss, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reportsdamage, or analysis injury to persons or property arising out of, connected with, or resulting from the use of Goods, either alone or in combination with other products. "consequential damage" shall include, but not be limited to, loss of anticipated profits, business interruption, loss of use or revenue, cost of capital or loss or damage to property or equipment. It is expressly understood that any technical advice furnished by Seller with respect to the selection or use of Goods is given without charge and solely as a convenience and Seller assumes no obligation or liability for the advice given, or results obtained, all such advice being given and accepted at Xxxxx's sole and exclusive risk. Seller is a material supplier only, and not a building contractor. Seller is not responsible for architectural plans, job site or field measurements, cost of job site rework, cost of delay damages or other installation costs. No claims by Buyer for installation or removal costs of defective material will be accurate in all respects; that a Product honored by Seller, nor will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible claims for right to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale recover by you, will accurately describe the securing substitute goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute other special, consequential, or complaint directly with the customerincidental damages.
Appears in 1 contract
Samples: Terms and Conditions of Sale
Warranties. 9.1 NCR Voyix warrants that the Service and Software will be materially Except as described in their published user documentation. Provided that you have timely paid all subscription and other fees dueotherwise provided herein, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE THE SERVICES ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL OPC MARKETING, INC. OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, OR LOSS OF INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF OPC MARKETING, INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Computers, if purchased from OPC MARKETING, INC., are warranted for one (1) year from date of purchase, provided there has been no abuse or misuse. OPC MARKETING, INC. warrants that its software and hardware will be free of any significant defects. OPC MARKETING, INC. will correct or replace defective materials. This warranty is not valid if a surge protector and/or a battery backup (uninterruptible power supply) are not used to protect the system. OPC MARKETING, INC. cannot be held responsible for any kind of physical damages, including lightning, to the hardware or software. Installing any third-party software onto system will void this warranty. Any contamination of the system by viruses will void this warranty. OPC MARKETING, INC. cannot be responsible if Purchaser makes changes, misuses, or tampers with the software or hardware after Purchaser receives them. Any installation of other software or changes by Purchaser may void the warranty; any tech support required because of virus contamination will be at Purchaser’s expense at the rate of $75 per hour. This warranty and the obligations and liabilities of OPC MARKETING, INC. are in lieu of, and Purchaser waives, all other warranties, guarantees, conditions, or liabilities, expressed or implied, arising by law or otherwise, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, and further including without limitation consequential damages, whether or not caused by OPC MARKETING, INC.’s negligence. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESThis warranty shall not be extended, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reportsaltered, or analysis will be accurate in all respects; that varied except by a Product will be free from all bugs written agreement signed by OPC MARKETING, INC. and errors; or that a Product will operate without interruptionPurchaser.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Conditions of Purchase
Warranties. 9.1 NCR Voyix TIBCO warrants that, for thirty (30) days following Client acceptance of the Licensed Software furnished under this Agreement or the deliverables provided pursuant to a Work Order hereunder (the "Warranty Period"), the Licensed Software, exclusive of Third Party Materials, will substantially conform to the accepted level of performance as set forth in Section 5.2(a) ("Warranty"). To the extent that Client notifies TIBCO in writing during the applicable Warranty Period of any material non-conformity of the Licensed Software or deliverables with such acceptance level, and provides TIBCO with (a) Client's estimation of the severity of such non-conformity and (b) such printouts, typescripts, documentation and other details of such non-conformity as TIBCO shall request, TIBCO's sole obligations to use reasonable commercial measures to remedy or provide a work-around for such defect. In determining the timing of its response, TIBCO shall be entitled to take into account the severity of the defect. In the event that TIBCO determines that the Licensed Software is not defective in such respect, Client shall reimburse TIBCO for its services at TIBCO's then current consulting rate for such services.
9.2 To the extent its agreement with a supplier of Third Party Materials permits, TIBCO shall pass through to Client any performance warranty relative to such Third Party Materials; provided, however, that TIBCO makes no additional or supplemental warranty with respect thereto.
9.3 TIBCO warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformanceit has, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from on the date of purchaseacceptance of the Licensed Software will have, the full right and authority to grant this license and that neither this license nor performance under this Agreement does or shall conflict with any other agreement or obligation to which TIBCO is a party or by which it is bound.
9.4 TIBCO warrants that its technical and consulting services will be of a professional quality conforming to generally accepted industry standards and practices. During the thirty (30) day period following completion of any such services, TIBCO shall, upon receipt of written notice from Client describing a breach of the foregoing Warranty in such reasonable detail as is requested by TIBCO, perform the services described in such written notice so as to conform to generally-accepted industry standards and practices.
9.5 These warranties do not cover defects or nonperformance due to causes and products external to the Licensed Software, and NCR Voyix will replace are not valid with respect to such defects or refund nonperformance.
9.6 If the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf Licensed Software is not in accordance substantial compliance with the terms stated warranties contained in this Agreement at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESend of the Warranty Period, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionTIBCO shall extend the Warranty Period until the Licensed Software is brought into such compliance.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Warranties. 9.1 NCR Voyix MicroSense warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription Magnetics Products (ie., VSM's and other fees duemetrology tools) and Dimensional Products (ie., NCR Voyix will promptly at its expense correct any Service or Software that fails gauges, instruments, etc., excluding probes) delivered hereunder to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against be free from defects in manufacture material and workmanship for 30 a period of twelve (12) months from the date of shipment from MicroSense’s applicable facility. MicroSense warrants Dimensional Probes delivered hereunder to be free from defects in material and workmanship for a period of ninety (90) days from the date of purchaseshipment from MicroSense’s applicable facility. Returned Merchandise repairs (“RMA’s”) shall have a ninety (90) day warranty unless otherwise noted on the front side hereof. Spare parts shipped as new shall have a six (6) month warranty; used spare parts shall have a ninety (90) day warranty; and on-site services performed shall carry a ninety (90) day warranty, unless otherwise noted on the front side hereof. If within the period of this warranty, the Products should fail due to such a defect, the Buyer may call MicroSense’s applicable facility, obtain a return authorization number and return the defective part(s) to an MicroSense authorized service center. MicroSense will repair the part, or exchange it for a new part or a part rebuilt to as-new condition, at no charge. The warranty services herein shall only be provided at an MicroSense facility selected by MicroSense and only during normal local business hours. Repair service will be performed subject to MicroSense’s normal repair lead-time. MicroSense’s subsidiaries, affiliates, agents or distributors may perform warranty services. Buyer shall pay transportation costs of shipping the part to MicroSense’s facility and MicroSense shall pay transportation costs of returning the part to the Buyer. The warranty under this paragraph shall not apply to any Products which have failed due to Buyer’s improper or extraordinary use of the Products; failure caused by parts not supplied by MicroSense, or improper electrical power; vandalism, fire, chemicals or other casualty; lack of prescribed preventative maintenance; and improper servicing, relocation or reinstallation of Products without prior written approval of MicroSense. Corrective services of any nature required from MicroSense for the Products due to inadequate or inaccurate information supplied by Buyer, changes in Buyer’s business requirements, or any of the conditions listed in the previous sentence, are not included as part of MicroSense’s obligations or warranties, and NCR Voyix will replace be provided, depending on available resources, at MicroSense’s then current rates. MicroSense’s obligation under this warranty does not include, and MicroSense shall not have any liability for, any work required to restore or refund the purchase price of nonconforming Hardwarerebuild files or other data or material destroyed due to system malfunction. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account PortalTHE FOREGOING WARRANTY IN THIS SECTION 4 IS IN LIEU OF AND EXCLUDES ALL OTHER WARRANTIES NOT EXPRESSLY SET FORTH HEREIN. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE MicroSense MAKES NO WARRANTIES OTHER WARRANTY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Warranties. 9.1 NCR Voyix In addition to the warranties of SUPPLIER set forth in this Agreement and in the Continuing Guaranty which is attached hereto as Exhibit D, SUPPLIER warrants that the Service Products will conform to the specifications set forth in SUPPLIER's product literature and Software Exhibit A; that they will comply and be manufactured, packaged, labeled and shipped by SUPPLIER in compliance with all applicable federal, state and local laws, orders, regulations and standards; and that they will be materially as described merchantable and fit for their intended purpose. All Products shall include SUPPLIER's warranty statement containing the customer's warranty. All SUPPLIER Products shall be warranted to DISTRIBUTOR's customer against defects in their published user documentationmaterials and workmanship, including parts and labor, under normal use for a period of two (2) years. Provided SUPPLIER warrants that you the Products have timely paid all subscription been thoroughly tested before shipment and other fees duethat, NCR Voyix will promptly if applicable, they are free of mechanical and electrical defects. The warranty period becomes effective at the earlier of installation or fifteen (15) days from date of shipment to the DISTRIBUTOR's customer. DISTRIBUTOR shall request customers present reasonably acceptable documentation verifying the effective warranty date. During the first year of the warranty period, DISTRIBUTOR may, at its expense correct option, return any instrument requiring service to SUPPLIER for replacement or repair, or service the instrument through Xxxxxx Service Division ("FSD"). All reasonable charges for parts, labor and travel incurred by FSD shall be paid by SUPPLIER. DISTRIBUTOR shall use its best efforts to effectively service the customer in one trip to the customer's location. DISTRIBUTOR shall be responsible for all parts, labor and travel expenses of the second year warranty period; provided, however, that in the event DISTRIBUTOR's warranty costs during any calendar year exceed one percent (1%) of gross Product sales, SUPPLIER shall reimburse DISTRIBUTOR for the cost of all warranty parts in excess of that amount either by cash settlement or Software credit for Products as agreed by the parties; and further providing that fails in the event DISTRIBUTOR's warranty costs during any calendar year exceed two percent (2%) of gross Product sales, SUPPLIER shall reimburse DISTRIBUTOR for all warranty costs in excess of the two percent (2%) amount. Notwithstanding the foregoing, in the event SUPPLIER must pay warranty costs, it shall be responsible for the travel portion of such warranty costs only to materially conform the extent of one (1) round trip per service call. DISTRIBUTOR shall cause FSD to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 provide SUPPLIER with quarterly service reports submitted thirty (30) days after the nonconformanceclose of the previous calendar quarter reasonably detailing total warranty costs for the Products by categories of parts, labor and NCR Voyix will cease delivering the Service within 30 days after receiving your written noticetravel. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible FSD's right to register and use the Service and have the right, power, and ability to enter into and perform reimbursement under this section shall survive termination of this Agreement; (c) the name you identify when you register . FSD shall be considered a third party beneficiary to this Agreement only insofar as Section 10.1, Paragraph 3 is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will may be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerconcerned.
Appears in 1 contract
Samples: Distributor Agreement (New Brunswick Scientific Co Inc)
Warranties. 9.1 NCR Voyix The Recipient represents and warrants that that: it has the Service right to enter into this Agreement; it and Software its subcontractors and Personnel, including its Specified Personnel, have the necessary experience, skill, knowledge, expertise and competence to undertake the Activities and (where appropriate) will be materially hold such licences, permits or registrations as described in their published user documentation. Provided that you have timely paid all subscription and other fees dueare required under any State, NCR Voyix will promptly at its expense correct any Service Territory or Software that fails Commonwealth legislation to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate undertake the Service by giving written notice to NCR Voyix within 30 days after the nonconformanceActivities, and NCR Voyix will cease delivering are fit and proper people; if relevant and applicable, it is compliant with the Service Workplace Gender Equality Act 2012 (Cth) (WGE Act) and that: if it becomes non-compliant with the WGE Act during the Agreement Period, the Recipient must notify the Department as soon as practicable; if the Agreement Period exceeds 18 months, the Recipient must provide a current letter of compliance under the WGE Act within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days 18 months from the date of purchaseCommencement Date and following this, annually to the Department; and NCR Voyix will replace or refund compliance with the purchase price of nonconforming HardwareWGE Act does not relieve the Recipient from its responsibility to comply with its other obligations under this Agreement. Warranty claims Management and governance The Recipient must be submitted ensure that: the Recipient is and remains throughout the Funding Period a company limited by you or a Reseller on your behalf guarantee incorporated in Australia; the Recipient operates the Defence CRC and conducts the Activities in accordance with Schedule 2; the Defence CRC Board manages and governs the Defence CRC; the Activities are at all times carried out in accordance with this Agreement; and at all times the Defence CRC Board operates the Defence CRC to the same fiduciary and good governance standards that apply to incorporated bodies under Australian law. This clause 5.1 does not limit the ways in which the Recipient may participate in the Defence CRC. The Recipient must notify the Department immediately upon becoming aware of any circumstances that are likely to adversely affect the Recipient’s ability to comply with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESof this Agreement, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any in particular business its solvency or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into ensure that the Activities are carried out in accordance with this Agreement. The giving of Notice by the Recipient pursuant to this clause 5.2, will not, in any way, limit the obligations of the Recipient under this Agreement or excuse the Recipient in any way from the performance of those obligations. The Recipient must: ensure that its Constitution is in a form that is reasonably acceptable to the Commonwealth and perform aligned with the template document available at xxxxx://xxx.xxxxxxxx.xxx.xx/xxxxxxxxxx/xxxxxxx-xxxxxxxxxxx-xxxxxxxx-xxxxxxx-xxxxxxx; ensure that its Constitution is at all times consistent with the obligations under clauses 4, 5.1, 5.4, 5.5 and 5.6 and otherwise allows it to meet its obligations under this Agreement; ensure no variation or alteration is made to any arrangement described in clause 5.3(a) that is, or may be, inconsistent with this Agreement without the prior written consent of the Department; and provide the Department with a copy of any proposed alteration or variation described under clause 5.3(c) within 10 Business Days of completion of the change. The Recipient must ensure that at all times: the members of the Recipient are not less than 3 and not more than 12; Defence is a member of the Recipient for the Agreement Period, unless the Recipient is notified in writing by the Defence Representative that Defence does not wish to be a member; Defence will be entitled to resign as a member of the Recipient at any time at its discretion; the members of the Recipient include at least: one Industry Participant; and one Research Participant, in addition to Defence (c) subject to clause 5.4(a)); and each member of the name you identify when you register Recipient has equal voting rights in the Recipient for so long as Defence is your real name a member of the Recipient. The Minister will in consultation with Defence and the Defence CRC board appoint the Chair of the Defence CRC Board who: will act independent of the Participants and is independent of the management of the Defence CRC and is free of any business or other relationship that could materially interfere with, or could reasonably be perceived to materially interfere with, the business name under which you sell goods exercise of their unfettered and servicesindependent judgment; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported hold office until such time as replaced by the Minister. The Recipient must take all steps necessary to give effect to the appointment of the Chair under clause 5.5(a), and not do or omit to do anything which would prevent, limit or restrict the appointment of the Chair under clause 5.5(a). Without limitation to clause 5.5, the Recipient must: ensure the appointment by the Recipient’s members of appropriate persons to the Defence CRC Board, which should comprise a majority of members who are independent of the Participants; ensure that the Chief Executive Officer is not a member of the Defence CRC Board (unless acting in that position temporarily); subject to clause 5.6(d) below, use its best efforts to ensure that each of the Defence CRC Board members is a fit and proper person for tax (the relevant position at the date of appointment and for the duration of their appointment, including sales as specified below: the person is appointed according to skills based criteria relevant to the Activities and ad valorem tax) purposesto the achievement of the Goals and Objectives; the person must not have been convicted of an offence under a law of the Commonwealth or of a State or Territory; the person must not have been bankrupt, applied to take the benefit of a law for the benefit of bankrupt or insolvent debtors, compounded with his or her creditors or assigned his or her remuneration for the benefit of creditors; the person must not have been disqualified from managing corporations under Part 2D.6 of the Corporations Act 2001; the person is of sufficiently good fame and character that association with the Commonwealth would not bring the Commonwealth into disrepute; and (e) you will fulfill all your obligations the public is likely to each customer for which you submit a transaction have confidence in the person's reputation and will resolve any dispute or complaint directly with the customer.suitability to be involved in an organisation that is receiving public monies; and
Appears in 1 contract
Samples: Defence CRC Funding Agreement
Warranties. 9.1 NCR Voyix In addition to all other warranties, express or implied in law, Vendor warrants that the Service all products delivered hereunder shall be merchantable, free from defects in workmanship and Software materials, and shall strictly conform to applicable specifications including performance specifications, drawings and approved samples, if any, and will be materially fit and sufficient for the purposes intended, and, if of Vendor's design, will be free from design defects. Vendor further warrants that all products shall be in conformance with the most current standards established by the Occupational Safety and Health Act of 1970 and the Consumer Product Safety Act of 1972 as described in their published user documentationamended. Provided All warranties including service warranties and guarantees shall run to ACA, its customers and subsequent owners of the products or end products of which they are a part. In the event of a breach hereunder, ACA may require that you the products be repaired or replaced by Vendor, or ACA may return all or some of the products to Vendor for refund or ACA may retain the products. In the event ACA retains the products, the price of this Purchase Order shall be equitably reduced. ACA may replace such products with similar products and charge the Vendor the cost occasioned to ACA thereby. ACA shall also have timely paid all subscription the option to perform or have performed by others the necessary repairs and charge the cost of such repairs to Vendor. Transportation charges to and from Vendor's plant and other incidental expenses and responsibility for defective products while in transit shall be borne by Vendor. In the event of a breach of any of the warranties herein provided or of any warranties express or implied in law, Xxxxxx agrees to pay and indemnify ACA, its customers or subsequent owners for all liability, loss, costs and expenses resulting from such breach including the cost of tests performed by ACA in determining whether a breach has occurred, and all costs of disassembly and reassembly, attorney's fees dueand costs of litigation. The rights and remedies of ACA herein provided shall not be construed to negate, NCR Voyix will promptly at its expense correct replace, or limit, but shall be additional to any Service rights of ACA as a result of breach of warranty by Vendor by virtue of any applicable laws or Software that fails regulations. All warranties shall be construed as conditions as well as promises and shall not be deemed to materially conform be exclusive. Except for latent defects, fraud, or gross mistake amounting to fraud, the term of this warranty shall be twelve (12) months after delivery to and acceptance by ACA's customer or twenty-four (24) months after delivery to and acceptance by ACA, whichever first occurs. Any products corrected or furnished in replacement by Vendor pursuant to this warrantyparagraph shall also be subject to all the provisions of this paragraph to the same extent as products initially delivered. If NCR Voyix is unable reasonably The warranty with respect to do so, as your sole remedy you may terminate the Service by giving written notice such products shall be equal in duration to NCR Voyix within 30 days after the nonconformance, that herein set forth and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days shall run from the date of purchase, delivery and NCR Voyix will replace acceptance by ACA of such corrected or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionreplaced products.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Purchase Order
Warranties. 9.1 NCR Voyix warrants that Unless prohibited by law, by making Express Deposits you make the Service following warranties to us and Software agree to indemnify us and hold us harmless from any breach of such warranties, including payment of our reasonable attorneys’ fees and litigation expenses: That you were entitled to deposit each of the Qualifying Items included in your Express Deposits; That only paper originals of bona fide Qualified Items have been scanned for Express Deposit; That each of the Qualifying Items included in your Express Deposits was duly authorized in the amount stated on the Qualifying Item and to the payee stated on the Qualifying Item; That there was and will be materially no duplication among Qualifying Items included in your Express Deposits; That you will not deposit or redeposit the paper originals of the Qualifying Items included in your Express Deposits or make any other deposits or redeposit of such Qualifying Items without our informed consent; That we will not suffer any loss as described a result of your Express Deposits; That we will not suffer any loss as a result of your retention or destruction of paper originals of Qualifying Items included in their published user documentation. Provided that your Express Deposits; That all information you provide to us regarding your Express Deposits will be accurate; That your Express Deposits and all information you provide to us will be virus-free; That your Express Deposits will not violate any U.S. laws; and That you have timely paid performed and will perform all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to your obligations under this warrantyAgreement. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace Qualifying Items or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted other items deposited by you are dishonored and returned unpaid by the drawee institution, or are returned by a Reseller on your behalf clearing agent for any reason, including but not limited to issues relating to the quality of the image or duplication of the item, you understand and agree that, since you either maintain the original item or have destroyed the original item in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) , the name original item will not be returned and we may charge back the item to your Account. You understand and agree that the item may be in the form of an electronic or paper reproduction of the original item or a substitute check. Unless otherwise instructed by the Credit Union, you identify when you register is your real name agree not to deposit the original item or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerother debits as previously described.
Appears in 1 contract
Samples: Express Deposit Agreement
Warranties. 9.1 NCR Voyix 5.1. Pressure Chemical only warrants that the Service Products or the performance of the Services will comply with the specifications agreed with the Order Confirmation and/or any applicable quality agreement agreed between the Parties solely with regard to quality matters (hereinafter referred to as “Quality Requirements”). Pressure Chemical makes no other warranties, whether express or implied, of merchantability, fitness for purpose, or any possible future use or otherwise.
5.2. The Buyer shall have communicated to Pressure Chemical all necessary information to ensure the adequate elaboration of the agreed Quality Requirements and Software the proper transformation and/or the final use of the Products or Services. The Buyer recognizes that Pressure Chemical's obligation of conformity is fully satisfied when these Quality Requirements have been met at the time of Delivery. For the performance of the Services, Pressure Chemical warrants that the work will be materially as described conducted in their published user documentation. Provided a professional manner and that you have timely paid all subscription and other fees due, NCR Voyix Pressure Chemical will promptly at do its expense correct any Service or Software that fails best efforts to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate perform the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf work in accordance with the terms stated at agreed terms, including the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESindicative time schedule, ORAL OR WRITTENand with reasonable professional skill and care; it is however acknowledged that in case the Services are of developmental nature, EXPRESS OR IMPLIED. NCR Voyix does not warrant there can be no guarantee that a Product the Services will yield any particular business or financial results; that data, reportsbe successfully completed, or analysis will be accurate in all respects; that completed within a Product will be free from all bugs and errors; or that a Product will operate without interruptionspecified time frame despite Pressure Chemical 's good faith efforts to do so.
9.2 You warrant 5.3. Hidden defects must be notified in writing to Pressure Chemical immediately upon discovery, but, in any event, no later than six (6) months after Delivery.
5.4. If Pressure Chemical recognizes that: :
(i) the Products are defective, then Pressure Chemical shall, at its sole discretion, either:
(a) you are replace the defective Products, at least 18 years of age; its own costs, or
(b) you are eligible to register and use reimburse the Service and have price of such Products already paid by the right, power, and ability to enter into and perform under this Agreement; Buyer or
(c) if the name you identify when you register is your real name price has not already been paid by the Buyer, to reduce such price or to terminate the said Contract;
(ii) the Services are defective, then Pressure Chemical shall, at its sole discretion, either:
(a) reperform the defective Service, or
(b) reimburse the price of or the business name under which you sell goods use of the Services by the Buyer. Pressure Chemical shall not be bound by the above-mentioned obligations of this Clause 5.4 if:
(i) the defect results from the specifications of the Products provided to Pressure Chemical by the Buyer, or an act or omission of the Buyer, or
(ii) the defect claimed results from a case of Force Majeure.
5.5. Any technical advice provided by Pressure Chemical, before and/or during the use of the Products, whether provided verbally or in writing or by way of trials, is given in good faith but without any warranty on the part of Pressure Chemical. Pressure Chemical's advice shall not release the Buyer from its duties to test the Products supplied by Pressure Chemical as to their suitability for the intended processes and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe uses. The use and processing of the goods or services sold Products are undertaken solely at the Buyer's risk.
5.6. The Buyer’s sole and delivered to a purchaser exclusive remedies for breach of the warranties set forth in this Clause 5 are the one stated in this Clause 5 and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerin Clause 6.
Appears in 1 contract
Samples: General Sales Conditions
Warranties. 9.1 NCR Voyix (a) HIWD warrants that all services to be performed under the Service and Software Agreement will be materially as described rendered using sound, professional practices and in their published user documentation. Provided a competent and professional manner by knowledgeable, trained and qualified personnel.
(b) HIWD warrants that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct Deliverables developed by HIWD for any Service or Software that fails to materially Customer hereunder shall conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate all specifications provided in the Service by giving written notice to NCR Voyix within 30 days after the nonconformanceagreement with each such Customer, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf operate materially in accordance with those specifications upon delivery. Except as expressly otherwise provided in any such agreement or in this Agreement, HIWD does not warrant that its services or Deliverables will be uninterrupted or error free.
(c) HIWD warrants that all software provided by HIWD and all Deliverables shall be Year 2000 Compliant. All Customer Sites developed by HIWD will be virus-free on delivery and will be accessible by Internet users twenty-four (24) hours per day, seven (7) days per week, provided however, in the terms stated at event the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE host site used by HIWD is non-operational, HIWD will not be in breach of this Agreement so long as HIWD acts in a prudent and customarily reasonable manner to work to restore access.
(d) eRealty represents and warrants to HIWD that: (i) eRealty has the power and authority to enter into and perform its obligations under this Agreement; (ii) eRealty and Customer Content does not and shall not contain any content, materials, link, advertising or services that actually or potentially violate any applicable law or regulation or infringe or misappropriate any proprietary, intellectual property, contract or tort right of any person; and (iii) eRealty and Customer own their respective Content and all proprietary or intellectual property rights therein, or has express written authorization from the owner to copy, use and display the Content on and within the Site.
(e) EXCEPT AS EXPRESSLY STATED AT SECTION 6(a-c), HIWD MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND/OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionCONCERNING THE SUBJECT MATTER OF THIS AGREEMENT.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Website Development Agreement (Houston Interweb Design Inc)
Warranties. 9.1 NCR Voyix warrants We warrant that the Service App: • is fit for the purpose and Software will be materially is as described in their published user documentationApple's App Store; • is free from material defects in its design; and • is of satisfactory quality (within the meaning of the Sale of Goods Act 1979). Provided You represent and warrant that: • you are not located in a country that is subject to a U.S. Government embargo; or • you have timely paid all subscription not been designated by the U.S. Government as a "terrorist supporting" country; and other fees due, NCR Voyix will promptly at its expense correct • you are not listed on any Service U.S. Government list of prohibited or Software that fails restricted parties. In the event of any failure of the App to materially conform to this any applicable warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformancenotify Apple, and NCR Voyix Apple will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price for the App to you. To the maximum extent permitted by any applicable law, Apple requires us to include a term in this XXXX stating the following: that Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be our sole responsibility. We may need to change these terms to reflect: • changes or anticipated changes in law, regulations or codes of nonconforming Hardware. Warranty claims must practice, or to respond to a decision by a court, ombudsman or regulator; • changes in our costs, including administrative costs, involved in providing the App; • changes in technology; • any additional features which we introduce or changes in the functionality of the App, including the removal of any out of date parts of the App; • to fix any mistake in the drafting of this XXXX or to make it fairer or clear (this will never be submitted by you to your detriment; or • changes to the way we want to provide services to our members or to reflect the changes in the method that the banking industry deliver services; • changes in our ownership or a Reseller on re-organisation due to us merging with or acquiring another business; • we may also need to make changes for other reasonable reasons that affect the way we run our business and your behalf in accordance with account. In the event we do, we will describe the reason when we notify you about the change. You will receive a notification of any change to the terms stated at when you next start the Account PortalApp. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIXPlease always ensure you read and accept the updated terms to use the App. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) If you are not happy with any change that we make you can immediately delete the App. If you do not accept the notified changes you will not be permitted to continue to use the App and you must delete it from your device. So that we are able to provide sufficient notification to you of changes of terms and conditions within the XXXX, we recommend that you periodically log on to the App and at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerevery 14 calendar days.
Appears in 1 contract
Samples: End User Licence Agreement
Warranties. 9.1 NCR Voyix warrants that the Service and Software A King Cycle warranty statement will be materially included, whenever feasible, with each Product shipped by King Cycle. At the time of sale by Dealer, Dealer shall make available to the End User a copy of the applicable King Cycle warranty statement for the Products. King Cycle’s sole warranty and representation with respect to any Products shall be set forth in the warranty card included with such Product. In the event any Products are not as described in their published user documentation. Provided that you have timely paid all subscription and other fees duewarranted on the warranty card as determined by King Cycle upon inspection of such Products, NCR Voyix will promptly then King Cycle's sole obligation shall be to repair or replace, at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do sooption, such defective Products, as your sole remedy you may terminate more particularly set forth in such warranty cards. No warranty shall apply to Products damaged as a result of misuse or improper installation. In no event and under no circumstances shall King Cycle be liable to the Service by giving written notice Dealer, End User or to NCR Voyix within 30 days after the nonconformanceany other individual or entity for any indirect, and NCR Voyix will cease delivering the Service within 30 days after receiving your written noticespecial, conse- quential or incidental losses or damages including, without limitation, lost profits. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchaseEXCEPT AS EXPRESSLY SET FORTH OR REFERRED TO IN THIS AGREEMENT, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE KING CYCLE MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESExcept as expressly set forth on the warranty card for such Product, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does Dealer is not warrant that a Product will yield authorized to make any particular business warranty commitment or financial results; that data, reportsrepresentations regarding any Product, or analysis assume or create any other obligations, whether written or oral, on King Cycle's behalf. King Cycle may offer Products to Dealer for which warranty service is provided by King Cycle, or a King Cycle selected third party, or for which warranty service may be provided by both King Cycle and a King Cycle selected third party. In these instances, Dealer will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible notified by King Cycle how to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered respond to a purchaser request for warranty services if King Cycle believes additional instructions are needed. Dealer shall promptly report to King Cycle all suspected defects and will be properly reported safety problems and document such reports to King Cycle. King Cycle shall not pay for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations the shipment of defective products for warranty service to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerfrom King Cycle or its service provider.
Appears in 1 contract
Samples: Dealer Agreement
Warranties. 9.1 NCR Voyix XXX warrants to Merchant that the Service and Software its Services will be materially as described performed in their published user documentation. Provided that you have a professional and timely paid all subscription manner consistent with ACH and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, Check 21 transaction processing industry standards and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at NACHA Rules and applicable laws and regulations and any written XXX policies and procedures communicated by XXX to Merchant. In the Account Portalevent that Xxxxxxxx discovers an error in the Services or Software which has been caused by XXX, if Xxxxxxxx has contracted directly with XXX for the Services, Merchant shall immediately notify XXX of the existence and details of the error; if Xxxxxxxx has contracted with a Reseller for the Services, then Merchant shall provide this notification to Reseller. THESE ARE XXX shall apply commercially reasonable efforts to correct the error within a reasonable time after JHA’s receipt of notification of the error. EXCEPT FOR THE SOLE FOREGOING WARRANTY, XXX MAKES NO OTHER WARRANTIES FOR THE SERVICES PROVIDED BY XXX AND EXCLUSIVE XXX DISCLAIMS ANY AND ALL PROMISES, REPRESENTATIONS AND WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WITH RESPECT TO THE SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix XXX does not warrant that guarantee the completeness or accuracy of the information provided from a Product will yield third-party database. XXX shall have no liability to Merchant for any particular business invalid Customer information provided by Merchant or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionEntries returned unpaid to Merchant.
9.2 You warrant that: (a) you are at least 18 years Merchant warrants to XXX, the ODFI and the Bank of age; (b) you are eligible First Deposit that all Entries submitted to register XXX for processing will comply with applicable NACHA Rules, laws and use regulations pertaining to the Service Entries.
9.3 With regard to Check 21 Transactions, the party who prints a substitute check shall be wholly liable for all Check 21 warranties and have applicable indemnifications associated with the right, powerprinted substitute check. XXX shall not be liable for the duplicative presentment warranty or any substitute check indemnity as they may arise under Check 21. XXX shall only be responsible for the legal equivalence warranty under this Agreement if XXX is the party who does the initial conversion of Merchant’s Entries to a substitute check, and ability in no event shall XXX be liable for any subsequent degradation to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or substitute check which may occur due to the business name under which you sell goods and services; (d) handling of the substitute check by any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerthird party.
Appears in 1 contract
Samples: Enterprise Payment Solutions Processing Services Agreement
Warranties. 9.1 NCR Voyix 4.1 Xxxx warrants to the Subscribing Institute and its Authorized Users, that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf Licensed Content used in accordance with this Agreement do not infringe the terms stated copyright or any other proprietary or intellectual property rights of any person.
4.2 Xxxx shall use commercially reasonable efforts to provide continuous availability of the online Licensed Content, subject to periodic unavailability due to maintenance of the server(s), the installation or testing of software, the loading of data and downtime related to equipment, the failure of communications networks, or services outside of control of Xxxx. Xxxx shall use reasonable efforts to provide an average of 98% up time per month. Scheduled downtime will be performed at a time to minimize inconvenience to customers worldwide.
4.3 Although Xxxx believes the Account PortalLicensed Content to be reliable, Xxxx does not guarantee or warrant any information or materials contained in or produced by the Licensed Content or the accuracy, completeness or reliability of the Licensed Content Any data or information contained in or provided in connection with the Licensed Content may be incomplete or condensed. THESE ARE EXCEPT FOR THE SOLE EXPRESS WARRANTIES STATED IN THIS AGREEMENT,XXXX PROVIDES THE LICENSED CONTENT ON AN “AS IS” BASISWITHOUT WARRANTY OF ANY KIND AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO XXXX DISCLAIMS ANY AND ALL WARRANTIES, EXPRESSED OR IMPLIED,INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR OR A PARTICULAR PURPOSE. THERE ARE IN NO OTHER WARRANTIES EVENT SHALL XXXX BE LIABLE FOR: INDIRECT, SPECIAL, PUNITIVE OR WARRANTY REMEDIESCONSEQUENTIAL DAMAGES INCLUDING FOR LOST PROFITS, ORAL LOST DATA, OR WRITTENOTHERWISE. IN NO EVENT SHALL GALE’S LIABILITY HEREUNDER, EXPRESS WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that dataOTHERWISE, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionEXCEED THE AMOUNT OF FEES PAID HEREUNDER FOR THE LICENSE OF THE LICENSED CONTENT.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right4.4 IN NO EVENT SHALL XXXX OR ANY THIRD PARTY DATA SUPPLIER BE LIABLE FOR DIRECT, powerINDIRECT, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by youSPECIAL, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerINCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE LICENSED CONTENT OR FOR THE LOSS OR DAMAGE OR CORRUPTION OF DATA, LOSS OF PROGRAMS, LOSS OF BUSINESS OR GOODWILL, OR OTHER DAMAGES OR LOSSES OF ANY NATURE ARISING OUT OF THE USE, OR INABILITY TO USE THE Licensed CONTENT, INCLUDING WITHOUT LIMITATION LOSSES ARISING FROM ANY ERRORS, OMISSIONS OR OTHER INACCURACIES IN OR CORRUPTION CAUSED WHETHER BY TRANSMISSION PROCESSING OR OTHERWISE TO THE MATERIAL PUBLISHED IN THE LICENSED CONTENT OR OTHERWISE MADE ACCESSIBLE THROUGH THE LICENSED CONTENT. IN NO EVENT SHALL GALE’S OR THIRD PARTY DATA SUPPLIER’S LIABILITY UNDER THIS AGREEMENT EXCEED THE ANNUAL SUBSCRIPTION FEE RECEIVED BY XXXX FROM SUBSCRIBING INSTITUTE.
Appears in 1 contract
Samples: Subscription and License Agreement
Warranties. 9.1 NCR Voyix The Vendor warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.that:
9.2 You warrant that: (a) you are at least 18 years of age; it will provide the Services in a safe manner free from risks to health and safety including (without limitation) in compliance with all safety Laws;
(b) you are eligible to register the Vendor, and use the Service and all Vendor Personnel have the rightappropriate level of skill, power, training and ability competence to enter into perform the Services safely and perform under this Agreement; to a reasonable standard of workmanship expected in the profession or industry of the Vendor and the Vendor Personnel;
(c) the name you identify when you register is your real name or Vendor and all Vendor Personnel will comply will all relevant Laws including without limitation all safety laws applicable to the business name under which you sell goods supply of Goods and/or the performance of Services and services; Chain of Responsibility obligations in the performance of the Services;
(d) any sales transaction you submit will represent a bona fide sale by youthere is no prohibition or restriction or other obligation which would preclude, will accurately describe prevent or hinder the goods Vendor or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and the Vendor Personnel from providing the Services in accordance with these Terms;
(e) you the Vendor (or if the Vendor uses a third party contractor to store its data, then that third party contractor) has and uses a robust System to protect the security, privacy and integrity of all data it collects, including any data provided to the Vendor by ATLAS;
(f) the Vendor will fulfill all your obligations (upon request) provide ATLAS with information about the System (including responding to each customer for which you submit a transaction ATLAS’s reasonable queries about the System), or the privacy and security of its data, and the Vendor will immediately inform ATLAS of any breach or suspected breach of the System, and will resolve use its best endeavours to rectify the breach as soon as practicable;
(g) the Vendor, and all Vendor Personnel, will comply with all relevant policies and procedures of ATLAS;
(h) it will take all steps needed to ensure that ATLAS is not subject to any dispute claim or complaint directly finding that the Vendor and/or any Vendor Personnel are deemed to be employees of ATLAS;
(i) information, documentation and certification provided to ATLAS are accurate, valid and in good order;
(j) the Vendor will not engage in any action that could conflict with XXXXX’s rights or with the customerVendor’s obligations under these Terms; and
(k) the Vendor is aware that ATLAS is relying on these warranties. The Vendor indemnifies ATLAS in respect of any and all claims giving rise to liability on the part of ATLAS in respect of a breach of this warranty clause howsoever such claims arise.
Appears in 1 contract
Samples: Vendor and Supplier Contracts
Warranties. 9.1 NCR Voyix Checon hereby warrants that to Customer that:(i) the Service and Software Goods will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against free from defects in manufacture for 30 days from materials and workmanship and materially comply with the date of purchasespecifications set forth in the Agreement (or, if no specifications are set forth in the Agreement, then Checon’s printed specifications); (ii) the Refining Services will be performed in a professional and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf workmanlike manner in accordance with generally recognized industry standards for similar services; and (iii) Metal released from the terms stated Metal Account will materially comply with the specifications set forth in the Agreement(or, if no specifications are set forth in the Agreement, then Checon’s printed specifications)(collectively, the “Warranty”). Customer must bring any Warranty claim within fifteen (15) days after becoming aware of the alleged non-conformance, and the Warranty expires twelve(12) months after the delivery of the Goods or completion of the Refining Service. Customer’s sole and exclusive remedy for any breach of the Warranty is: (a) at Checon’s option, repair or replacement of the Account Portalnon- conforming Goods;(b) re-provision of the applicable Refining Services; or (c) replacement of the non-conforming Metal if Customer provides written Notice to Checon of the non-conformance within five (5) days after Customer discovers the non-conformance. THESE ARE Goods may not be returned without Checon’s prior written authorization, and any costs and expenses in connection with storing, repackaging, and returning any Goods will be the responsibility of Customer. Goods must be returned to Checon in strict compliance with Checon’s written instructions. The Warranty DOES NOT COVER Goods that: (x) have been subject to misuse, negligence, accident, or improper maintenance or storage;(y) have been altered without Checon’s prior written consent; or (z)based on Checon’s examination, do not disclose to Checon’s satisfaction the non-conformance with the Warranty. CHECON HEREBY DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO IMPLIED WARRANTIES OF MERCHANTABILITY OR TITLE,MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption,AND NON-INFRINGEMENT.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Warranties. 9.1 NCR Voyix 5.1 Each party represents and warrants to the other party that: (i) it has the full power and authority to enter into this Agreement and perform its obligations under this Agreement; and (ii) the execution, delivery and performance of this Agreement by it does not violate, conflict with, or constitute a default under any agreement or instrument to which it is a party or by which it is bound, except where such violation, conflict or default would not materially impair such party’s performance of its obligations or the other party’s enjoyment of its rights under this Agreement.
5.2 Genesys warrants to Customer that the Service and Software Professional Services will be materially as described in their published user documentation. Provided that you have timely paid all subscription performed with reasonable care and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, skill and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at applicable professional standards and SOW. In the Account Portalevent of any nonconformance with such warranty, Customer will promptly notify Genesys of such nonconformance, after which Genesys will use commercially reasonable efforts to re-perform the nonconforming Professional Services. THESE ARE If Genesys fails to do so within 30 days of such notice, then Customer may terminate the applicable SOW by providing written notice to Genesys and receive a refund of any fees paid to Genesys for the nonconforming Professional Services. The foregoing constitutes Customer’s exclusive remedies, and Genesys’ sole liability, in the event of any nonconformance with the warranty set forth in this Section or otherwise with respect to any other errors, defects or problems with the Professional Services or Deliverables.
5.3 EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION, GENESYS IS PROVIDING THE SOLE PROFESSIONAL SERVICES AND EXCLUSIVE DELIVERABLES “AS IS” AND DOES NOT MAKE, AND HEREBY EXPRESSLY DISCLAIMS ON BEHALF OF ITSELF AND ITS BUSINESS PARTNERS, LICENSORS AND SERVICE PROVIDERS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ALL REPRESENTATIONS, INDEMNITIES, GUARANTEES, WARRANTIES MADE BY NCR VOYIX. THERE ARE NO AND CONDITIONS, EXPRESS OR IMPLIED, WITH RESPECT THERETO, INCLUDING THE WARRANTIES OF MERCHANTABILITY MERCHANTABILITY, SATISFACTORY QUALITY OR PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATIBILITY, QUIET ENJOYMENT OR COMPLETENESS. THERE ARE NO IN PARTICULAR, GENESYS DOES NOT WARRANT THAT ANY DELIVERABLES WILL MEET CUSTOMER’S EXPECTATIONS OR BE SECURE, ACCURATE, ERROR-FREE, OR OPERATE ON AN UNINTERRUPTED BASIS OR IN COMBINATION WITH ANY OTHER WARRANTIES HARDWARE, SOFTWARE OR SYSTEM. TO THE EXTENT ANY WARRANTY REMEDIESCANNOT BE SO DISCLAIMED AS A MATTER OF APPLICABLE LAW, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionTHE SCOPE AND DURATION OF SUCH WARRANTY WILL BE THE MINIMUM PERMITTED UNDER SUCH LAW.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Professional Services Agreement
Warranties. 9.1 NCR Voyix a. Vendor warrants that, for the greater of: (i) eighteen (18) months from date of Buyer’s final acceptance or (ii) the period of Vendor’s express warranty, Goods shall correspond with the description provided by Buyer; conform to applicable specifications or samples; comply with applicable laws and regulations whether existing or hereafter enacted; be new and of the best quality unless otherwise specified; be free from defects in design, materials and workmanship (including damage due to unsatisfactory packaging); be merchantable, and fit for the purpose for which they are furnished; and be free and clear of all liens and encumbrances. Vendor further warrants that it has good and marketable title to all Goods. The warranty period for repaired or replaced Goods will end at the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees duelater of (A) the original warranty period, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 (B) one hundred eighty (180) days after the nonconformancerepaired or replaced Goods have been returned or restored to Buyer. All services related to Goods shall be performed in a workmanlike manner and to the highest industry standards. At all times, Vendor shall protect and preserve any property in its possession which Buyer or Buyer’s customer has an interest. The warranties of Vendor are in addition to any warranty or guarantee offered by Vendor or implied or provided by law. In the event of Vendor’s breach of this Section 4.a. Buyer shall be entitled, among other remedies, to terminate these Terms under Section 8.
b. Vendor warrants that it shall be an independent contractor and not an agent, partner or joint-venturer of Buyer in connection with these Terms and any Goods. Nothing contained in these Terms or otherwise shall create or be deemed to create any such relationship between Buyer and Vendor. No member of Vendor Group is under the control or supervision of any member of Buyer Group.
c. Vendor warrants that all Goods do not and will not infringe upon the rights of any third party, notwithstanding Buyer’s release or approval of data or drawings. Any items corrected or furnished in replacement shall also be subject to this Section. Also, Vendor assigns all third parties’ warranties to Buyer.
d. Vendor grants Buyer a non-exclusive, non-transferable, irrevocable, royalty-free, worldwide right and license to use, reproduce, sublicense and distribute any software that is part of Goods (including programs in firmware).
e. Any Goods deemed dangerous or hazardous will be packaged, marked and shipped by Vendor to comply with all present and future federal, state, and NCR Voyix local laws and regulations and will cease delivering further comply with any Buyer requirements or instructions. Vendor warrants that each and every chemical substance constituted or contained in Goods sold or otherwise transferred to Buyer in the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through U.S. is on the termination date. Hardware is warranted against defects in manufacture for 30 days from list of chemical substances compiled and published by the date administrator of purchasethe U.S. Environmental Protection Agency pursuant to the Toxic Substances Control Act, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reportsas amended, or analysis will be accurate are otherwise in all respects; that a Product will be free from all bugs compliance with such Act. If Goods contain toxic chemical substances which exceed the de minimis concentration allowed in the reporting list under Section 313 of the Emergency Planning and errors; or that a Product will operate Community Right to Know Act of 1986, as amended, Vendor shall promptly report same to Buyer and shall supply without interruptionrequest by Buyer, manufacturer’s safety data sheets for such Goods and toxic chemical substances.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Warranties. 9.1 NCR Voyix warrants Be sure to read this Agreement carefully so that you understand the difference in coverage between your Warranties and this Agreement. FURTHER, you are advised that there are various state and federal laws that protect your interests as a consumer. In the event of a prob- lem that cannot be resolved with NESNA, you may have other rights and remedies available to you. The following state requirements will apply to vehicle service contracts sold in the following states: Alabama: Cancellation and transfer fee is $25. Obligations of NESNA under this service contract are backed by the full faith and credit of the provider. Colorado: NESNA is the sole obligor under this extended service contract and is solely responsi- ble for payment of or reimbursement of all covered claims. The obligations of NESNA under this contract are guaranteed under a motor vehicle mechanical reimbursement policy underwritten by: American Bankers Insurance Company of Florida, 00000 Xxxxx Xxxxx Xxxxx, Xxxxx, Xxxxxxx 00000. Connecticut: In the event of a dispute regarding the terms of this service contract, Purchaser may file a formal written complaint to State of Connecticut, Insurance Department, P.O. Box 816, Hartford, CT 06142-0816, Attention: Consumer Affairs. The written complaint must contain a description of the dispute, the purchase or lease price of the vehicle, the cost of repair of the vehi- cle and a copy of the service contract. Should a service contract expire while a vehicle is at a NESNA authorized repair facility for a cov- ered repair, NESNA will complete the repair [begun prior to the expiration of the service contract (based on the repair order open date).] This Service Contract shall be non-cancelable by NESNA except for fraud, material misrepresenta- tion or failure to pay the consideration due therefore. If you cancel this Service Contract, NESNA shall refund the excess of the consideration paid for this Service Contract above the customary short rate for the expired term of the Service and Software Contract. Your refund will not be materially as described reduced by the amount of the claim. Under provision 9. WHAT IS NOT COVERED, 9.10 is deleted in their published user documentationits entirety. Provided that you have timely paid all subscription and other fees dueUnder provision 12. CANCELLATION, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warrantythe last line in the third paragraph is deleted. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform Coverage afforded under this Agreement; (c) motor vehicle service contract is not guaranteed by the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerIdaho Insurance Guarantee Association.
Appears in 1 contract
Samples: Service Agreement
Warranties. 9.1 NCR Voyix warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 7.1 You warrant to Proppy that: :
(a) all information you are at least 18 years of age; provide to Proppy is true, accurate, and complete, and there is no information which has not been provided which would impact on Proppy's decision to approve you as a Buyer;
(b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; will provide Proppy with updated information if any of your circumstances materially change;
(c) the name you identify when you register is your real name or the business name under which you sell goods and services; will comply with all New Zealand laws;
(d) you will seek legal advice before signing any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and Contractual Documentation;
(e) you were made aware and advised by Proppy that prior to accepting the terms of this Agreement that:
(i) Proppy has written in-house procedures for dealing with complaints and dispute resolution and that a copy of these procedures is available on the Website;
(ii) you may access the Authority’s complaints process without first using our in-house procedures. Any use of the in-house procedures does not preclude you making a complaint to the Authority;
(iii) you may seek legal, technical or other advice and information prior to signing this Agreement and any Contractual Documentation;
(iv) you acknowledge that Xxxxxx may not have physically inspected the Land. Where Proppy has not physically inspected the Land, and taking into account Xxxxxx’s low commission rate and Website sale methodology you agree that:
a. Proppy can rely on an independent valuation and builders report (even if not published on the Website) when preparingits written assessment of the Land and when carry out Real Estate Agency Work in relation to the Land;
b. Proppy will fulfill disclose this on the Website and advise all your obligations to each customer Customers and/or Buyers of the same; and
c. any resulting Contractual Documentation will contain wording whereby both Client and Buyer acknowledge that Xxxxxx has not physically inspected the Land.
(f) you will make bids and/or offers on the Website only in good faith (and not for which the purposes of bidding up prices on property for friends, family or associated persons or parties) and if successful you submit will complete the Transaction and any required Contractual Documentation.
(g) If you are the successful bidder at an online auction, you agree that by completing the online auction process there is a legally binding and unconditional agreement created between you and the seller. You will immediately complete the transaction and will resolve any dispute or complaint directly with required Contractual Documentation within two hours of the customeronline auction ending.
Appears in 1 contract
Samples: Buyer Agreement
Warranties. 9.1 NCR Voyix warrants that Seller warrants: The Contract is genuine and legally enforceable on its terms; no Buyer was a minor or incompetent when it was executed; all statements contained in the Service Contract are true; Seller has no notice of any matters not disclosed to PAC which might impair Buyers’ credit; Seller actually received the disclosed cash down payment; Seller has not made and Software will not make any advancement to Buyers; Seller has no agreement with Buyers to separately finance or impose finance charges on or refinance any pick-up payment or to defer payment of a portion of the down payment to a date later than the due date of the second installment; Seller has not made any oral or written warranties other than manufacturer’s warranty; the Contract and transactions from which it arose comply with applicable laws and regulations; Seller has performed all of its obligations to Buyers; no Buyer has or has asserted, any defense, set- off or counterclaim to Buyer's liability under the Contract; the Goods are as Seller represented them to Buyer; Seller had full authority to sell the Goods to Buyer free of any security interest or other encumbrance; the Goods have been delivered and accepted by Buyer within 10 days of the Contract date; and the security interest created by the Contract is the only security interest or encumbrance on the Goods; appropriate documents will be materially sent immediately to PAC so PAC may perfect a first security interest in the Collateral within 10 days of its delivery to Buyer; Seller has full authority to assign the Contract to PAC; Seller will take any steps PAC requests to perfect the security interest created by the Contract and to designate PAC as described secured party of record; and PAC's interest in their published user documentationthe Contract is not subordinate to any security interest or other encumbrance; Seller inspected the Goods for defects and there were no defects when Buyer(s) received the goods; Owner's Manual and manufacturer’s warranties were supplied to Buyer. Provided that you have timely paid all subscription PAC’s Authority. PAC may, without notice and other fees duewithout impairing its right against Seller, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name of Seller or otherwise, take all actions and legal proceedings it deems advisable with respect to the Contract or the business name Collateral, including without limitation, modifying, extending or compromising any terms, discharging or releasing any person liable or releasing any security. PAC has no duty to perfect any security interest in the Goods or to enforce or preserve Seller’s under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerContract.
Appears in 1 contract
Warranties. 9.1 NCR Voyix By accepting the Terms, Seller warrants that the Service goods and Software services furnished through any Purchase Order shall conform to Buyer’s specifications, drawings, and data, as well as appropriate standards, will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformancenew, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from defects in materials and workmanship. Seller warrants that all bugs goods and errors; or that a Product services furnished hereunder will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, powerbe merchantable, and ability will be safe and appropriate for the purpose for which goods or services of that kind are normally used, that all goods or services will conform to any statements made on the containers of labels or advertisements for such goods, or services, and that any goods will be adequately contained, packaged, marked and labeled, and that such goods will be fit for the Buyer’s intended use, provided Seller has a reason to know of such use. Seller warrants that goods or services furnished hereunder will conform in all respects to samples and shall notify Buyer prior to making any modifications to products including, without limitation, manufacturing processes, manufacturing locations or package type/format. Seller's warranty shall run to Buyer, its successors, assigns and customers, and users of products sold by Buyer. Seller agrees to promptly replace or correct defects of any goods or services not conforming to the foregoing warranty or any undelivered goods or services, without expense to Buyer, when notified of such non‐conformity or non‐delivery by Buyer, provided Buyer elects to provide Seller with the opportunity to do so. In the event of failure of Seller to correct defects in or replace non‐conforming or undelivered goods or services promptly, Buyer, after reasonable notice to Seller, may make such corrections or replace such goods and charge Seller for the cost incurred by Xxxxx in doing so. Seller will convey good title to the goods, free and clear from all liens, claims, and encumbrances. Seller shall at all times comply with Xxxxx’s site rules, policies and guidelines while performing services at Buyer’s site. Upon Xxxxx’s request, Seller shall furnish Buyer with a formal waiver or release of all liens by Xxxxx and/or Buyer’s suppliers. Seller possesses all licenses, permits, rights, powers and consents required to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or Terms, to sell to Seller the business name under which you sell goods merchandise referenced herein and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe to grant to Buyer the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerrights granted herein.
Appears in 1 contract
Warranties. 9.1 NCR Voyix warrants 10.1 We warrant that during the Service and Software applicable Subscription Term: (a) the Services will be materially substantially perform as described specified in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf Documentation when used in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) you are at least 18 years of agethis Agreement; (b) We will not materially reduce the overall level of beneficial service provided to you are eligible to register and use under the Service and have the right, power, and ability to enter into and perform under this Level Agreement; (c) the name you identify when you register is your real name or Services have been and will for the business name under which you sell goods duration of the Subscription Term continue to be tested for Malware (including without limitation scanning with current versions of industry-standard antivirus software); and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and Professional Services will be properly reported performed in a professional, xxxxxxx-like manner with reasonable skill and care in accordance with industry standards.
10.2 Our sole liability (and Your exclusive remedy) for tax any breach of the foregoing warranty shall be to correct the nonconformity, provide You with a functionally equivalent replacement or, in the case of Professional Services, reperform the nonconforming services, provided you have notified us of such nonconformity within thirty (including sales 30) days of the performance thereof. If We cannot reasonably make such correction, substitution or reperformance, as determined in Our sole discretion acting in good faith, We will refund You (or, in the case Your Subscription is purchased through an Authorized Reseller, arrange through such Authorized Reseller, the refund of) any prepaid Fees covering the remainder of the Subscription Term for the nonconforming Service (or any Fees paid for the nonconforming Professional Services) and ad valorem taxterminate Your access to and use of the affected Service for which You have received the refund.
10.3 Each party warrants to the other that: (a) purposesit has the authority to enter into the Agreement, to grant the rights granted by it under the Agreement, and to perform its obligations under the Agreement; and (eb) you it will fulfill all your comply with any law or regulation applicable to such party in performance of its duties and obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerunder this Agreement.
10.4 EXCEPT AS EXPRESSLY PROVIDED HEREIN, NEITHER PARTY MAKES ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND EACH PARTY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Appears in 1 contract
Samples: Master Services Agreement
Warranties. 9.1 NCR Voyix 6.1 NetVoice will make every reasonable effort to deliver the Internet Services, 24 hours a day, seven days a week; however, NetVoice cannot and does not warrant or guaranty such availability. NetVoice's sole liability to Reseller or to any third party for claimed error(s) or omissions(s) by NetVoice in the delivery or failure to deliver any Internet Service shall be to restore services and/or to correct said error(s) or omission(s) as soon as is practicable following notice thereof by Reseller to NetVoice, unless such error(s) or omission(s) are due to the negligence or intentional misconduct of NetVoice, its agents or employees, in which event NetVoice will be liable for the amount of damages caused by its, or its agents' or employees', negligence or intentional misconduct. In addition, NetVoice will refund or excuse payment for a proportional amount of the fees due from Reseller to NetVoice for such Internet Services, in accordance with NetVoice's standard refund/credit policies, which may from time-to-time change, upon thirty (30) days notice to Reseller. Except as aforesaid, NetVoice shall not under any circumstances be liable to Reseller or to third parties for monetary damages.
6.2 NetVoice warrants that the Service software provided hereunder is and Software will be materially as described in their published user documentation. Provided Year 2000 compliant, meaning that you have timely paid all subscription the software will function correctly into and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate beyond the Service by giving written notice to NCR Voyix within 30 days after the nonconformanceYear 2000, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the accurately process date of purchaseand time data, and NCR Voyix that it will replace neither contain nor create any logical or refund mathematical inconsistency, will not malfunction, and will not cease to function when processing date and time data. NetVoice further warrants that the purchase price Internet Services will conform, in all material respects, to the specifications provided to Reseller. NetVoice further represents and warrants that it has the authority to enter into this Agreement and that the execution and performance of nonconforming Hardwarethis Agreement will not violate any agreement to which it is bound and that it has no knowledge of any claim that its products or services infringe any patent, copyright, trademark or any other intellectual property of any third party. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE UNLESS OTHERWISE SPECIFIED HEREIN, ALL SERVICES PROVIDED BY NETVOICE ARE PROVIDED "AS IS." NETVOICE MAKES NO WARRANTY WHETHER EXPRESS, IMPLIED OR STATUTORY, AS TO THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY DESCRIPTION, QUALITY, MERCHANTABILITY, NON-INFRINGEMENT, COMPLETENESS OR FITNESS FOR A PARTICULAR PURPOSE. THERE ANY PURPOSE IN CONNECTION WITH ITS NETWORK OR OF THE INTERNET SERVICE OR LOCAL ACCESS OR AS TO ANY OTHER MATTER, ALL OF WHICH WARRANTIES BY NETVOICE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionHEREBY EXCLUDED AND DISCLAIMED.
9.2 You warrant that: 6.3 UNLESS OTHERWISE STATED HEREIN, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER OR ANY OF RESELLER'S CUSTOMERS OR ANY OTHER PERSON, FIRM OR ENTITY IN ANY OTHER RESPECT, FOR DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, ACTUAL, OR PUNITIVE DAMGES, OR FOR ANY LOST PROFITS OF ANY KIND OR NATURE WHATSOEVER, EVEN IF FORESEEABLE, ARISING OUT OF ANY MISTAKE, ACCIDENT, ERROR, OMISSION, INTERRUPTION, OR DEFECT IN TRANSMISSION, OR DELAY ARISING OUT OF OR RELATING TO THE INTERNET SERVICES OR THE OBLIGATIONS OF NETVOICE UNDER THIS AGREEMENT AND ANY EXHIBITS OR SHCEDULES HERETO, INCLUDING, WITHOUT LIMITATION, (aI) you are at least 18 years of age; ANY FAILURE TO TIMELY OR ACCURATELY PROVIDE OR INSTALL ANY PORTION OF THE INTERNET SERVICES, OR (bII) you are eligible to register and use the Service and have the rightADVERSE CONDITIONS THAT MAY RESULT FROM ACTIONS BY REGULATORY OR JUDICAL AUTHORITIES. EXCEPT FOR LOSS, powerDAMAGE OR EXPENSE ARISING FROM ERRORS OR OMISSIONS CAUSED BY NETVOICE'S, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by youOR ITS AGENTS' OR REPRESENTATIVES' NEGLIGENCE OR INTENTIONAL MISCONDUCT, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerA BREACH OF WARRANTY CONTAINED IN PARAGRAPH 6.2 HEREOF OR ANY ACT OR OMISSION THAT GIVES RISE TO A DUTY TO INDEMNIFY RESELLER UNDER PARAGRAPH 7, NETVOICE'S ENTIRE LIABILITY FOR ANY CLAIM OR LOSS, DAMAGE OR EXPENSE FROM ANY CAUSE WHATSOEVER SHALL IN NO EVENT EXCEED THE MONIES ACTUALLY PAID TO NETVOICE UNDER THIS AGREEMENT BY RESELLER FOR THE SPECIFIC SERVICES THAT GIVE RISE TO THE CLAIM.
Appears in 1 contract
Samples: Internet Dial Up Resale Agreement (Netvoice Technologies Corp)
Warranties. 9.1 NCR Voyix warrants that YOU EXPRESSLY AGREE THAT THE USE OF OUR WEBSITE AND ANY INFORMATION PROVIDED THEREBY IS AT YOUR SOLE RISK AND RESPONSIBILITY. Once you complete the Service mandatory fields of your account to register as an Advertiser or Affiliate and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate accept these T&C by clicking on the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance button “I agree with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESTerms and Conditions and Privacy Policy”, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not you represent and warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.to us that:
9.2 You warrant that: (a) you You are at least 18 years of age; eligible to enter into this Agreement and agree to be bound by these T&C;
(b) All information provided and will be provided by you are eligible to register us is true, accurate, complete and use without omissions of the Service necessary information, current and have the right, power, and ability kept up to enter into and perform under this Agreement; date;
(c) the name you identify when you register is You will be responsible for all use of your real name Login Details even if such use was conducted without your authority or the business name under which you sell goods and services; permission;
(d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe You reached the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and age of majority in the jurisdiction of your residence;
(e) You are not operating from a country from OFAC, FATF Blacklist, FATF Greylist, Blacklist EU, UN Security Council sanctions regimes or EU Financial Sanctions consolidated List of persons, groups and entities, or are subject to such sanctions in any other way;
(f) You will not use this Website for any purpose that is unlawful or prohibited by this Agreement or any applicable law;
(g) You will, at all times and from time to time, provide us with written confirmation of a valid address, telephone number, electronic mail address and such other identifying or financial information as we may reasonably require;
(h) You are responsible for all activities that occur in connection with your account. You warrant and undertake to us that any person using the Affiliate Network Platform with your username and password is you will fulfill or is authorized to act for you. You agree to notify us immediately if you suspect any unauthorized use of your account;
(i) You have all your obligations right, title and interest in and to each customer for which you submit a transaction the Advertising Materials and their use, and Advertisers and Affiliates are authorized and will resolve not infringe on any dispute copyright, patent, trademark, trade secret or complaint directly other proprietary rights;
(j) All Advertising Materials are in compliance with these T&C, any applicable laws, regulations, international standards, etc., in any jurisdiction in which the Advertiser conducts business and where the advertising campaigns are run. In addition to any other warranties within this Agreement, the Affiliate warrants and represents that its activities concerning the Advertiser`s Offer promotion, including and without limitation, use of Traffic:
(a) Is legal and complies with any applicable laws, regulations, international standards, etc.;
(b) Does not violate any copyright, patent, trademark, trade secret or another similar intellectual property right, or otherwise violates or breaches any duty toward, or rights of, any person or entity, including, without limitation, rights of privacy and publicity. The Affiliate also warrants that it will:
(a) Adhere to the terms and conditions of any agreement or policy set by an Offer in which the Affiliate participates;
(b) Not target any person who is under the legal age, nor target any restricted jurisdictions where the products offered and the promotion thereof are illegal;
(c) Not create or promote any message or communication that is harmful, aggressive, violent, abusive, or hateful;
(d) Comply with the customerprovisions of the CAN-SPAM Act of 2003 or other anti-spam laws;
(e) Comply with the provisions of applicable law and regulations. Additionally, the Advertiser warrants that all fees to be paid under this Agreement will be received only from legal sources.
Appears in 1 contract
Samples: Affiliate Agreement
Warranties. 9.1 NCR Voyix JCI warrants that the Service and Software its Services will be materially as described provided in their published user documentation. Provided that you have timely paid all subscription a good and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix workmanlike manner for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 90 days from the date of purchaseServices. If JCI receives written notice of a breach of this warranty prior to the end of this warranty period, JCI will re‐perform any non‐conforming Services at no additional charge within a commercially reasonable time of the notification. JCI warrants that equipment manufactured or labeled by Xxxxxxx Controls, Inc. shall be free from defects in material and workmanship arising from normal usage for a period of 90 days. If JCI installs or furnishes a piece of equipment under this Agreement, and NCR Voyix that equipment is covered by a warranty from a manufacturer other than JCI, JCI will transfer the benefits of that manufacturer’s warranty, if any, to Customer and such warranty remedies are exclusive for that equipment. All transportation charges incurred in connection with the warranty for equipment and/or materials not covered under this Agreement shall be borne by Customer. Except as provided herein, if JCI receives written notice of a breach of this warranty prior to the end of this warranty period, JCI will repair or replace (at JCI’s option) the defective equipment. These warranties do not extend to any Services or refund equipment that have been misused, altered, or repaired by Customer or third parties without the purchase price supervision of nonconforming Hardwareand prior written approval of JCI, or if JCI serial numbers or warranty decals have been removed or altered. All replaced parts or equipment shall become JCI’s property. This warranty is not assignable. Warranty claims service will be provided during normal business hours, excluding holidays. The remedies set forth herein shall be Customer’s sole and exclusive remedy with regards to any warranty claim under this Agreement. Any lawsuit based upon the warranty must be submitted by you or a Reseller on your behalf brought no later than one (1) year after the expiration of the applicable warranty period. This limitation is in accordance with the terms stated at the Account Portallieu of any other applicable statute of limitations. CUSTOMER FURTHER ACKNOWLEDGES AND AGREES THAT THESE WARRANTIES ARE JCI’S SOLE WARRANTIES AND TO THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW ARE NO WARRANTIES IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THOSE OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESJCI makes no and specifically disclaims all representations or warranties that the services, ORAL OR WRITTENproducts, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business software or financial results; that data, reports, third party product or analysis software will be accurate in all respects; that a Product will be free secure from all bugs and errors; cyber threats, hacking or that a Product will operate without interruptionother similar malicious activity.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: Contractor/Vendor Agreement
Warranties. 9.1 NCR Voyix 10.1 Abbott warrants that the Service and Software will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails (i) Bulk Drug Substance delivered to materially conform Magainin pursuant to this warranty. If NCR Voyix Agreement shall conform with the Bulk Drug Specifications and shall be in compliance with applicable laws and regulations, (ii) Bulk Drug Substance is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must * THE CONFIDENTIAL MATERIAL 16 CONTAINED HEREIN HAS BEEN OMITTED AND HAS BEEN FILED SEPARATELY WITH THE COMMISSION shall be submitted by you or a Reseller on your behalf manufactured in accordance with cGMP and all applicable federal rules and regulations, (iii) Bulk Drug Substance shall be free from defects in materials and workmanship and shall not be adulterated or misbranded within the terms stated at meaning of the Account PortalU.S. Federal Food, Drug and Cosmetic Act, and is not an article which may not, under the Act, be introduced into interstate commerce, (iv) to the best of Xxxxxx'x knowledge, any Confidential Information provided by Abbott does not, and will not for the term hereof, infringe any patent or other proprietary right of any third party, and (v) it owns or controls all of the rights, title and interest in and to all Confidential Information provided by Abbott to Magainin under this Agreement and the Purchase Orders. THESE ARE ABBOTT MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO BULK DRUG SUBSTANCE. ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO IMPLIED WARRANTIES OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE. THERE PURPOSE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionHEREBY DISCLAIMED BY ABBOTT.
9.2 You warrant that: 10.2 Magainin warrants to Abbott that (ai) you are at least 18 years to the best of age; (b) you are eligible Magainin's knowledge, any Confidential Information provided by Magainin to register and use the Service and have the right, powerAbbott does not, and ability will not for the term hereof, infringe any patent or other proprietary right of any third party, (ii) that any Bulk Drug Substance shipped to enter into Magainin shall be stored in a manner that conforms to cGMP, and perform (iii) it owns or controls all of the rights, title and interest in and to all Confidential Information provided by Magainin to Abbott under this Agreement; (c) Agreement and the name you identify when you register is your real name Purchase Orders.
10.3 In no event shall either party be liable to the other party for indirect, incidental or consequential damages, including without limitation, lost revenues or profits. Nothing in this Subparagraph 10.3 shall abdicate the business name rights of Abbott or Magainin to recover third party damages under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerParagraph 11.
Appears in 1 contract
Warranties. 9.1 NCR Voyix warrants We warrant that the Service App: • is fit for the purpose and Software will be materially is as described in their published user documentationApple's App Store; • is free from material defects in its design; and • is of satisfactory quality (within the meaning of the Sale of Goods Act 1979). Provided You represent and warrant that: • you are not located in a country that is subject to a U.S. Government embargo; or • you have timely paid all subscription not been designated by the U.S. Government as a "terrorist supporting" country; and other fees due, NCR Voyix will promptly at its expense correct • you are not listed on any Service U.S. Government list of prohibited or Software that fails restricted parties. In the event of any failure of the App to materially conform to this any applicable warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformancenotify Apple, and NCR Voyix Apple will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price for the App to you. To the maximum extent permitted by any applicable law, Apple requires us to include a term in this EULA stating the following: that Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be our sole responsibility. We may need to change these terms to reflect: • changes or anticipated changes in law, regulations or codes of nonconforming Hardware. Warranty claims must practice, or to respond to a decision by a court, ombudsman or regulator; • changes in our costs, including administrative costs, involved in providing the App; • changes in technology; • any additional features which we introduce or changes in the functionality of the App, including the removal of any out of date parts of the App; • to fix any mistake in the drafting of this XXXX or to make it fairer or clear (this will never be submitted by you to your detriment; or • changes to the way we want to provide services to our members or to reflect the changes in the method that the banking industry deliver services; • changes in our ownership or a Reseller on re-organisation due to us merging with or acquiring another business; • we may also need to make changes for other reasonable reasons that affect the way we run our business and your behalf in accordance with account. In the event we do, we will describe the reason when we notify you about the change. You will receive a notification of any change to the terms stated at when you next start the Account PortalApp. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIXPlease always ensure you read and accept the updated terms to use the App. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruption.
9.2 You warrant that: (a) If you are not happy with any change that we make you can immediately delete the App. If you do not accept the notified changes you will not be permitted to continue to use the App and you must delete it from your device. So that we are able to provide sufficient notification to you of changes of terms and conditions within the EULA, we recommend that you periodically log on to the App and at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerevery 14 calendar days.
Appears in 1 contract
Samples: End User Licence Agreement
Warranties. 9.1 NCR Voyix 11.1 Instabase warrants that that: (a) during the Service Subscription Term, the SaaS Services will function substantially in accordance with the then-current Documentation; (b) Instabase will employ commercially reasonable efforts in accordance with industry standards to prevent the transmission of malware, viruses or worms (otherwise known as computer code or technology specifically designed to disrupt, disable, or harm Customer’s software, hardware, computer system, or network) via the SaaS Services; and Software (c) any Professional Services will be materially as described performed in their published user documentationa good and workmanlike manner by appropriately qualified personnel. Provided Instabase does not warrant that you have timely paid all subscription Customer’s use of the SaaS Services will be uninterrupted or that operation or output of the SaaS Services will be error-free.
11.2 In the event of a breach of the limited warranties set forth in Section 11.1, Customer’s sole and other fees dueexclusive remedy will be, NCR Voyix will promptly at its expense Instabase’s option and expense, to correct any Service or Software the deficient services that fails to materially conform to this caused the breach of warranty. If NCR Voyix is unable reasonably to do soInstabase cannot correct the deficiency in a commercially reasonable manner, as your sole remedy you may Instabase will terminate the Service by giving written notice to NCR Voyix within 30 days after deficient SaaS Services. Customer shall promptly be provided a pro-rata refund of the nonconformanceFees paid in advance for the remainder of the Subscription Term, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days calculated from the date of purchase, and NCR Voyix termination.
11.3 The warranty in Section 11.1(a) will replace not apply to the extent any non-conformance is caused by: (a) Customer using the SaaS Services with an application or refund in an environment other than as described in the purchase price of nonconforming Hardware. Warranty claims must be submitted Documentation; or (b) modifications made to the SaaS Services that were not made by you Instabase or a Reseller on your behalf in accordance with the terms stated at the Account Portal. THESE express written authorization of Instabase.
11.4 THE LIMITED WARRANTIES PROVIDED IN THE AGREEMENT ARE THE SOLE AND EXCLUSIVE ONLY WARRANTIES MADE BY NCR VOYIXWITH RESPECT TO THE SAAS SERVICES. THERE ALL OTHER WARRANTIES OR CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, ARE NO HEREBY DISCLAIMED, INCLUDING BUT NOT LIMITED TO WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER , NON-INFRINGEMENT, ACCURACY, OR ANY WARRANTIES OR WARRANTY REMEDIES, ORAL CONDITIONS ARISING OUT OF A COURSE OF DEALING OR WRITTEN, EXPRESS USAGE OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionTRADE.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: End User License Agreement
Warranties. 9.1 NCR Voyix Each party warrants that it has full power and authority to enter into this Agreement and carry out the actions contemplated hereunder and that its entry into and performance under this Agree- ment will not knowingly infringe the rights of any third party or cause it to be in breach of any obligations to a third party. Service Provider warrants and Software will be materially as described in their published user documentation. Provided undertakes only that you have timely paid all subscription and other fees dueit has the technical experience, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformanceskills, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf resources to carry out its obligations in accordance with the terms stated at and conditions of this Agreement and that it shall perform its obligations hereunder with reasonable skill and care. Service Provider, its affiliates, employees, agents, suppliers, vendors, and distributors make no warranty of any kind, either expressed or implied, regarding the Account Portalfacilities, equipment, the quality, accuracy or validity of the data and/or information residing on or passing through its computers and interconnecting networks, or that the Services will be uninterrupted or error free. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE SERVICE PROVIDER MAKES NO WARRANTIES EXCEPT AS PROVIDED IN THIS SECTION AND NO OTHER WARRANTIES SHALL APPLY, WHETHER EX- PRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY MER- CHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEPURPOSE TO THE FULLEST EXTENT POSSIBLE BY LAW. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESPROPRIETARY RIGHTS. User acknowledges that it has no rights in the Proprietary Rights of Service Provider, ORAL OR WRITTENAeris, EXPRESS OR IMPLIEDCellemetry or any Participating Carrier involved with the delivery of Services. NCR Voyix does not warrant that a Product User will yield (i) defend, at its own expense, any particular business suit or financial results; that dataproceeding against Service Provider, reportsAeris, Cellemetry, or analysis will any Participating Carrier for the infringement of any patent or copyright by any services, systems, products, or parts deployed by or on behalf of User in combination and/or connection with the MicroBurst Service or Cellemetry Data Services, where the MicroBurst Service or Cellemetry Data Services would not be accurate in infringing without such combination and/or connection, and (ii) pay all respects; that a Product will be free from all bugs damages and errors; costs finally awarded against Cellemetry, Aeries, or that a Product will operate without interruption.
9.2 You warrant that: (a) you are any Participating Carrier because of the infringement. TERMINATION OF COVERAGE AVAILABILITY. Service Provider shall provide User with at least 18 years 180 days notice in advance of age; (b) you are eligible to register and use the termination of MicroBurst Service and or Cellemetry Data Service coverage availability in any geographic area where such coverage had previously been available. At the end of such 180-day period, unless Service Provider has rescinded such notice, any geographic area described in such notice will no longer have the right, power, specified coverage. Service Provider will use its best efforts to maintain MicroBurst Service and/or Cellemetry Data Service coverage throughout the geographic areas where the User is installing a cRTU and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser purchasing Services and will be properly reported further use best efforts to replace any coverage that becomes unavailable for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerreason.
Appears in 1 contract
Samples: Network Services Agreement
Warranties. 9.1 NCR Voyix 11.1 Seller represents and warrants that it has the Service right to sell the hardware/equipment and Software license the software, and, if applicable, authorized to provide the Services, provided under this EPL Agreement.
11.2 Seller represents and warrants that Purchaser shall acquire good and clear title to the hardware/equipment purchased hereunder, free and clear of all liens and encumbrances.
11.3 Seller represents and warrants that unless otherwise specified in RFP No. 4599 and/or the published EPL, each Product delivered shall be delivered new and not as a “used, substituted, rebuilt, refurbished or reinstalled” Product.
11.4 Seller represents and warrants that it has and will be materially as described obtain and pass through to Purchaser any and all warranties obtained or available from the manufacturer/licensor of the Product.
11.5 Unless a longer warranty period is specified in their the RFP, the supplemental agreement and/or purchase order, or the published user documentation. Provided EPL, Seller represents and warrants that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform hardware/equipment provided pursuant to this warrantyEPL Agreement shall be free from defects in material, manufacture, design and workmanship for a period of one (1) year after acceptance. If NCR Voyix Seller’s obligation pursuant to this warranty shall include, but is unable reasonably not limited to, the repair or replacement of the hardware/equipment, or the redoing of the faulty installation, at no cost to do so, as your sole remedy you may terminate Purchaser. In the Service by giving written notice to NCR Voyix event Seller cannot repair or replace the hardware/equipment during the warranty period within 30 ten (10) working days after receipt of notice of the nonconformancedefect, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 days from the date of purchase, and NCR Voyix will replace or Seller shall refund the purchase price of nonconforming Hardwarethe hardware/equipment and refund any fees paid for services that directly relate to the defective hardware/equipment, and Purchaser shall have the right to cancel/terminate the supplemental agreement and/or purchase order. Warranty claims must be submitted Purchaser’s rights hereunder are in addition to any other rights Purchaser may have.
11.6 Seller represents and warrants that all Products and Services provided by you Seller shall meet or exceed the minimum specifications set forth in RFP No. 4599 and the published EPL.
11.7 Unless a Reseller on your behalf longer warranty period is specified in accordance with the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESpurchase order, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant Seller represents and warrants that a Product will yield any particular business or financial results; that data, reports, or analysis will be accurate in all respects; that a Product will software provided pursuant to this EPL Agreement shall be free from material defects and provide Purchaser complete functionality necessary for the operation of the system for a period of ninety (90) days after acceptance. Seller’s obligations pursuant to this warranty shall include, but are not limited to, the repair of all bugs defects or the replacement of the software at the expense of Seller. In the event Seller is unable to repair or replace the software within ten (10) working days after receipt of notice of the defect, Purchaser shall be entitled to a full refund of the fees paid and errors; or that a Product will operate without interruptionshall have the right to cancel/terminate the supplemental agreement and/or purchase order. Purchaser’s rights hereunder are in addition to any other rights Purchaser may have.
9.2 You warrant that11.8 Unless a different warranty period is specified in the published EPL, Seller represents and warrants, for a period of ninety (90) days from performance of Services, that all work hereunder, including but not limited to, consulting, training and technical support, has been performed in a good and workmanlike manner and consistent with generally accepted industry standards. For any breach of this warranty, Seller shall perform the Services again, at no cost to Purchaser, or if Seller is unable to perform the Services as warranted, Seller shall reimburse Purchaser the fees paid to Seller for the unsatisfactory Services.
11.9 Seller represents and warrants that there is no disabling code or lockup program or device embedded in the Products provided to Purchaser. Seller further agrees that it will not, under any circumstances, take any step which would in any manner interfere with Purchaser’s use of the Products and/or which would restrict Purchaser from accessing its data files or in any way interfere with the transaction of Purchaser’s business. For any breach of this warranty, Seller at its expense shall, within five (5) working days after receipt of notification of the breach, deliver Products to Purchaser that are free of such disabling code, lockup program or device.
11.10 Seller represents and warrants that there are no computer viruses contained in the Products delivered to Purchaser. For any breach of this warranty, Seller at its expense shall, within five (5) working days after receipt of notification of the breach, deliver Products to Purchaser that are free of any virus, and shall be responsible for repairing, at Seller’s expense, any and all damage done by the virus to Purchaser’s site.
11.11 Seller represents and warrants that it will ensure its compliance with the Mississippi Employment Protection Act, Section 71-11-1, et seq. of the Mississippi Code Annotated (Supp2008) and will register and participate in the status verification system for all newly hired employees. The term “employee” as used herein means any person that is hired to perform work within the State of Mississippi. As used herein, “status verification system” means the Illegal Immigration Reform and Immigration Responsibility Act of 1996 that is operated by the United States Department of Homeland Security, also known as the E-Verify Program, or any other successor electronic verification system replacing the E-Verify Program. Seller agrees to maintain records of such compliance and, upon request of the State and approval of the Social Security Administration or Department of Homeland Security where required, to provide a copy of each such verification to the State. Seller further represents and warrants that any person assigned to perform services hereunder meets the employment eligibility requirements of all immigration laws of the State of Mississippi. Seller understands and agrees that any breach of these warranties may subject Seller to the following: (a) you are at least 18 years termination/cancellation of age; the supplemental agreement and/or purchase order and this EPL Agreement and ineligibility for any state or public contract in Mississippi for up to three (3) years, with notice of such cancellation/termination being made public, or (b) you are eligible the loss of any license, permit, certification or other document granted to register and use Seller by an agency, department or governmental entity for the Service and have the rightright to do business in Mississippi for up to one (1) year, power, and ability to enter into and perform under this Agreement; or (c) both. In the name you identify when you register event of such termination/cancellation, Seller would also be liable for any additional costs incurred by the State due to the supplement/purchase order(s) and this EPL Agreement’s cancellation/termination or loss of license or permit.
11.12 Seller represents and warrants that no official or employee of Purchaser or of ITS, and no other public official of the State of Mississippi who exercises any functions or responsibilities in the review or approval of the undertaking or carrying out of the project shall, prior to the completion of said project, voluntarily acquire any personal interest, direct or indirect, in the purchase order.
11.13 The Seller represents and warrants that no elected or appointed officer or other employee of the State of Mississippi, nor any member of or delegate to Congress has or shall benefit financially or materially from this EPL Agreement. No individual employed by the State of Mississippi shall be admitted to any share or part of the EPL Agreement or to any benefit that may arise therefrom. The State of Mississippi may, by written notice to the Seller, terminate the right of the Seller to proceed under this EPL Agreement if it is your real name found, after notice and hearing by the ITS Executive Director or his/her designee, that gratuities in the business name form of entertainment, gifts, jobs, or otherwise were offered or given by the Seller to any officer or employee of the State of Mississippi with a view toward securing this EPL Agreement or securing favorable treatment with respect to the award, or amending or making of any determinations with respect to the performing of such contract, provided that the existence of the facts upon which the ITS Executive Director makes such findings shall be in issue and may be reviewed in any competent court. In the event this EPL Agreement is terminated under this article, the State of Mississippi shall be entitled to pursue the same remedies against the Seller as it would pursue in the event of a breach of contract by the Seller, including punitive damages, in addition to any other damages to which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods it may be entitled at law or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customerin equity.
Appears in 1 contract
Warranties. 9.1 NCR Voyix (a) ImageSource warrants that the Service and Software will perform as specified in the documentation downloaded with the Software and that the Software media will be materially as described in their published user documentation. Provided that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving written notice to NCR Voyix within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against free of defects in manufacture materials and workmanship for 30 days from one (1) year after the date of purchaseLicensee's receipt of the Software; provided, and NCR Voyix will replace however, that ImageSource shall not be liable under this warranty if the Software has been modified or altered by anyone other than ImageSource, if the Software has been abused or misapplied, or if Licensee has failed to use a version of the Software supported under Software Maintenance. In the event of a breach of this warranty reported by Licensee to ImageSource in writing within the foregoing ninety (90) day period, Licensee may return the defective Software to ImageSource for either: (i) a refund of the purchase price licensee fee paid to ImageSource by Licensee hereunder; or (ii) ImageSource's replacement of nonconforming Hardwarethe Software without charge. Warranty claims must be submitted Refund of the fees paid for the defective Software or replacement of the defective Software are Licensee's exclusive remedies for breach of this warranty; any replacement shall not extend the warranty period.
(b) ImageSource does not warrant any modifications created by you Licensee from the source code of the Software or a Reseller on your behalf in accordance with customizations created through the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIESuse of any Software Development Kit (SDK).
(c) EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 10, ORAL OR WRITTENIMAGESOURCE DOES NOT MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, CONCERNING THE SOFTWARE OR THE APPLICATION, OPERATION OR USE THEREOF, THE DATA GENERATED BY THE OPERATION OR USE THEREOF, OR ANY SOFTWARE MAINTENANCE OR OTHER SERVICES RENDERED WITH RESPECT THERETO. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that dataIMAGESOURCE HEREBY EXCLUDES ALL IMPLIED WARRANTIES TO THE EXTENT PERMITTED BY LAW, reportsINCLUDING, or analysis will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionSPECIFICALLY, ANY IMPLIED WARRANTY ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. IMAGESOURCE HEREBY EXCLUDES ALL IMPLIED WARRANTIES OF MERCHANTABILITY, OR OF MERCHANTABLE QUALITY, OR OF FITNESS FOR ANY PURPOSE, PARTICULARLY, SPECIFIC OR OTHERWISE, CONCERNING THE SOFTWARE AND THE APPLICATION, OPERATION OR USE THEREOF.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer.
Appears in 1 contract
Samples: End User Software License Agreement
Warranties. 9.1 NCR Voyix 7.1 Xxxxxx Well warrants that on the Service date of shipment all goods manufactured by Xxxxxx Well shall be free from defects in material under normal use and Software service unless agreed with the buyer.
7.2 No warranty extended by Xxxxxx Well shall apply to:
7.2.1 Any goods, which have been modified or altered by persons other than Xxxxxx Well.
7.2.2 Any goods subjected to any misuse, neglect, improper storage, handling or accidental damage;
7.2.3 Any goods tampered with by a third party.
7.3 Xxxxxx Well’s exclusive obligation under this warranty is, at Xxxxxx Well’s discretion, to repair the defective goods, or to grant credit for the value of any goods found to be defective under this warranty in installment sales. We will be materially as described cover the cost of shipping for the repair of the defective goods from JW Productions Pvt Ltd to the Buyer. We are not able to cover the cost of shipping the defective goods from the Buyer to JW Productions Pvt Ltd.
7.4 Xxxxxx Well shall not reimburse or make any allowance to the Buyer for any labor charges incurred by the Buyer for replacement or repair of any goods unless such charges are authorized in their published user documentation. Provided advance by Xxxxxx Well.
7.5 This warranty is made on the condition that you have timely paid all subscription and other fees due, NCR Voyix will promptly at its expense correct any Service or Software that fails to materially conform to this warranty. If NCR Voyix is unable reasonably to do so, as your sole remedy you may terminate the Service by giving Buyer gives Xxxxxx Well immediate written notice of any defect (notice must be delivered to NCR Voyix Xxxxxx Well within 30 days after the nonconformance, and NCR Voyix will cease delivering the Service within 30 days after receiving your written notice. You will pay NCR Voyix for all Service actually provided through the termination date. Hardware is warranted against defects in manufacture for 30 7 days from the date of purchaseshipment), the Buyer gives Xxxxxx Well access to the goods and Xxxxx’s relevant records and data, and NCR Voyix will replace or refund the purchase price of nonconforming Hardware. Warranty claims must be submitted by you or a Reseller on your behalf in accordance with that Xxxxxx Well’s inspection reveals that Xxxxx’s claim is valid under the terms stated at the Account Portal. THESE ARE THE SOLE AND EXCLUSIVE WARRANTIES MADE BY NCR VOYIX. THERE ARE NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO OTHER WARRANTIES OR WARRANTY REMEDIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED. NCR Voyix does not warrant that a Product will yield any particular business or financial results; that data, reports, or analysis of this warranty.
7.6 No returns will be accurate in all respects; that a Product will be free from all bugs and errors; or that a Product will operate without interruptionaccepted by Xxxxxx Well unless accompanied by Xxxxxx Well’s Return Material Authorization.
9.2 You warrant that: (a) you are at least 18 years of age; (b) you are eligible to register and use the Service and have the right, power, and ability to enter into and perform under this Agreement; (c) the name you identify when you register is your real name or the business name under which you sell goods and services; (d) any sales transaction you submit will represent a bona fide sale by you, will accurately describe the goods or services sold and delivered to a purchaser and will be properly reported for tax (including sales and ad valorem tax) purposes; and (e) you will fulfill all your obligations to each customer for which you submit a transaction and will resolve any dispute or complaint directly with the customer7.7 THIS WARRANTY APPLIES TO THE GOODS ONLY AND NOT TO ANY COMBINATION OR ASSEMBLY OF THE GOODS OR ANY OTHER SERVICES OF XXXXXX WELL. XXXXXX WELL MAKES NO WARRANTY OTHER THAN THE WARRANTY SET FORTH HEREIN.
Appears in 1 contract
Samples: Sales Contract