Common use of Warranty Conditions Clause in Contracts

Warranty Conditions. (a) If, within twenty-four (24) months, the goods supplied by the Vendor or any part thereof become defective or fails due to any default by the Vendor in fulfilling the requirements of the Contract including, without limitation, improper, faulty or defective design, materials, workmanship, manufacture, fabrication, packaging, shipment or delivery, then the Vendor, upon notification in writing from Metrolinx, shall forthwith repair or remedy every such defect or failure, or replace the goods, without cost (including without limitation transportation cost) to Metrolinx. (b) All labour cost incurred by Metrolinx in respect of the repair or remedy of defects or failures, and of the replacement of goods during the warranty period, shall be reimbursed to Metrolinx by the Vendor in accordance with the agreed to hourly rates to be negotiated. (c) Metrolinx shall provide the Vendor with reasonable access to the Place of Work for the purpose of performing warranty work when practical. (d) The Vendor shall prepare and furnish data and reports pertaining to any repairs, replacements and remedies pursuant to the Warranty, including, but not limited to, revisions and updating of contract drawings, data and contract deliverables. (e) In the event the Vendor fails to fulfil any obligation stipulated in this Warranty, Metrolinx shall have the right to repair, remedy or replace the goods at the Vendor's expense. (f) The Vendor shall cause those warranties that are provided by Subvendors and suppliers that extend beyond the Vendor's warranty period, be assigned to Metrolinx. Should there be any claim under the said warranties after the expiration of the Vendor's warranty period, such claim shall be made and processed directly by Metrolinx with the relevant Subvendors or suppliers. Subvendors' and suppliers' warranties shall also pass to Metrolinx in the event that the Vendor is unable to complete its obligations under the Contract. In any event, the Vendor shall make provision in all subcontracts and purchase orders for all warranties to be directly assigned to Metrolinx. (g) Any product that does not meet the Contract Scope of Work, notwithstanding tests, inspection or acceptance at any time or location, are found to contain deficiencies, will be subject to rejection and shall be returned to the Vendor. The Vendor shall be entitled to a joint inspection of the defective component at the premises of Metrolinx. The Vendor shall assume the expenses of handling and transportation in both directions.

Warranty Conditions. 10.1 Authorised Service shall carry out repair and maintenance of TEMSA Products and Original TEMSA Components under warranty according to the terms and conditions of the Service Literature supplied by TEMSA and TEMSA Warranty Manual. 10.2 The warranty period of TEMSA Products starts at the date of their delivery to the end user after completion of the “Retail Delivery Advice Form” in the customer’s “Warranty and Maintenance Manual”. 10.3 If requested by TEMSA, Authorised Service shall return the parts claimed under warranty to a place designated by TEMSA. 10.4 Application for warranty claim must be made to TEMSA within 14 calendar days after the 10.5 TEMSA provides warranty coverage on claims relating to the Original TEMSA Components installed on TEMSA Products. TEMSA will not accept responsibility for failures caused by, or resulting from the use of non-original TEMSA component. Warranty reimbursement will not be made for claims where the Original TEMSA Components have not been used unless Authorised Service did get the approval from TEMSA. 10.6 Authorised Service agrees that TEMSA or a third person (aauditor) Ifdesignated by TEMSA within the framework of warranty audit, checks the repairs and maintenance under warranty carried out by Authorised Service. 10.7 Authorised Service shall keep the necessary stock in order to shorten the warranty repair time. 10.8 During the works under warranty, Authorised Service shall only use the Original TEMSA Components and buy them from TEMSA. If the part is not available in the stocks of the PARTIES and the supply of urgent order excluding the delivery takes longer than 15 calendar days, Authorised Service can buy and use the required well qualified part from local market and claim TEMSA with original invoice. The cost of the part can not exceed the 110 % of the urgent order price of TEMSA. In such cases, Authorised Service shall get preapproval from TEMSA; otherwise the invoice will not be paid by TEMSA. 10.9 Any decision aiming at determining whether the works are performed under warranty or not can be taken by Authorised Service must always abstain from taking a position thereon towards the customer. 10.10 Authorised Service shall repair all warrantable failures without charging to the customer during the new vehicle’s warranty period. 10.11 Authorised Service shall submit the warranty claims through the online system assigned by TEMSA. TEMSA Authorized Service shall be granted access to online system through the password supplied by TEMSA. In case of any change in the system, TEMSA Authorized Service shall adopt the new system within twenty6 months. 10.12 TEMSA Authorized Service shall include the key mandatory points in any warranty claim report. If the warranty claim does not provide the basic information then it will be considered as incomplete and therefore it will be rejected. 10.13 If the applications for warranty performances are recognised by TEMSA, TEMSA shall pay the related fee to Authorised Service. 10.13.1 TEMSA shall pay the time needed to perform the repairs under warranty on the basis of an hourly rate. The charge for labor shall be based on the Warranty Hourly Labor Rate established by TEMSA multiplied by the standard time allowance in the latest Flat Rate Manual designated by TEMSA. If TEMSA indicates a certain labour value, such value must also be followed by Authorised Service. 10.13.2 TEMSA shall refund the Original TEMSA Components, bought from TEMSA according to the stock order price plus % 15 compensation rate. For the cases, in which Authorised Service has an urgent order, TEMSA will only pay the urgent delivery cost, not the % 15 compensation rate. 10.14 Authorised Service is responsible for the quality of its diagnosis work and workmanship during the repair. Repeat repairs caused by weak warranty processes, faulty workmanship, poor diagnosis or incorrect repair techniques shall not be charged to the customer or TEMSA. 10.15 TEMSA will inform Authorised Service about the modification via e-four (24) monthsmail and Authorised Service must follow the modification through xxxx://xxxxxx.xxxxx.xxx.Xxxxxxxxxx Service can access the modification bulletins through online system assigned by TEMSA. The password will be supplied by TEMSA. Authorised Service shall apply the modifications before the expiry date. If the modification will be applied after the expiry date, the goods costs of the unused parts and the delivery costs will be charged to Authorised Service.The communication language must be English for warranty and regional coordinators. Authorised Service shall follow up the modifications of the vehicles according to the Modification Bulletin. The parts for the Field Fix and Service Campaign will be supplied by TEMSA free of charge. Authorised Service shall report the Vendor part usage in a monthly period and / or any part thereof become defective or fails due whenever asked by TEMSA. If the parts for the Field Fix and Service Campaign will not be reported to any default by TEMSA, they will be invoiced to Authorised Service. 10.16 Authorized Service shall apply the Vendor bulletins according to the Temsa Bulletin procedure. 10.17 Authorized Service shall beresponsible to work and complete the modifications and bulletins on Temsa vehicles within its terriorty, in fulfilling the requirements accordance withthe regulations and rules of the Contract including, without limitation, improper, faulty or defective design, materials, workmanship, manufacture, fabrication, packaging, shipment or delivery, then country where the Vendor, upon notification in writing from Metrolinx, shall forthwith repair or remedy every such defect or failure, or replace the goods, without cost (including without limitation transportation cost) to MetrolinxAuthorized Service is located. (b) All labour cost incurred by Metrolinx in respect of the repair or remedy of defects or failures, and of the replacement of goods during the warranty period, shall be reimbursed to Metrolinx by the Vendor in accordance with the agreed to hourly rates to be negotiated. (c) Metrolinx shall provide the Vendor with reasonable access to the Place of Work for the purpose of performing warranty work when practical. (d) The Vendor shall prepare and furnish data and reports pertaining to any repairs, replacements and remedies pursuant to the Warranty, including, but not limited to, revisions and updating of contract drawings, data and contract deliverables. (e) In the event the Vendor fails to fulfil any obligation stipulated in this Warranty, Metrolinx shall have the right to repair, remedy or replace the goods at the Vendor's expense. (f) The Vendor shall cause those warranties that are provided by Subvendors and suppliers that extend beyond the Vendor's warranty period, be assigned to Metrolinx. Should there be any claim under the said warranties after the expiration of the Vendor's warranty period, such claim shall be made and processed directly by Metrolinx with the relevant Subvendors or suppliers. Subvendors' and suppliers' warranties shall also pass to Metrolinx in the event that the Vendor is unable to complete its obligations under the Contract. In any event, the Vendor shall make provision in all subcontracts and purchase orders for all warranties to be directly assigned to Metrolinx. (g) Any product that does not meet the Contract Scope of Work, notwithstanding tests, inspection or acceptance at any time or location, are found to contain deficiencies, will be subject to rejection and shall be returned to the Vendor. The Vendor shall be entitled to a joint inspection of the defective component at the premises of Metrolinx. The Vendor shall assume the expenses of handling and transportation in both directions.

Warranty Conditions. Each party represents and warrants that: (a) If, within twenty-four (24) months, it has all necessary authority to enter into the goods supplied by the Vendor or any part thereof become defective or fails due to any default by the Vendor in fulfilling the requirements of the Contract including, without limitation, improper, faulty or defective design, materials, workmanship, manufacture, fabrication, packaging, shipment or delivery, then the Vendor, upon notification in writing from Metrolinx, shall forthwith repair or remedy every such defect or failure, or replace the goods, without cost (including without limitation transportation cost) to Metrolinx. Agreement and perform all obligations hereunder; (b) it has no outstanding obligations (written, oral or implied) that would prevent it from performing its obligations under the Agreement; (c) its performance will not violate any federal, state or local laws, rules, regulations, ordinances or orders or any other obligations; (d) it is a valid legal entity organized and existing under the applicable state and federal laws, rules and regulations; (e) the Agreement represents a valid, legal and binding contract between the parties in accordance with its terms; and (f) its performance of its obligations under the Agreement will not violate any judgment by which it is bound, or any applicable law or regulation. All labour cost incurred by Metrolinx new Licenses shall include manufacturer's minimum standard warranty unless otherwise agreed to in respect of the repair or remedy of defects or failures, and of the replacement of goods during the warranty period, writing. Vendor shall be reimbursed legally permitted to Metrolinx by sell, or an authorized dealer, distributor or manufacturer for all Licenses offered for sale to TIPS Members. Vendor represents and warrants that: (a) it will perform the Vendor Services and deliver Licenses using personnel with the abilities, qualifications and experience in accordance with the agreed to hourly rates to be negotiated. Agreement; and (cb) Metrolinx shall provide it will perform the Services in a professional and workmanlike manner and in accordance with the applicable Statement of Work and all applicable laws, rules, and regulations. EXCEPT AS STATED HEREUNDER, VENDOR HEREBY DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON- INFRINGEMENT, TITLE, OR ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. IN NO EVENT WILL VENDOR, ITS SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES OR OTHER REPRESENTATIVES BE LIABLE FOR SPECIAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES RELATED TO ANY LICENSE SOLD. All Licenses supplied by Vendor with reasonable access are subject to the Place of Work for applicable Licensor warranty. Vendor hereby assigns, to the purpose of performing warranty work when practical. (d) The extent assignable, to the applicable TIPS Member the warranties and indemnities authorized by the Licensor. Vendor shall prepare assist the applicable TIPS Member with the handling of any associated claims or issues with the Licensor. TIPS acknowledges that Vendor is not the publisher or developer of the Licenses and furnish data the only warranties or indemnities are those of Licensor. The applicable TIPS Member will enter into a XXXX or other agreement with the Licensor, and reports pertaining to any repairs, replacements that such agreement(s) will outline all the warranties and remedies pursuant representations offered by the Licensor to the Warrantyapplicable TIPS Member with respect to the Licenses purchased. Any other document relating to the purchase of Licenses submitted to Vendor that includes any warranty to the applicable TIPS Member, includingor that includes language that may create a liability for Vendor, but not limited to, revisions and updating of contract drawings, data and contract deliverables. (e) In the event the Vendor fails to fulfil any obligation stipulated in this Warranty, Metrolinx shall have the right to repair, remedy or replace the goods at the Vendor's expense. (f) The Vendor shall cause those warranties that are provided by Subvendors and suppliers that extend beyond the Vendor's warranty period, be assigned to Metrolinx. Should there be any claim under the said warranties after the expiration of the Vendor's warranty period, such claim shall be made and processed directly by Metrolinx conflicts with the relevant Subvendors or suppliers. Subvendors' Agreement, is null and suppliers' warranties shall also pass to Metrolinx in the event that the Vendor is unable to complete its obligations under the Contract. In any event, the Vendor shall make provision in all subcontracts and purchase orders for all warranties to be directly assigned to Metrolinx. (g) Any product that does not meet the Contract Scope of Work, notwithstanding tests, inspection or acceptance at any time or location, are found to contain deficiencies, will be subject to rejection and shall be returned to the Vendorvoid. The Vendor or the software publisher shall be entitled provide timely and accurate customer support to a joint inspection of TIPS Members, if such support is provided by the defective component at the premises of Metrolinx. The Vendor shall assume the expenses of handling and transportation software publisher in both directionsany End User License Agreement (XXXX).

Warranty Conditions. 10.1 Authorised Service shall carry out repair and maintenance of TEMSA Products and Original TEMSA Components under warranty according to the terms and conditions of the Service Literature supplied by TEMSA and TEMSA Warranty Manual. 10.2 The warranty period of TEMSA Products starts at the date of their delivery to the end user after completion of the “Retail Delivery Advice Form” in the customer’s “Warranty and Maintenance Manual”. 10.3 If requested by XXXXX, Authorised Service shall return the parts claimed under warranty to a place designated by TEMSA. 10.4 Application for warranty claim must be made to TEMSA within 14 calendar days after the 10.5 TEMSA provides warranty coverage on claims relating to the Original TEMSA Components installed on TEMSA Products. TEMSA will not accept responsibility for failures caused by, or resulting from the use of non-original TEMSA component. Warranty reimbursement will not be made for claims where the Original TEMSA Components have not been used unless Authorised Service did get the approval from TEMSA. 10.6 Authorised Service agrees that TEMSA or a third person (aauditor) Ifdesignated by TEMSA within the framework of warranty audit, checks the repairs and maintenance under warranty carried out by Authorised Service. 10.7 Authorised Service shall keep the necessary stock in order to shorten the warranty repair time. 10.8 During the works under warranty, Authorised Service shall only use the Original TEMSA Components and buy them from TEMSA. If the part is not available in the stocks of the PARTIES and the supply of urgent order excluding the delivery takes longer than 15 calendar days, Authorised Service can buy and use the required well qualified part from local market and claim TEMSA with original invoice. The cost of the part can not exceed the 110 % of the urgent order price of TEMSA. In such cases, Authorised Service shall get preapproval from TEMSA; otherwise the invoice will not be paid by TEMSA. 10.9 Any decision aiming at determining whether the works are performed under warranty or not can be taken by Authorised Service must always abstain from taking a position thereon towards the customer. 10.10 Authorised Service shall repair all warrantable failures without charging to the customer during the new vehicle’s warranty period. 10.11 Authorised Service shall submit the warranty claims through the online system assigned by XXXXX. TEMSA Authorized Service shall be granted access to online system through the password supplied by TEMSA. In case of any change in the system, TEMSA Authorized Service shall adopt the new system within twenty6 months. 10.12 TEMSA Authorized Service shall include the key mandatory points in any warranty claim report. If the warranty claim does not provide the basic information then it will be considered as incomplete and therefore it will be rejected. 10.13 If the applications for warranty performances are recognised by XXXXX, TEMSA shall pay the related fee to Authorised Service. 10.13.1 TEMSA shall pay the time needed to perform the repairs under warranty on the basis of an hourly rate. The charge for labor shall be based on the Warranty Hourly Labor Rate established by TEMSA multiplied by the standard time allowance in the latest Flat Rate Manual designated by TEMSA. If TEMSA indicates a certain labour value, such value must also be followed by Authorised Service. 10.13.2 TEMSA shall refund the Original TEMSA Components, bought from TEMSA according to the stock order price plus % 15 compensation rate. For the cases, in which Authorised Service has an urgent order, TEMSA will only pay the urgent delivery cost, not the % 15 compensation rate. 10.14 Authorised Service is responsible for the quality of its diagnosis work and workmanship during the repair. Repeat repairs caused by weak warranty processes, faulty workmanship, poor diagnosis or incorrect repair techniques shall not be charged to the customer or TEMSA. 10.15 TEMSA will inform Authorised Service about the modification via e-four (24) monthsmail and Authorised Service must follow the modification through xxxx://xxxxxx.xxxxx.xxx.Xxxxxxxxxx Service can access the modification bulletins through online system assigned by XXXXX. The password will be supplied by TEMSA. Authorised Service shall apply the modifications before the expiry date. If the modification will be applied after the expiry date, the goods costs of the unused parts and the delivery costs will be charged to Authorised Service.The communication language must be English for warranty and regional coordinators. Authorised Service shall follow up the modifications of the vehicles according to the Modification Bulletin. The parts for the Field Fix and Service Campaign will be supplied by TEMSA free of charge. Authorised Service shall report the Vendor part usage in a monthly period and / or any part thereof become defective or fails due whenever asked by XXXXX. If the parts for the Field Fix and Service Campaign will not be reported to any default by TEMSA, they will be invoiced to Authorised Service. 10.16 Authorized Service shall apply the Vendor bulletins according to the Temsa Bulletin procedure. 10.17 Authorized Service shall beresponsible to work and complete the modifications and bulletins on Temsa vehicles within its terriorty, in fulfilling the requirements accordance withthe regulations and rules of the Contract including, without limitation, improper, faulty or defective design, materials, workmanship, manufacture, fabrication, packaging, shipment or delivery, then country where the Vendor, upon notification in writing from Metrolinx, shall forthwith repair or remedy every such defect or failure, or replace the goods, without cost (including without limitation transportation cost) to MetrolinxAuthorized Service is located. (b) All labour cost incurred by Metrolinx in respect of the repair or remedy of defects or failures, and of the replacement of goods during the warranty period, shall be reimbursed to Metrolinx by the Vendor in accordance with the agreed to hourly rates to be negotiated. (c) Metrolinx shall provide the Vendor with reasonable access to the Place of Work for the purpose of performing warranty work when practical. (d) The Vendor shall prepare and furnish data and reports pertaining to any repairs, replacements and remedies pursuant to the Warranty, including, but not limited to, revisions and updating of contract drawings, data and contract deliverables. (e) In the event the Vendor fails to fulfil any obligation stipulated in this Warranty, Metrolinx shall have the right to repair, remedy or replace the goods at the Vendor's expense. (f) The Vendor shall cause those warranties that are provided by Subvendors and suppliers that extend beyond the Vendor's warranty period, be assigned to Metrolinx. Should there be any claim under the said warranties after the expiration of the Vendor's warranty period, such claim shall be made and processed directly by Metrolinx with the relevant Subvendors or suppliers. Subvendors' and suppliers' warranties shall also pass to Metrolinx in the event that the Vendor is unable to complete its obligations under the Contract. In any event, the Vendor shall make provision in all subcontracts and purchase orders for all warranties to be directly assigned to Metrolinx. (g) Any product that does not meet the Contract Scope of Work, notwithstanding tests, inspection or acceptance at any time or location, are found to contain deficiencies, will be subject to rejection and shall be returned to the Vendor. The Vendor shall be entitled to a joint inspection of the defective component at the premises of Metrolinx. The Vendor shall assume the expenses of handling and transportation in both directions.