Common use of WARRANTY; DISCLAIMER OF WARRANTY Clause in Contracts

WARRANTY; DISCLAIMER OF WARRANTY. CampMinder warrants that CampMinder will accurately communicate Licensee’s order to the Background Check Provider and will accurately communicate the results provided within seven (7) business days of receiving them from the Background Check Provider. The warranty set forth in this section will become void unless Licensee reports any deficiencies in the Services provided under this Schedule A to CampMinder in writing, within twenty-one (21) days after the performance of the Services. CampMinder’s entire liability and Licensee's sole and exclusive remedy for breach of the foregoing warranty shall be, at CampMinder’s option, for CampMinder to correct such nonconformity by re-performance of the Services found to be deficient, or to refund the fees actually received by CampMinder with respect to the deficient Services. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSEE, ON BEHALF OF ITSELF AND ITS AFFILIATES, AGREES TO LOOK ONLY TO THE BACKGROUND CHECK PROVIDER FOR PERFORMANCE OF THE SERVICES. CAMPMINDER SHALL BE ENTITLED TO RELY AS A THIRD PARTY BENEFICIARY ON ANY LIMITATIONS ON LIABILITY CONTRACTUALLY IMPOSED BY SUCH BACKGROUND CHECK PROVIDER RELATING TO LICENSEE OR ITS AFFILIATES. FURTHER, BACKGROUND CHECK PROVIDER SERVICES AND THE INTEROPERATION WITH SOFTWARE PRODUCTS ARE PROVIDED “AS-IS” AND AS AVAILABLE. TO THE EXTENT PERMITTED BY LAW, CAMPMINDER, AS IT RELATES TO THE BACKGROUND CHECK PROVIDER SERVICES AND THE INTEROPERATION WITH SOFTWARE PRODUCTS, EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE TERMS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT.

WARRANTY; DISCLAIMER OF WARRANTY. CampMinder warrants that CampMinder will accurately communicate Licensee’s order to the Background Check Provider and will accurately communicate the results provided within seven (7) business days of receiving them from the Background Check Provider. The warranty set forth in this section will become void unless Licensee reports any deficiencies in the Services provided under this Schedule A B to CampMinder in writing, within twenty-one (21) days after the performance of the Services. CampMinder’s entire liability and Licensee's sole and exclusive remedy for breach of the foregoing warranty shall be, at CampMinder’s option, for CampMinder to correct such nonconformity by re-performance of the Services found to be deficient, or to refund the fees actually received by CampMinder with respect to the deficient Services. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSEE, ON BEHALF OF ITSELF AND ITS AFFILIATES, AGREES TO LOOK ONLY TO THE BACKGROUND CHECK PROVIDER FOR PERFORMANCE OF THE SERVICES. CAMPMINDER SHALL BE ENTITLED TO RELY AS A THIRD PARTY BENEFICIARY ON ANY LIMITATIONS ON LIABILITY CONTRACTUALLY IMPOSED BY SUCH BACKGROUND CHECK PROVIDER RELATING TO LICENSEE OR ITS AFFILIATES. FURTHER, BACKGROUND CHECK PROVIDER SERVICES AND THE INTEROPERATION WITH SOFTWARE PRODUCTS ARE PROVIDED “AS-IS” AND AS AVAILABLE. TO THE EXTENT PERMITTED BY LAW, CAMPMINDER, AS IT RELATES TO THE BACKGROUND CHECK PROVIDER SERVICES AND THE INTEROPERATION WITH SOFTWARE PRODUCTS, EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE TERMS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT.

WARRANTY; DISCLAIMER OF WARRANTY. CampMinder warrants that CampMinder will accurately communicate Licensee’s order to the Background Check Provider and will accurately communicate the results provided within seven (7) business days of receiving them from the Background Check Provider. The warranty set forth in this section will become void unless Licensee reports any deficiencies in the Services provided under this Schedule A to CampMinder in writing, within twenty-one (21) days after the performance of the Services. CampMinder’s entire liability and Licensee's sole and exclusive remedy for breach of the foregoing warranty shall be, at CampMinder’s option, for CampMinder to correct such nonconformity by re-performance of the Services found to be deficient, or to refund the fees actually received by CampMinder with respect to the deficient Services. PATH1 WARRANTS THAT THE PRODUCTS WILL SUBSTANTIALLY CONFORM IN ALL MATERIAL RESPECTS TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWAGREED UPON SPECIFICATIONS FOR A PERIOD OF ONE YEAR FROM THE DATE OF SHIPMENT. PRIOVIDED, LICENSEEHOWEVER, ON BEHALF OF ITSELF AND ITS AFFILIATES, AGREES TO LOOK ONLY TO THAT THE BACKGROUND CHECK PROVIDER FOR PERFORMANCE PRODUCTS SOLD HEREUNDER AS OF THE SERVICESDATE OF SALE HAVE NOT MET ALL REQUIRED INDEPENDENT TESTING AND CERTIFICATIONS. CAMPMINDER CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FOR ANY BREACH OF THE FOREGOING WARRANTY SHALL BE ENTITLED TO RELY REPAIR OR REPLACEMENT OF PRODUCT, OR AT PATH1’S OPTION IF REPAIR OR REPLACEMENT IS IMPRACTICAL, REFUND FOR RETURNED NONCONFORMING UNITS OF PRODUCT. PRODUCT OFFERED “AS A THIRD PARTY BENEFICIARY ON ANY LIMITATIONS ON LIABILITY CONTRACTUALLY IMPOSED BY SUCH BACKGROUND CHECK PROVIDER RELATING TO LICENSEE OR ITS AFFILIATES. FURTHER, BACKGROUND CHECK PROVIDER SERVICES AND THE INTEROPERATION WITH SOFTWARE PRODUCTS ARE PROVIDED “AS-IS” AND OR “AS AVAILABLEINSPECTED,” HOWEVER, IS NOT COVERED BY THE ABOVE WARRANTY. TO PATH1 SHALL PAY THE EXTENT PERMITTED BY LAW, CAMPMINDER, AS IT RELATES TO THE BACKGROUND CHECK PROVIDER SERVICES AND THE INTEROPERATION WITH SOFTWARE PRODUCTS, EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS COSTS OF ANY KINDSUCH REPAIR OR REPLACEMENT, WHETHER INCLUDING TRANSPORTATION COSTS INCURRED IN RETURNING REPAIRED OR REPLACED PRODUCTS TO CUSTOMER UNLESS (I) THE PRODUCT IS NOT DEFECTIVE, IN WHICH CASE CUSTOMER SHALL PAY PATH1’S REASONABLE COSTS OF INSPECTION AND ALL TRANSPORTATION CHARGES, OR (II) THE PRODUCT IS DEFECTIVE DUE TO CUSTOMER’S OR ANY THIRD PARTY’S DAMAGE, MISUSE, ABUSE, OR FAILURE TO USE THE PRODUCT FOR ITS INTENDED PURPOSE, IN WHICH CASE CUSTOMER SHALL PAY ALL COSTS OF REPAIR OR REPLACEMENT AND TRANSPORTATION. PATH1 MAKES NO OTHER WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, WITH RESPECT TO PRODUCTS SUPPLIED UNDER THIS AGREEMENT AND DISCLAIMS ALL OTHER WARRANTIES INCLUDING BUT NOT LIMITED TO, THE TERMS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR PURPOSE AND NON-INFRINGEMENT. Some jurisdictions do not allow the limitation or disclaimer of certain implied warranties, so the above limitation or disclaimer may not apply to Customer.

WARRANTY; DISCLAIMER OF WARRANTY. CampMinder NTT DATA warrants that CampMinder will accurately communicate Licensee’s order it has the right to grant the licenses to the Background Check Provider and will accurately communicate the results provided within seven (7) business days of receiving them from the Background Check ProviderSoftware. The warranty Except as set forth in this section Sections 13, 14 and 16 below, NTT DATA warrants that such Software will become void unless Licensee reports any deficiencies substantially conform in material respects to the Services functional specifications provided under this Schedule A to CampMinder in writing, within twenty-one by NTT DATA with the Software. This limited warranty is not transferable and extends only for thirty (2130) days after from the performance delivery date of the ServicesSoftware. CampMinder’s entire liability and Licensee's sole and exclusive remedy for breach This limited warranty does not cover damages, defects, malfunctions or failures caused by any unauthorized modification of the foregoing warranty shall be, at CampMinder’s option, for CampMinder to correct such nonconformity Software by re-performance of the Services found to be deficientyou, or your agents; any abuse, misuse or negligent acts of you; modification by you of any interfaces or any software or hardware interfacing with the Software; or any failure by you to refund the fees actually received by CampMinder with respect to the deficient Servicesfollow NTT DATA’s installation, operation or maintenance instructions. EXCEPT FOR THE PRECEDING EXPRESS LIMITED WARRANTY, NTT DATA MAKES, AND YOU RECEIVE, NO OTHER WARRANTIES RELATED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWSOFTWARE WHETHER EXPRESS, LICENSEEIMPLIED OR STATUTORY, ON BEHALF OF ITSELF AND ITS AFFILIATES, AGREES TO LOOK ONLY TO THE BACKGROUND CHECK PROVIDER FOR PERFORMANCE OF THE SERVICES. CAMPMINDER SHALL BE ENTITLED TO RELY AS A THIRD PARTY BENEFICIARY ON ANY LIMITATIONS ON LIABILITY CONTRACTUALLY IMPOSED BY SUCH BACKGROUND CHECK PROVIDER RELATING TO LICENSEE OR ITS AFFILIATES. FURTHER, BACKGROUND CHECK PROVIDER SERVICES AND THE INTEROPERATION WITH SOFTWARE PRODUCTS ARE PROVIDED “AS-IS” AND AS AVAILABLE. TO THE EXTENT PERMITTED BY LAW, CAMPMINDER, AS IT RELATES TO THE BACKGROUND CHECK PROVIDER SERVICES AND THE INTEROPERATION WITH SOFTWARE PRODUCTS, EXPRESSLY NTT DATA SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE TERMS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLEAND NON- INFRINGEMENT. NTT DATA DOES NOT WARRANT THAT THE FUNCTIONS OF THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE. YOU ASSUME RESPONSIBILITY FOR SELECTING THE SOFTWARE AND THE RESULTS ACHIEVED. YOUR SOLE AND EXCLUSIVE REMEDY, QUIET ENJOYMENTAND NTT DATA’S ENTIRE LIABILITY, ACCURACYFOR BREACH OF THE WARRANTIES PROVIDED HEREIN, OR IS FOR NTT DATA, AT ITS SOLE DISCRETION, TO EITHER USE COMMERCIALLY REASONABLE EFFORTS TO REMEDY ANY NON-INFRINGEMENTCONFORMANCE OR TO PROVIDE A REFUND OF THE LICENSE FEES RECEIVED BY NTT DATA FOR THE SOFTWARE. THIS DISCLAIMER OF WARRANTY MAY NOT BE VALID IN SOME JURISDICTIONS AND YOU MAY HAVE WARRANTY RIGHTS UNDER LAW WHICH MAY NOT BE WAIVED OR DISCLAIMED. ANY SUCH WARRANTY EXTENDS ONLY FOR THIRTY (30) DAYS FROM THE DATE OF DELIVERY OF THE SOFTWARE (UNLESS LOCAL LAW PROVIDES OTHERWISE).

WARRANTY; DISCLAIMER OF WARRANTY. CampMinder CELPROGEN warrants that CampMinder will accurately communicate Licensee’s order to cells shall be viable upon shipment from CELPROGEN for a period of thirty (30) days (“warranty period”). CELPROGEN warrants that any Material other than cells shall meet the Background Check Provider and will accurately communicate specifications provided on the results provided within seven (7) business days product information sheet, certificate of receiving them from analysis, and/or catalog description until the Background Check Providerexpiration date on the product label. The warranty set forth in this section will become void unless Licensee reports any deficiencies in the Services provided under this Schedule A to CampMinder in writing, within twenty-one (21) days after the performance of the Services. CampMinder’s entire liability and Licensee's sole and exclusive remedy for breach of the foregoing this warranty shall beis, at CampMinderCELPROGEN’s option, for CampMinder to correct such nonconformity by re-performance (a) a refund of the Services found fee paid to be deficientCELPROGEN for such Material (exclusive of shipping and handling charges), or (b) replacement of the Material. This exclusive remedy only applies under the condition that the Purchaser handles and stores the Material as described in the product sheet. To obtain the exclusive remedy, the Purchaser must report the lack of viability of cells or other Material to refund CELPROGEN’s Technical Service Department within the fees actually received by CampMinder with respect to warranty period. Any expiration date specified on the deficient ServicesMaterial shipment documentation states the expected remaining useful life, but does not constitute a warranty, or extend any applicable warranty period. TO EXCEPT AS EXPRESSLY PROVIDED ABOVE, THE MAXIMUM EXTENT PERMITTED MATERIAL AND ANY TECHNICAL INFORMATION AND ASSISTANCE PROVIDED BY APPLICABLE LAW, LICENSEE, ON BEHALF OF ITSELF AND ITS AFFILIATES, AGREES TO LOOK ONLY TO THE BACKGROUND CHECK PROVIDER FOR PERFORMANCE OF THE SERVICES. CAMPMINDER SHALL BE ENTITLED TO RELY AS A THIRD PARTY BENEFICIARY ON ANY LIMITATIONS ON LIABILITY CONTRACTUALLY IMPOSED BY SUCH BACKGROUND CHECK PROVIDER RELATING TO LICENSEE OR ITS AFFILIATES. FURTHER, BACKGROUND CHECK PROVIDER SERVICES AND THE INTEROPERATION WITH SOFTWARE PRODUCTS CELPROGEN ARE PROVIDED “AS-IS” AS IS AND AS AVAILABLE. TO THE EXTENT PERMITTED BY LAW, CAMPMINDER, AS IT RELATES TO THE BACKGROUND CHECK PROVIDER SERVICES AND THE INTEROPERATION WITH SOFTWARE PRODUCTS, EXPRESSLY DISCLAIMS ANY WITHOUT WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE TERMS, TO ANY WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITYMERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLETYPICALITY, QUIET ENJOYMENTSAFETY, ACCURACY, AND WITHOUT ANY REPRESENTATION OR NON-INFRINGEMENTWARRANTY THAT THE USE OF THE MATERIAL AND TECHNICAL INFORMATION WILL NOT INFRINGE ANY PATENT, COPYRIGHT, TRADEMARK, OR OTHER PROPRIETARY RIGHT OF THIRD PARTIES. It is the intention of PURCHASER that CELPROGEN not be liable for any claims or damages arising from PURCHASER’s use of the Materials, Replicates, or Derivatives.