Warranty/Exclusive Remedy Sample Clauses

Warranty/Exclusive Remedy. Seller warrants that the Products will be free from defects in materials and workmanship under normal use and service and when stored, maintained, and installed in strict accordance with factory recommendations. Seller’s sole obligation to Customer under this warranty is the repair or replacement by Seller or a Seller-authorized service agency, at Seller’s option, of any Product or any part thereof deemed defective upon Seller’s examination, for a period of: (i) one (1) year from the date of purchase when installed and maintained in accordance with Seller’s written instructions or (ii) eighteen (18) months from the date of shipment by Seller, whichever is earlier. Credit for Products or parts returned with the prior written permission of Seller will be subject to the terms shown on Seller’s material return authorization form. PRODUCTS OR PARTS RETURNED WITHOUT PRIOR WRITTEN PERMISSION OF SELLER WILL NOT BE ACCEPTED FOR CREDIT. Expenses incurred by Customer in returning, replacing or removing the Products will not be reimbursed by Seller. If the defect comes under the terms of the limited warranty, the Products will be repaired or replaced and returned to the Customer and the cost of return freight will be paid by Seller. The remedy of repair or replacement provided for herein is Customer’s exclusive remedy. Any improper use, alteration, repairs or any other action or inaction by others (including the use of any unauthorized service agency) that in Seller’s sole judgment adversely affects the Product shall void this warranty. The warranty expressly provided herein may only be asserted by Customer and may not be asserted by Customer’s customers or other users of the Products. THIS LIMITED WARRANTY IS EXCLUSIVE AND IS IN LIEU OF ANY OTHER WARRANTY, EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WHICH ARE EXPRESSLY DISCLAIMED. (a) Without limiting the foregoing and subject to the foregoing conditions, additional warranties may be available solely by written agreement from Seller. (b) Without limiting the foregoing and subject to the foregoing conditions, the following product components have warranties for the periods of time and conditions as follows: (i) One (1) Year Parts and Labor PLUS One (1) Additional Year Parts-Only Warranty: Conveyor Toaster Elements (metal sheathed) Drawer Warmer Elements (metal sheathed) Drawer Warmer Drawer Rollers and Slides Strip Hea...
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Warranty/Exclusive Remedy. Licensor warrants that the Software will be delivered free of the rightful claim of any third party by way of infringement or misappropriation of rights arising under the laws of the country in which the Software is licensed. LICENSEE'S SOLE AND EXCLUSIVE REMEDY FOR BREACH OF THIS WARRANTY IS SET FORTH IN SECTIONS 6.2 AND 6.3.
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Warranty/Exclusive Remedy. Seller warrants that the Products manufactured by it will be free from defects in materials and workmanship for a period of twelve (12) months from the date of installation or operation or, if earlier, eighteen (18) months from the date of shipment to Buyer. The foregoing limited warranty runs only to Buyer and not to purchasers of the Product from Buyer. Seller’s sole and exclusive obligation to Buyer under this warranty will be, at Seller’s option, to repair or replace any Products or parts thereof manufactured by Seller which have proven defective in material or workmanship, or to refund the portion of the purchase price relating to the defective Product of part. This warranty does not cover Products that are defective due to ordinary wear and tear, abuse, misuse, modification, overloading, alteration or Products or parts which have not been installed, operated or maintained in accordance with Seller’s written instructions. ANY REPAIRS TO THE PRODUCTS THAT ARE NOT MADE BY SELLER, UNLESS AUTHORIZED IN ADVANCE BY SELLER, WILL VOID THIS WARRANTY. No claims under this warranty will be valid unless Buyer notifies Seller in writing within a reasonable time of discovery of such defect, but in no event later than the end of the warranty period set forth above. Upon the repair or replacement of a defective Product or part, Seller’s warranty will continue for the remainder of the warranty period for the original Product or part.
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Warranty/Exclusive Remedy a) XcelleNet warrants that it has the right and authority to enter into and perform this Agreement. XcelleNet further warrants that for a period of ninety (90) days from initial delivery of the first copy of each Software product, (i) the Software will substantially conform to the functional description in its associated documentation and that (ii) the physical media and documentation containing the Software will be free from defects in materials and workmanship. The above warranties specifically exclude defects resulting from accident abuse, unauthorized repair, modifications, or enhancements, or misapplication. XcelleNet does not warrant that use of the Software will be uninterrupted or error free. Delivery of additional copies of, or revisions or upgrades to, the Software shall not restart or otherwise affect the warranty period for previously delivered copies. b) Your exclusive remedy for breach of this limited warranty shall be, at XcelleNet's option, either (i) correction or replacement of the Software with product(s) which conform to the above-stated limited warranty, or (ii) refund of the price paid for the Software and termination of this Agreement with respect to those copies not in compliance. To claim the benefit of this limited warranty you must give XcelleNet written notice of any breach of the above-stated limited warranty, not later than ninety (90) days following your receipt of the Software. c) EXCEPT AS SET FORTH IN TIES SECTION 4, XCELLENET AND ITS DISTRIBUTORS AND SUPPLIERS MAKE NO REPRESENTATIONS, WARRANTIES, OR GUARANTEES, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, ORAL OR WRITTEN, WITH RESPECT TO THE SOFTWARE AND ANY SERVICES COVERED BY OR FURNISHED PURSUANT TO THIS AGREEMENT, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OR CONDITION (I) OF MERCHANTABILITY, (II) OF SATISFACTORY QUALITY, (III) OF FITNESS FOR A PARTICULAR PURPOSE, OR (IV) ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE.
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Related to Warranty/Exclusive Remedy

  • Exclusive Remedy The foregoing shall constitute the Parties' sole and exclusive remedies and obligations with respect to a third party claim of intellectual property infringement arising out of the conduct of business under this Agreement.

  • Non-Exclusive Remedies The remedies provided for in this Section 7 are not exclusive and shall not limit any rights or remedies which may otherwise be available to any Indemnified Person at law or in equity.

  • Sole and Exclusive Remedy (i) Parent’s receipt of the Cause Termination Fee or the Non-Cause Termination Fee, as applicable and to the extent owed pursuant to Section 10.4 (and any other payments owed pursuant to this Section 10.4) will be the only monetary damages that Parent and Merger Sub and each of their respective Affiliates may recover from (A) the Company Group and its Affiliates; and (B) the former, current and future holders of any equity, controlling persons, directors, officers, employees, agents, attorneys, Affiliates, members, managers, general or limited partners, stockholders and assignees of each of the Company Group and its Affiliates (the Persons in clauses (A) and (B) collectively, the “Company Related Parties”) in respect of this Agreement, any agreement executed in connection herewith and the transactions contemplated hereby and thereby, the termination of this Agreement, the failure to consummate the Merger or any claims or actions under applicable Law arising out of any such breach, termination or failure, and upon payment of such amount, (1) none of the Company Related Parties will have any further liability or obligation to Parent or Merger Sub or their Affiliates relating to or arising out of this Agreement, any agreement executed in connection herewith or the transactions contemplated hereby and thereby or any matters forming the basis of such termination (except that the Parties (or their Affiliates) will remain obligated with respect to, and Parent and Merger Sub may be entitled to remedies with respect to, the Confidentiality Agreement and Section 10.4); and (2) none of Parent, Merger Sub or any other Person will be entitled to bring or maintain any claim, action or proceeding against the Company or any Company Related Party arising out of this Agreement, any agreement executed in connection herewith or the transactions contemplated hereby and thereby or any matters forming the basis for such termination (except that the Parties (or their Affiliates) will remain obligated with respect to, and Parent and Merger Sub may be entitled to remedies with respect to, the Confidentiality Agreement and Section 10.4). Under no circumstances will the collective monetary damages payable by the Company for breaches under this Agreement exceed, as applicable, the Cause Termination Fee or the Non-Cause Termination Fee in the aggregate for all such breaches (plus any payments owed pursuant to Section 10.4) (the “Company Liability Limitation”). In no event will any of the Parent Related Parties seek or obtain, nor will they permit any of their Representatives or any other Person acting on their behalf to seek or obtain, nor will any Person be entitled to seek or obtain, any monetary recovery or award in excess of the Company Liability Limitation against any of the Company Related Parties, and in no event will Parent or Merger Sub or their Affiliates be entitled to seek or obtain any monetary damages of any kind, including consequential, special, indirect or punitive damages, in excess of the Company Liability Limitation against the Company Related Parties for, or with respect to, this Agreement or the Merger, the termination of this Agreement, the failure to consummate the Merger or any claims or actions under applicable Law arising out of any such breach, termination or failure.

  • Nonexclusive Remedies All remedies provided in this Agreement may be exercised individually or in combination with any other available remedy. Contractor shall notify the JBE immediately if Contractor is in default, or if a third party claim or dispute is brought or threatened that alleges facts that would constitute a default under this Agreement. If Contractor is in default, the JBE may do any of the following: (i) withhold all or any portion of a payment otherwise due to Contractor, and exercise any other rights of setoff as may be provided in this Agreement or any other agreement between a Judicial Branch Entity and Contractor; (ii) require Contractor to enter into nonbinding mediation; (iii) exercise, following Notice, the JBE’s right of early termination of this Agreement as provided herein; and (iv) seek any other remedy available at law or in equity.

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