Common use of Warranty Obligations Clause in Contracts

Warranty Obligations. Section 2.32 of the Disclosure Schedule sets forth (a) a list of all written warranties, guarantees and written warranty policies of the Company and the Subsidiaries in respect of the Assets and Properties of the Company and the Subsidiaries, which are currently in effect or may hereinafter become effective (the "Warranty Obligations"), and the duration of each such Warranty Obligation, (b) each of the Warranty Obligations which is subject to any dispute or, to the knowledge of the Company and any Subsidiary, after due inquiry, threatened dispute and (c) the experience of the Company and the Subsidiaries during the past five years with respect to warranties, guarantees and warranty policies of or relating to the Assets and Properties of the Company and its Subsidiaries. True and correct copies of the Warranty Obligations have been delivered to Investor prior to the execution of this Agreement. Except as disclosed in Section 2.32 of the Disclosure Schedule, (i) there have not been any material deviations from the Warranty Obligations, and salesmen, employees and agents of the Company and the Subsidiaries are not authorized to undertake obligations to any customer or other third parties in excess of such Warranty Obligations and (ii) the consolidated balance sheet included in the Audited Financial Statements reflects all adequate reserves for Warranty Obligations. All products manufactured, designed, licensed, leased, rented or sold by the Company and its Subsidiaries or any respective predecessor (x) are and were free from defects in construction and design and (y) satisfy any and all contract or other specifications related thereto, in each case, in all material respects.

Appears in 3 contracts

Samples: Investment Agreement (Chadmoore Wireless Group Inc), Investment Agreement (Moore Robert W/Nv), Investment Agreement (Recovery Equity Investors Ii Lp)

AutoNDA by SimpleDocs

Warranty Obligations. (a) Section 2.32 2.28(a) of the Company Disclosure Schedule sets forth (ai) a list of all forms of written warranties, guarantees and written warranty policies of the Company and the its Subsidiaries in respect of the Assets any of their respective products and Properties of the Company and the Subsidiariesservices, which are currently in effect or may hereinafter become effective (the "Warranty Obligations"), and the duration of each such Warranty Obligation, (bii) each of the Warranty Obligations which is subject to any dispute or, to the knowledge of the Company and any Subsidiary, after due inquiryits Subsidiaries, threatened dispute and (ciii) the experience of the Company and the its Subsidiaries during the past five years with respect to warranties, guarantees and warranty policies of or relating to the Assets and Properties of the Company Company's and its Subsidiaries' products and services. True and correct copies of the Warranty Obligations have been delivered to Investor Broadcom prior to the execution of this Agreement. . (b) Except as disclosed in Section 2.32 2.28(b) of the Company Disclosure Schedule, (i) there have not been any material deviations from the Warranty Obligations, and salesmenno salesperson, employees and agents employee or agent of the Company and the or any of its Subsidiaries are not is authorized to undertake obligations to any customer or other third parties Person in excess of such Warranty Obligations and (ii) the consolidated balance sheet included in the Audited Interim Financial Statements reflects all adequate reserves for Warranty Obligations. All products manufactured, designed, licensed, leased, rented or sold by the Company and or any of its Subsidiaries or any respective predecessor (xA) are and were free from material defects in construction and design and (yB) satisfy any and all contract Contract or other specifications related theretothereto to the extent stated in writing in such Contracts or specifications, in each case, in all material respects.

Appears in 1 contract

Samples: Merger Agreement (Broadcom Corp)

Warranty Obligations. (a) Section 2.32 2.28(a) of the Company Disclosure Schedule sets forth (ai) a list of all forms of written warranties, guarantees and written warranty policies of the Company and the its Subsidiaries in respect of the Assets and Properties any of the Company Company's and, as applicable, its Subsidiaries' products and the Subsidiariesservices, which are currently in effect or may hereinafter become effective (the "Warranty Obligations"), and the duration of each such Warranty Obligation, (bii) each of the Warranty Obligations which is subject to any dispute or, to the knowledge of the Company and any Subsidiary, after due inquiryCompany, threatened dispute and (ciii) the experience of the Company and the Subsidiaries during the past five years and, as applicable, its Subsidiary with respect to warranties, guarantees and warranty policies of or relating to the Assets and Properties of the Company and Company's and, as applicable, its Subsidiaries' products and services. True and correct copies of the Warranty Obligations have been delivered to Investor Parent prior to the execution of this Agreement. . (b) Except as disclosed in Section 2.32 2.28(b) of the Company Disclosure Schedule, (i) there have not been any material deviations from the Warranty Obligations, and salesmenno salesperson, employees and agents employee or agent of the Company and the or any of its Subsidiaries are not authorized to undertake obligations to any customer or other third parties Person in excess of such Warranty Obligations and (ii) the consolidated balance sheet included in the Audited Interim Financial Statements reflects all adequate reserves for Warranty Obligations. All products manufactured, designed, licensed, leased, rented or sold by the Company and or any of its Subsidiaries or any respective predecessor (xA) are and were free from material defects in construction and design and (yB) satisfy any and all contract Contract or other specifications related theretothereto to the extent stated in writing in such Contracts or specifications, in each case, in all material respects.

Appears in 1 contract

Samples: Merger Agreement (Broadcom Corp)

AutoNDA by SimpleDocs

Warranty Obligations. (a) Section 2.32 3.29(a) of the Company Disclosure Schedule sets forth (ai) a list of all forms of written warranties, guarantees and written warranty policies of the Company and the its Subsidiaries in respect of the Assets and Properties any of the Company Company’s and, as applicable, its Subsidiaries’ products and the Subsidiariesservices, which are currently in effect or may hereinafter become effective (the "Warranty Obligations"), and the duration of each such Warranty Obligation, (bii) each of the Warranty Obligations which is subject to any dispute or, to the knowledge of the Company and any Subsidiary, after due inquiryCompany, threatened dispute and (ciii) each claim exceeding $10,000 made or, to the experience Company’s knowledge, threatened against Company during the two years immediately preceding the date of this Agreement by a customer or other user of products of the Business manufactured by Company and the Subsidiaries during the past five years alleging that such product did not comply with respect to warranties, guarantees and any express or implied warranty policies of regarding such product or relating to the Assets and Properties of the Company and its Subsidiarieswas otherwise defective or off-specification. True and correct copies of the Warranty Obligations have been delivered to Investor Purchaser prior to the execution of this Agreement. . (b) Except as disclosed in Section 2.32 3.29(b) of the Company Disclosure Schedule, (i) there have not been any material deviations from the Warranty Obligations, and salesmenno salesperson, employees and agents employee or agent of the Company and the or any of its Subsidiaries are not authorized to undertake obligations to any customer or other third parties Person in excess of such Warranty Obligations and (ii) the consolidated balance sheet included in the Audited Interim Financial Statements reflects all adequate reserves for Warranty Obligations. All products manufactured, designed, licensed, leased, rented or sold by the Company and or any of its Subsidiaries or any respective predecessor (x) are and were free from defects in construction and design and (y) satisfy any and all contract Contract or other specifications related theretothereto to the extent stated in writing in such Contracts or specifications, in each case, in all material respects. The foregoing notwithstanding, the Selling Parties make no representation or warranty that any of the products manufactured, designed, licensed, leased, rented or sold by the Company do not or will not contain any defects or bugs.

Appears in 1 contract

Samples: Stock Purchase Agreement (Emcore Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!