Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS.
Appears in 2 contracts
Sources: Terms and Conditions, Terms and Conditions
Warranty. ARISTA WARRANTS THAT ALL SERVICES PROVIDED UNDER THIS AGREEMENT SHALL BE PERFORMED IN A PROFESSIONAL AND WORKMANLIKE MANNER. THE ONLY WARRANTY ARISTA PROVIDES WITH RESPECT TO ANY PRODUCTS IS THE WRITTEN LIMITED WARRANTY STATEMENT PROVIDED WITH THE PRODUCTS OR OTHERWISE SET FORTH AT ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ://▇▇▇.▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. .▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL/assets/data/pdf/Warranty.pdf AND NOTHING IN THIS AGREEMENT SHALL AFFECT THIS WARRANTY. EXCEPT AS SPECIFIED IN THIS AGREEMENT, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIEDIMPLIED CONDITIONS, STATUTORY OR OTHERWISEREPRESENTATIONS, INCLUDING BUT NOT LIMITED TO AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACYSATISFACTORY QUALITY, COMPLETENESSAGAINST INFRINGEMENT OR ARISING FROM A COURSE OF DEALING, USAGE, OR ADEQUACY OF INFORMATIONTRADE PRACTICE, ARE HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE ARISTA, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, SUPPLIERS, AUDITORS AND ITS SUBCONTRACTORS , DO NOT WARRANT THAT THE SERVICES OR DELIVERABLES WILL MEET THE CUSTOMER’S REQUIREMENTS, BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE OR MAKE ANY WARRANTY AS TO THE RESULTS WHICH MAY BE OBTAINED FROM THE SERVICES OR DELIVERABLES. THE DELIVERABLES ARE NOT DESIGNED, INTENDED, OR LICENSED FOR DETERMINING WHETHER USE IN ANY AERONAUTICAL, NUCLEAR, MEDICAL, LIFE SAVING OR LIFE SUSTAINING SYSTEMS, OR FOR ANY OTHER APPLICATION IN WHICH THE EXERCISE USE OF THE RIGHTS GRANTED DELIVERABLES COULD CREATE A SITUATION WHERE PERSONAL INJURY OR DEATH MAY OCCUR. CUSTOMER MUST NOTIFY ARISTA PROMPTLY OF ANY CLAIMED BREACH OF ANY WARRANTIES. CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FOR BREACH OF WARRANTY SHALL BE, AT ARISTA’S OPTION, RE-PERFORMANCE OF THE SERVICES, OR TERMINATION OF THE APPLICABLE SERVICES AND RETURN OF THE PORTION OF THE FEES PAID TO ARISTA BY CUSTOMER UNDER FOR SUCH NON-CONFORMING SERVICES OR DELIVERABLES. THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSDISCLAIMER AND EXCLUSION SHALL APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH ABOVE FAILS OF ITS ESSENTIAL PURPOSE. THE WARRANTY PROVIDED IS SUBJECT TO THE LIMITATION OF LIABILITY SET FORTH IN SECTION 12 HEREOF. CUSTOMER IS SOLELY RESPONSIBLE FOR BACKING UP AND PROTECTING ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS CUSTOMER DATA, INFORMATION, EQUIPMENT AND DRAGOS WILL SYSTEMS. ARISTA, ITS SUBSIDIARIES, AFFILIATES, SUPPLIERS AND LICENSORS, ARE NOT HAVE ANY LIABILITY RESPONSIBLE FOR ANY SUCH ACTS LIABLE FOR LOSS, CORRUPTION OR OMISSIONSDESTRUCTION OF CUSTOMER DATA, NETWORKS OR EQUIPMENT.
Appears in 2 contracts
Sources: Master Services Agreement, Master Services Agreement
Warranty. ▇▇▇▇▇▇ MKS WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS (i) THE PHYSICAL DISKETTE, CD-ROM, OR OTHER MEDIA DELIVERED TO COMPILE YOU UNDER THIS AGREEMENT, IF ANY, WILL BE FREE FROM DEFECTS IN MATERIALS AND ANALYZE WORKMANSHIP UNDER NORMAL USE, AND (ii) THE BEST SOURCES REASONABLY AVAILABLE SOFTWARE WILL SUBSTANTIALLY CONFORM TO DRAGOS AT ANY GIVEN TIME; HOWEVERTHE DOCUMENTATION, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS EACH CASE FOR A PARTICULAR PURPOSEPERIOD OF 180 DAYS FROM THE DATE OF DELIVERY OF THE SOFTWARE TO YOU (THE “WARRANTY PERIOD”). IN THE EVENT OF A BREACH OF THIS WARRANTY, MKS’ SOLE RESPONSIBILITY AND ENTIRE LIABILITY UNDER THIS SECTION 10, AND WARRANTIES AS YOUR SOLE AND EXCLUSIVE REMEDY HEREUNDER, IS, AT MKS’ OPTION, TO ACCURACY(1) REPAIR OR REPLACE THE DEFECTIVE DISKETTE, COMPLETENESSCD-ROM, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES OTHER MEDIA OR REPAIR OR REPLACE THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE PORTION OF THE RIGHTS GRANTED SOFTWARE THAT DOES NOT SUBSTANTIALLY CONFORM TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONTHE DOCUMENTATION, AND DRAGOS WILL AS THE CASE MAY BE; OR (2) REFUND TO YOU THE PAID LICENSE FEE, PROVIDED THAT MKS SHALL NOT HAVE ANY LIABILITY FOR OBLIGATION TO PERFORM ANY OF THE FOREGOING IF YOU HAVE FAILED TO NOTIFY MKS IN WRITING OF SUCH ACTS MATTER WITHIN 10 DAYS AFTER EXPIRATION OF SUCH 180 DAY WARRANTY PERIOD. THIS WARRANTY DOES NOT APPLY INSOFAR AS THE MEDIUM UPON WHICH THE SOFTWARE IS DELIVERED IS SUBJECT TO MISUSE, NEGLECT, ACCIDENT OR OMISSIONSEXPOSURE TO ENVIRONMENTAL CONDITIONS BEYOND THOSE SPECIFIED IN THE DOCUMENTATION.
Appears in 2 contracts
Sources: Software License Agreement, Software License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE THE WARRANTIES, OBLIGATIONS AND ANALYZE LIABILITIES OF THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERLICENSOR AND/OR ITS SUPPLIERS AND REMEDIES OF THE LICENSEE ARE EXCLUSIVE AND IN SUBSTITUTION FOR, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT AND THE TIME LICENSEE HEREBY WAIVES, RELEASE AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE REQUISITE SKILLLICENSOR AND/OR ITS SUPPLIERS AND RIGHTS, KNOWLEDGE CLAIMS AND AUTHORITY TO PROVIDE REMEDIES OF THE WORLDVIEW OFFERING AND SHALL PROVIDE LICENSEE AGAINST THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESLICENSOR AND/OR ITS SUPPLIERS, EXPRESS OR IMPLIED, STATUTORY ARISING BY LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY SOFTWARE DELIVERED UNDER THIS SOFTWARE LICENCE INCLUDING BUT NOT LIMITED TO TO:
(A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
(B) ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY OR FITNESS FITNESS;
(C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE;
(D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER CONTRACTUAL OR DELICTUAL AND WHETHER OR NOT ARISING FROM THE LICENSOR’S AND/OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
(E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY FOR A PARTICULAR PURPOSELOSS OR DAMAGE TO ANY AIRCRAFT, AND WARRANTIES AS TO ACCURACYCOMPONENT, COMPLETENESSEQUIPMENT, ACCESSORY OR PART THEREOF OR ANY SOFTWARE DELIVERED HEREUNDER. THE LICENSOR AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED CONSEQUENTIAL DAMAGES WITH RESPECT TO CUSTOMER ANY NON-CONFORMITY OR DEFECT IN ANY SOFTWARE DELIVERED UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSSOFTWARE LICENCE. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS THE PURPOSES OF THIS CLAUSE 11, “THE LICENSOR” SHALL INCLUDE THE LICENSOR AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSITS AFFILIATES. The Licensor shall have no liability for data that is entered into the Software by the Licensee and/or used for computation purposes.
Appears in 2 contracts
Sources: A319/A320 Purchase Agreement (China Southern Airlines Co LTD), A319/A320 Purchase Agreement (China Southern Airlines Co LTD)
Warranty. ▇▇▇▇▇▇ 10.1 THE CORPORATION WARRANTS THAT WORLDVIEW TO THE DEALER EACH PRODUCT SOLD BY IT TO BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP, WHEN PROPERLY MAINTAINED UNDER NORMAL USE, FOR A PERIOD OF TWELVE (12) MONTHS FROM THE DATE OF PURCHASE BY THE DEALER OF THE PRODUCT (THE AWARRANTY PERIOD"). A COPY OF THE WARRANTY IS BASED ON DRAGOS’S REASONABLE EFFORTS ATTACHED HERETO AS EXHIBIT "C" Ciralight Global, Inc. Non-Exclusive Dealer Agreement
10.2 PRODUCTS WHICH DO NOT CONFORM TO COMPILE AND ANALYZE THEIR DESCRIPTION OR WHICH ARE DEFECTIVE IN MATERIAL OR WORKMANSHIP WILL, BY THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERCORPORATION'S DECISION, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT BE REPLACED OR REPAIRED, OR, AT THE TIME CORPORATION'S OPTION, CREDIT FOR THE ORIGINAL PURCHASE PRICE MAY BE ALLOWED PROVIDED THAT DEALER NOTIFIES THE CORPORATION IN WRITING OF SUCH DEFECT WITHIN THIRTY (30) DAYS OF DISCOVERY AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING DEALER RETURNS SUCH PRODUCTS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSTHE CORPORATION'S INSTRUCTIONS. NO PRODUCTS MAY BE RETURNED BY THE DEALER WITHOUT THE CORPORATION'S PRIOR WRITTEN AUTHORIZATION.
10.3 THIS WARRANTY DOES NOT APPLY TO ANY PRODUCT WHICH HAS BEEN SUBJECTED TO MISUSE, ABUSE, NEGLIGENCE OR ACCIDENT BY THE DEALER OR THIRD PARTIES. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU WARRANTY FOR THE CONTROLLER SHALL BECOME VOIDED IF THE SEAL OF ALL WARRANTIESTHE GPS CONTROLLER UNIT IS BROKEN FOR ANY REASON.
10.4 THE CORPORATION MAKES NO OTHER WARRANTY OR REPRESENTATION OF ANY KIND WITH RESPECT TO THE PRODUCTS, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING WITHOUT LIMITATION, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES THAT OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS USE. FAILURE TO ACCURACY, COMPLETENESSMAKE ANY CLAIM IN WRITING, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER WITHIN THE EXERCISE THIRTY (30) DAY PERIOD SET FORTH ABOVE, SHALL CONSTITUTE AN IRREVOCABLE ACCEPTANCE OF THE RIGHTS GRANTED PRODUCTS AND AN ADMISSION BY THE DEALER THAT THE PRODUCTS FULLY COMPLY WITH ALL TERMS, CONDITIONS AND SPECIFICATIONS OF DEALER'S PURCHASE ORDER. THE CORPORATION SHALL NOT BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, UNDER ANY CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, DAMAGE OR LOSS RESULTING FROM INABILITY TO CUSTOMER USE THE PRODUCTS, INCREASED OPERATING COSTS OR LOSS OF SALES, OR ANY OTHER DAMAGES. TO MAKE A CLAIM UNDER THIS SCHEDULE COMPLIES WARRANTY, DEALER MUST NOTIFY THE CORPORATION IN WRITING WITHIN THE WARRANTY PERIOD.
10.5 THE FOREGOING CONSTITUTES THE DEALER'S SOLE AND EXCLUSIVE REMEDY AND THE CORPORATION'S SOLE OBLIGATION WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSRESPECT TO PRODUCTS FURNISHED HEREUNDER.
Appears in 2 contracts
Sources: Domestic Non Exclusive Dealer Agreement (Ciralight Global, Inc.), Dealer Agreement (Ciralight Global, Inc.)
Warranty. ▇▇▇▇▇▇ MKS WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS (i) THE PHYSICAL DISKETTE, CD-ROM, OR OTHER MEDIA DELIVERED TO COMPILE YOU UNDER THIS AGREEMENT, IF ANY, WILL BE FREE FROM DEFECTS IN MATERIALS AND ANALYZE WORKMANSHIP UNDER NORMAL USE, AND (ii) THE BEST SOURCES REASONABLY AVAILABLE SOFTWARE WILL SUBSTANTIALLY CONFORM TO DRAGOS AT ANY GIVEN TIME; HOWEVERTHE DOCUMENTATION, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS EACH CASE FOR A PARTICULAR PURPOSEPERIOD OF 180 DAYS FROM THE DATE OF DELIVERY OF THE SOFTWARE TO YOU (THE “WARRANTY PERIOD”). IN THE EVENT OF A BREACH OF THIS WARRANTY, MKS’ SOLE RESPONSIBILITY AND ENTIRE LIABILITY UNDER THIS SECTION 11, AND WARRANTIES AS YOUR SOLE AND EXCLUSIVE REMEDY HEREUNDER, IS, AT MKS’ OPTION, TO ACCURACY(1) REPAIR OR REPLACE THE DEFECTIVE DISKETTE, COMPLETENESSCD-ROM, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES OTHER MEDIA OR REPAIR OR REPLACE THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE PORTION OF THE RIGHTS GRANTED SOFTWARE THAT DOES NOT SUBSTANTIALLY CONFORM TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONTHE DOCUMENTATION, AND DRAGOS WILL AS THE CASE MAY BE; OR (2) REFUND TO YOU THE PAID LICENSE FEE, PROVIDED THAT MKS SHALL NOT HAVE ANY LIABILITY FOR OBLIGATION TO PERFORM ANY OF THE FOREGOING IF YOU HAVE FAILED TO NOTIFY MKS IN WRITING OF SUCH ACTS MATTER WITHIN 10 DAYS AFTER EXPIRATION OF SUCH 180 DAY WARRANTY PERIOD. THIS WARRANTY DOES NOT APPLY INSOFAR AS THE MEDIUM UPON WHICH THE SOFTWARE IS DELIVERED IS SUBJECT TO MISUSE, NEGLECT, ACCIDENT OR OMISSIONSEXPOSURE TO ENVIRONMENTAL CONDITIONS BEYOND THOSE SPECIFIED IN THE DOCUMENTATION.
Appears in 2 contracts
Sources: Software License Agreement, Software License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE Arista warrants to Customer, during the applicable Subscription Period, the Subscription Services will perform materially in accordance with the applicable the Documentation. The sole and exclusive remedy of Customer, and the entire liability of Arista, under this limited warranty is described below in this Section 6. EXCEPT AS SPECIFIED IN THIS SUBSCRIPTION AGREEMENT, ARISTA MAKES NO WARRANTIES AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERHEREBY DISCLAIMS AND EXCLUDES ALL OTHER WARRANTIES, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESWHETHER STATUTORY, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING, INCLUDING BUT NOT LIMITED TO WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, NON-INFRINGEMENT AND THOSE ARISING FROM A COURSE OF DEALING, USAGE OF TRADE. CUSTOMER MUST NOTIFY ARISTA IN WRITING PROMPTLY OF ANY CLAIMED BREACH OF ANY WARRANTIES AS TO ACCURACYDURING THE WARRANTY PERIOD. CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FOR BREACH OF WARRANTY SHALL BE, COMPLETENESSAT ARISTA’S OPTION, CORRECTION OF THE SUBSCRIPTION SERVICES, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE TERMINATION OF THE RIGHTS GRANTED APPLICABLE SUBSCRIPTION SERVICES AND RETURN OF THE UNEARNED PORTION OF THE FEES PREPAID TO ARISTA BY CUSTOMER UNDER FOR SUCH NON-CONFORMING SUBSCRIPTION SERVICES. THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSDISCLAIMER AND EXCLUSION SHALL APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH ABOVE FAILS OF ITS ESSENTIAL PURPOSE. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONArista and its licensors do not warrant that (a) the Subscription Service will meet Customer’s needs or requirements, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS(b) access to or the operation of the Subscription Service will be uninterrupted or error-free, (c) the Subscription Service will be always available or available at any particular time, or (d) defects in the Subscription Service will be corrected.
Appears in 2 contracts
Sources: Cloud Services Subscription Agreement, Cloud Services Subscription Agreement
Warranty. 6.1 Supplier expressly warrants that the Products delivered under this Agreement will be free from any defect, including, but not limited to, latent defects, in workmanship and manufacture, and will conform in all material respects with the applicable Products literature as provided by Supplier. To the extent there are no conflicts, all sales of Products hereunder shall be subject to Supplier’s standard terms and conditions of sale as provided at ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ://▇▇▇.▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. .▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS /terms%20new and incorporated herein by reference.
6.2 THE REQUISITE SKILL, KNOWLEDGE WARRANTY CONTAINED IN SECTION 6.1 IS EXCLUSIVE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING WITHOUT LIMITATION, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THE LIABILITY OF SUPPLIER, AND WARRANTIES AS TO ACCURACYIF ANY, COMPLETENESSARISING OUT OF THIS AGREEMENT, OR ADEQUACY OTHERWISE WITH REGARD TO THE PRODUCTS, FOR ANY AND ALL CLAIMS, COSTS, DAMAGES, LOSSES, LIABILITIES AND EXPENSES, WHETHER ARISING FROM SUPPLIER’S NEGLIGENCE OR OTHER TORT, BREACH OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER CONTRACT, BREACH OF WARRANTY OR OTHERWISE, SHALL NOT EXCEED THE EXERCISE PURCHASE PRICE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSPRODUCT FOR WHICH DAMAGES ARE CLAIMED. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY NO EVENT SHALL SUPPLIER BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES OR DAMAGES FOR LOSS OF PROFITS, OR LOST SAVINGS, WHETHER SUCH ACTS DAMAGES ARE ALLEGED IN TORT, CONTRACT OR OMISSIONSINDEMNITY, EVEN IF SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR COULD HAVE REASONABLY FORESEEN SUCH DAMAGES.
6.3 Company may reject and return any defective or non-conforming Products delivered under this Agreement, forwarding representative samples for inspection and verification by Supplier in accordance with Supplier’s standard return policy. Supplier will, at its option, either: (i) replace defective Products without charge, or (ii) reimburse Company or credit Company on subsequent orders the amount paid for the defective or nonconforming Products. Risk of loss and transportation costs incurred in returning any defective nonconforming Products will be borne by Supplier. Supplier shall be responsible for any excess costs due to alternative transportation modes to expedite delivery of replacement Products to Company or supply the Products from an alternative manufacturing plant.
6.4 Company represents and warrants that Company has reviewed Supplier’s Code of Business Conduct and Ethics located at: ▇▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/investor%20relations/corporate%20governance/governance%20documents and agrees to abide by such Code of Business Conduct and Ethics.
Appears in 2 contracts
Sources: Supply Agreement, Supply Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS NOTHING IN THIS EXHIBIT WILL AFFECT THE WARRANTIES PROVIDED WITH ANY HARDWARE PURCHASED OR SOFTWARE LICENSED BY DISTRIBUTOR AND/OR END USER. ANY AND ALL SERVICES PROVIDED HEREUNDER WILL BE PERFORMED IN A WORKMANLIKE MANNER. ACCESS TO COMPILE THE DATA COLLECTION TOOLS AND ANALYZE DELIVERABLES AND OTHER INFORMATION PROVIDED IN CONNECTION WITH THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERSERVICES, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED ON AN “AS IS” BASIS. EXCEPT AS SPECIFIED IN LIEU OF THIS SECTION, ALL WARRANTIES, EXPRESS OR IMPLIEDIMPLIED CONDITIONS, STATUTORY OR OTHERWISEREPRESENTATIONS, INCLUDING BUT NOT LIMITED TO AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE (EVEN IF THE PURPOSE IS KNOWN TO CISCO), AND WARRANTIES AS TO ACCURACYSATISFACTORY QUALITY, COMPLETENESSAGAINST INFRINGEMENT OR ARISING FROM A COURSE OF DEALING, USAGE, OR ADEQUACY TRADE PRACTICE, ARE HEREBY EXCLUDED TO THE GREATEST EXTENT ALLOWED BY APPLICABLE LAW. DISTRIBUTOR MUST NOTIFY CISCO PROMPTLY OF INFORMATIONANY CLAIMED BREACH OF ANY WARRANTIES. CUSTOMER ACKNOWLEDGES DISTRIBUTOR’S SOLE AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE EXCLUSIVE REMEDY FOR DETERMINING WHETHER THE EXERCISE BREACH OF WARRANTY WILL BE, AT CISCO’S OPTION, RE-PERFORMANCE OF THE RIGHTS GRANTED SERVICES; OR TERMINATION OF THE APPLICABLE SERVICE ON THE EQUIPMENT LIST AND RETURN OF THE UNUSED PORTION OF THE FEES PAID TO CUSTOMER UNDER CISCO BY DISTRIBUTOR FOR SUCH NON-CONFORMING SERVICES. THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSDISCLAIMER AND EXCLUSION WILL APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH ABOVE FAILS OF ITS ESSENTIAL PURPOSE. CUSTOMER THE WARRANTY PROVIDED IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN SUBJECT TO THE LIMITATION OF LIABILITY SET FORTH IN RELIANCE THIS EXHIBIT. DISTRIBUTOR SHALL NOT MAKE ANY WARRANTY COMMITMENT, WHETHER WRITTEN OR ORAL, ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSCISCO’S BEHALF.
Appears in 2 contracts
Sources: Nonexclusive Value Added Distributor Agreement (Scansource, Inc.), Nonexclusive Value Added Distributor Agreement (Scansource, Inc.)
Warranty. ▇▇▇▇▇▇ Seller’s goods, like all cast metal, may include naturally occurring irregularities, including but not limited to porosity, slivers, inclusions or laminations/delaminations. Seller specifically disclaims any warranty, express or implied, that its Goods are free of these irregularities. It is the duty and obligation of the Buyer to inspect and /or test the goods and any parts manufactured from the Goods to ensure that they are suitable for the Buyer’s intended purpose. SELLER WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS THE GOODS DELIVERED TO COMPILE BUYER UNDER THESE TERMS WILL CONFORM TO THE SPECIFICATIONS STIPULATED BY THE BUYER IN THE PURCHASE ORDER AND/OR TECHNICAL DOCUMENTS FOR A PERIOD OF SIX (6) MONTHS FROM THE DATE OF SHIPMENT. BUYER REPRESENTS AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT ANY SPECIFICATION, PLAN, DRAWING OR OTHER INFORMATION THAT IS PROVIDED TO SELLER AND INCORPORATED INTO THE GOODS, IS FREE AND CLEAR OF ANY THIRD PARTY INTELLECTUAL PROPERTY RIGHTS. NEITHER SELLER, NOR ANY AGENT OR REPRESENTATIVE ACTING ON ITS BEHALF, HAS THE REQUISITE SKILLMADE AND SELLER SPECIFICALLY DISCLAIMS ANY WARRANTIES, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESGUARANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDED THAT OF PERFORMANCE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR BUSINESS, PURPOSE OR USE, EVEN IF THAT BUSINESS, PURPOSE OR USE IS KNOWN TO SELLER, WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY REIGHTS OF A PARTICULAR PURPOSETHIRD PARTY, AND SUPERSEDES AND EXCLUDES ANY ORAL OR WRITTEN WARRANTIES AS OR REPRESENTATIONS, MADE OR IMPLIED IN ANY MANUAL, LITERATURE, ADVERTISING BROCHURE OR OTHER MATERIALS. SELLER SHALL NOT BE LIABLE TO ACCURACYANY OTHER PERSON OR ENTITY WITH RESPECT TO THE GOODS SOLD HEREUNDER AND FROM ALL LIABILITY IMPOSED UPON MANUFACTUREERS OR SELLERS OF GOODS UNDER ANY PRODUCT LIABILITY THEORY OR UNDER ANY SIMILAR LEGAL THEORY. The Seller shall not be liable for a breach of the warranties set forth in this Section 12unless: (i) Buyer gives written notice of the defective Goods or Services, COMPLETENESSas the case may be, OR ADEQUACY OF INFORMATIONreasonably described, to Seller within the timeframe specified by Section 11; (ii) if applicable, Seller is given a reasonable opportunity after receiving the notice of breach of the warranty set forth in Section 12 to examine such Goods and Buyer (if requested to do so by Seller) returns such Goods to Seller's place of business at Seller's cost for the examination to take place there; and (iii) Seller reasonably verifies Buyer's claim that the Goods or Services are defective. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONThe Seller shall not be liable for a breach of the warranty set forth in Section 12 if: (i) Buyer makes any further use of such Goods after giving such notice; (ii) the defect arises because Buyer failed to follow Seller's oral or written instructions as to the storage, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSinstallation, commissioning, use or maintenance of the Goods; or (iii) Buyer alters or repairs such Goods without the prior written consent of Seller.
Appears in 2 contracts
Sources: Terms and Conditions of Sale, Terms and Conditions of Sale
Warranty. ▇▇▇▇▇▇ 10.1 THE CORPORATION WARRANTS THAT WORLDVIEW TO THE DEALER EACH PRODUCT SOLD BY IT TO BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP, WHEN PROPERLY MAINTAINED UNDER NORMAL USE, FOR A PERIOD OF TWELVE (12) MONTHS FROM THE DATE OF PURCHASE BY THE DEALER OF THE PRODUCT (THE AWARRANTY PERIOD"). A COPY OF THE WARRANTY IS BASED ON DRAGOS’S REASONABLE EFFORTS ATTACHED HERETO AS EXHIBIT "C"
10.2 PRODUCTS WHICH DO NOT CONFORM TO COMPILE AND ANALYZE THEIR DESCRIPTION OR WHICH ARE DEFECTIVE IN MATERIAL OR WORKMANSHIP WILL, BY THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERCORPORATION'S DECISION, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT BE REPLACED OR REPAIRED, OR, AT THE TIME CORPORATION'S OPTION, CREDIT FOR THE ORIGINAL PURCHASE PRICE MAY BE ALLOWED PROVIDED THAT DEALER NOTIFIES THE CORPORATION IN WRITING OF SUCH DEFECT WITHIN THIRTY (30) DAYS OF DISCOVERY AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING DEALER RETURNS SUCH PRODUCTS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSTHE CORPORATION'S INSTRUCTIONS. NO PRODUCTS MAY BE RETURNED BY THE DEALER WITHOUT THE CORPORATION'S PRIOR WRITTEN AUTHORIZATION.
10.3 THIS WARRANTY DOES NOT APPLY TO ANY PRODUCT WHICH HAS BEEN SUBJECTED TO MISUSE, ABUSE, NEGLIGENCE OR ACCIDENT BY THE DEALER OR THIRD PARTIES. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU WARRANTY FOR THE CONTROLLER SHALL BECOME VOIDED IF THE SEAL OF ALL WARRANTIESTHE GPS CONTROLLER UNIT IS BROKEN FOR ANY REASON. Ciralight Global, Inc. Non-Exclusive Dealer Agreement
10.4 THE CORPORATION MAKES NO OTHER WARRANTY OR REPRESENTATION OF ANY KIND WITH RESPECT TO THE PRODUCTS, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING WITHOUT LIMITATION, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES THAT OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS USE. FAILURE TO ACCURACY, COMPLETENESSMAKE ANY CLAIM IN WRITING, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER WITHIN THE EXERCISE THIRTY (30) DAY PERIOD SET FORTH ABOVE, SHALL CONSTITUTE AN IRREVOCABLE ACCEPTANCE OF THE RIGHTS GRANTED PRODUCTS AND AN ADMISSION BY THE DEALER THAT THE PRODUCTS FULLY COMPLY WITH ALL TERMS, CONDITIONS AND SPECIFICATIONS OF DEALER'S PURCHASE ORDER. THE CORPORATION SHALL NOT BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, UNDER ANY CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, DAMAGE OR LOSS RESULTING FROM INABILITY TO CUSTOMER USE THE PRODUCTS, INCREASED OPERATING COSTS OR LOSS OF SALES, OR ANY OTHER DAMAGES. TO MAKE A CLAIM UNDER THIS SCHEDULE COMPLIES WARRANTY, DEALER MUST NOTIFY THE CORPORATION IN WRITING WITHIN THE WARRANTY PERIOD.
10.5 THE FOREGOING CONSTITUTES THE DEALER'S SOLE AND EXCLUSIVE REMEDY AND THE CORPORATION'S SOLE OBLIGATION WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSRESPECT TO PRODUCTS FURNISHED HEREUNDER.
Appears in 2 contracts
Sources: Domestic Non Exclusive Dealer Agreement (Ciralight Global, Inc.), Domestic Non Exclusive Dealer Agreement (Ciralight Global, Inc.)
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW (a) Each Supplying Party warrants and represents that all quantities of Bulk Materials or Finished Products, as the case may be, shall meet the Specifications, and that such Supplying Party shall adhere to all applicable governmental laws and regulations relating to the manufacture, sale and shipment of Bulk Materials or Finished Products, as the case may be, in the Territory. Such Supplying Party further warrants that it has obtained all necessary approvals from government agencies relating to the supply of Bulk Materials or Finished Products, as the case may be, hereunder to the Receiving Party.
(b) THE LIMITED WARRANTY PROVIDED IN SECTION 6.4(A) IS BASED ON DRAGOS’S REASONABLE EFFORTS THE SUPPLYING PARTY'S SOLE WARRANTY WITH RESPECT TO COMPILE THE BULK MATERIALS OR FINISHED PRODUCTS, AS THE CASE MAY BE, AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IS MADE IN LIEU OF ANY AND ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF QUALITY, PERFORMANCE, MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR USE OR PURPOSE. THE SUPPLYING PARTY MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH RESPECT TO THE BULK MATERIALS OR FINISHED PRODUCTS, AND WARRANTIES AS THE CASE MAY BE.
(c) The Supplying Party shall indemnify and hold the Receiving Party harmless from and against any and all liability, damage, loss, costs or expense (including, without limitation, attorneys' fees) arising out of Third Party claims based upon or arising out of the Supplying Party's negligence in the manufacture of Bulk Materials or Finished Products, as the case may be, or based upon or arising out of the Supplying Party's failure to comply fully with applicable governmental laws and regulations relating to the manufacture, sale to the Receiving Party and shipment of Bulk Materials or Finished Products, as the case may be. To provide sufficient protection to the Receiving Party hereunder, the Supplying Party undertakes to obtain and maintain in effect during the entire period hereof, product liability insurance at least equal to that generally maintained by the Supplying Party for other pharmaceutical active ingredients, bulk materials or finished products manufactured by the Supplying Party, and to pay the premiums due thereunder, such policy covering the manufacture of the Bulk Materials or Finished Products, as the case may be, for supply to the Receiving Party. In the event of failure of payment of any premiums as and when due under such policy, the policy shall provide for notice to the Receiving Party, which shall have the right to effect payment directly of any such premiums, and shall then be entitled to invoice the Supplying Party for reimbursement of any such payment effected on its behalf.
(d) In the event that Bulk Materials or Finished Products, as the case may be, or any portion thereof, should be alleged or proven not to meet the Specifications or other mandatory standards for same in the Territory, the Receiving Party shall notify the Supplying Party immediately and both Parties shall cooperate fully regarding the investigation and disposition of any such matter. If BMS should deem it appropriate to recall Product and such recall is due to any act, negligence or breach of warranty by Sano, then and in such event, Sano agrees to bear all reasonable direct costs associated with said recall, including without limitation, refund of the Purchase Price for such Product and the actual cost of conducting the recall in accordance with the recall guidelines of the applicable governmental authority. BMS shall bear all costs associated with any other Product recalls, including without limitation any recall deemed appropriate by BMS due to safety or efficacy concerns where it is ultimately determined that such Product recall was not warranted.
(e) NOTWITHSTANDING ANYTHING IN THIS SECTION TO ACCURACYTHE CONTRARY, COMPLETENESSTHE SUPPLYING PARTY SHALL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY OR ADEQUACY PUNITIVE DAMAGES ARISING OUT OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE ANY BREACH OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN FIRST SENTENCE OF SECTION 6.4(A) ABOVE, EVEN IF THE SUPPLYING PARTY HAS BEEN ADVISED IN RELIANCE ON THIS INFORMATIONADVANCE CONCERNING THE PROBABILITY OR LIKELIHOOD OF SUCH DAMAGES.
(f) All limitations on the Receiving Party's remedies and the Supplying Party's liability shall survive the expiration, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONStermination or cancellation of this Agreement.
Appears in 2 contracts
Sources: Distribution and Supply Agreement (Sano Corp), Distribution and Supply Agreement (Sano Corp)
Warranty. ▇▇▇▇▇▇ WARRANTS IU13 represents and warrants that it will use commercially reasonable efforts to maintain the Services so that they perform in accordance with their specifications. IU13’s sole liability, and Customer’s sole remedy, for any breach of the foregoing warranty shall be, at IU13’s option, repair or re-performance of the Services. IU13 MAKES NO REPRESENTATION OR WARRANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICES. IU13 DOES NOT REPRESENT OR WARRANT THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE (A) THE USE OF THE SERVICES WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ALL ERRORS OR DEFECTS WILL BE CORRECTED; OR (D) USE OF THE SERVICES WILL GUARANTY COMPLIANCE WITH ACT 168 OF 2014 (24 P.S. § 1-111.1) OR ANY OTHER APPLICABLE LAW. ALL CONDITIONS, REPRESENTATIONS AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON- INFRINGEMENT ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. THE SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND WARRANTIES AS TO ACCURACYOTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. IU13 IS NOT RESPONSIBLE FOR ANY DELAYS, COMPLETENESSDELIVERY FAILURES, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR OTHER DAMAGE RESULTING FROM ANY SUCH ACTS CONDITIONS, OR OMISSIONSFOR CIRCUMSTANCES OUTSIDE THE REASONABLE CONTROL OF IU13.
Appears in 2 contracts
Sources: Hosted Services Agreement, Hosted Services Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERCOMET warrants to the Customer that (i) the COMET System shall perform in all material respects in accordance with the written specifications provided by COMET, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLand (ii) all services provided to the Customer shall be performed in a competent, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSdiligent, and workmanlike manner in accordance with the terms of the Agreement. THE FOREGOING WARRANTIES ARE PROVIDED WARRANTY SET FORTH IN LIEU OF THIS SECTION 13 IS THE ONLY WARRANTY MADE BY COMET. COMET EXPRESSLY DISCLAIMS, AND THE CUSTOMER EXPRESSLY WAIVES, ALL OTHER WARRANTIES, EXPRESS EXPRESSED OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WITHOUT LIMITATION, NONINFRINGEMENT, WARRANTIES OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE, . COMET DOES NOT WARRANT AND WARRANTIES AS TO ACCURACY, COMPLETENESSSPECIFICALLY DISCLAIMS ANY REPRESENTATIONS THAT THE COMET SYSTEM OR ANY SERVICE WILL MEET THE CUSTOMER’S REQUIREMENTS OR THAT THE OPERATION OF THE COMET SYSTEM OR ANY SERVICE AND/OR THEIR RESPECTIVE USE WILL BE UNINTERRUPTED OR ERROR- FREE, OR ADEQUACY OF INFORMATIONTHAT DEFECTS IN THE COMET SYSTEM OR ANY SERVICE, IF ANY, WILL BE CORRECTED. COMET ALSO EXPRESSLY DISCLAIMS ANY WARRANTIES, EXPRESSED OR IMPLIED, PERTAINING TO ANY SUGGESTIONS, INTERVENTIONS, RECOMMENDATIONSOR PRESCRIPTIONS MADE BY, THROUGH OR RELATING TO THE COMET SYSTEM. THE CUSTOMER ACKNOWLEDGES AND AGREES UNDERSTANDS THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER SUCH SUGGESTIONS, INTERVENTIONS, RECOMMENDATIONS AND PRESCRIPTIONS ARE GENERIC IN NATURE AND THAT THE CUSTOMER, (OR ITS AUTHORIZED USERS, EMPLOYEES, PROFESSIONALS, CONTRACTORS, AGENTS OR AFFILIATES), MUST EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN ITS OWN PROFESSIONAL JUDGMENT IN RELIANCE ON THIS INFORMATIONEACH CASE, AND DRAGOS WILL NOT HAVE THE CUSTOMER AGREES TO ASSUME ANY AND ALL LIABILITY FOR ANY ARISING OUT OF OR RELATED TO SUCH ACTS SUGGESTIONS, INTERVENTIONS, RECOMMENDATIONS OR OMISSIONSPRESCRIPTIONS.
Appears in 2 contracts
Sources: Terms of Service, Terms of Service
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS A. Builder will provide warranty coverage on the Improvements to Buyer pursuant to the attached and incorporated Express Limited Home Warranty. BUILDER AGREES TO COMPILE AND ANALYZE COMPLY WITH THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGEEXPRESS LIMITED HOME WARRANTY AS ITS EXPRESS CONTRACTUAL WARRANTY. ▇▇▇▇▇▇ UNLESS BUILDER HAS ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY ELECTED TO PROVIDE A THIRD-PARTY WARRANTY, BUILDER AND BUYER AGREE THAT THE WORLDVIEW OFFERING EXPRESS LIMITED HOME WARRANTY CONSTITUTES THE EXCLUSIVE WARRANTY TO BE MADE AVAILABLE BY BUILDER AND SHALL PROVIDE THE WORLDVIEW OFFERING IS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU PLACE OF AND SUPERSEDES AND PRECLUDES ALL OTHER GUARANTIES OR WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING BUT NOT LIMITED TO WARRANTIES OF PERFORMANCE, WORKMANSHIP, REPAIR, MODIFICATION, MERCHANTABILITY, SUITABILITY AND FITNESS. ANY AND ALL IMPLIED WARRANTIES ARE HEREBY DISCLAIMED BY BUILDER AND WAIVED BY BUYER, INCLUDING BUT NOT LIMITED TO ANY THE IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY GOOD AND WORKMANLIKE REPAIR OR FITNESS FOR A PARTICULAR PURPOSEMODIFICATION OF EXISTING TANGIBLE GOODS OR PROPERTY AND THE IMPLIED WARRANTY OF GOOD AND WORKMANLIKE CONSTRUCTION. THE PARTIES AGREE THAT THE EXPRESS LIMITED HOME WARRANTY AND THIRD-PARTY WARRANTY, IF APPLICABLE, ADEQUATELY SET FORTH THE MANNER, PERFORMANCE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE QUALITY OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS.CONSTRUCTION OF THE
Appears in 2 contracts
Sources: Residential Completed Home Contract, Residential Completed Home Contract
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; Provider warrants that the Services will be performed materially in accordance with the service documentation previously provided for the Services in a professional and workmanlike manner. • The online documentation for the Services is incorporated as a part of this Service Attachment. We reserve the right at any time to modify the online documentation. However, we further warrant that the functionality of the Services will not materially decrease from that available as of the Service Start Date. • HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT PROVIDER DOES NOT WARRANT THAT THE TIME SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. THERE ARE RISKS INHERENT IN INTERNET CONNECTIVITY THAT COULD RESULT IN THE LOSS OF YOUR PRIVACY, CONFIDENTIAL INFORMATION, AND ARE SUBJECT TO CHANGEPROPERTY. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY WE HAVE NO OBLIGATION TO PROVIDE SECURITY OTHER THAN AS STATED IN THIS SERVICE ATTACHMENT. WHILE THE WORLDVIEW OFFERING SERVICES ARE DESIGNED TO IMPROVE THE PROBABILITY OF THE PROTECTION AND SHALL PROVIDE RECOVERY OF INFORMATION COMPARED TO THE WORLDVIEW OFFERING CLIENT’S CURRENT METHODS EMPLOYED, PROVIDER MAKES NO CLAIMS OR WARRANTIES THAT DATA BACK-UPS AND DATA / SERVER / DESKTOP RECOVERIES USING THE SERVICES WILL BE ERROR FREE OR THAT ALL RECOVERIES CAN BE PERFORMED WITHIN A CERTAIN TIME FRAME. • IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL ADDITION, CLIENT ACKNOWLEDGES THAT THIS AGREEMENT CONVEYS NO WARRANTIES, EXPRESS OR IMPLIED, STATUTORY BY ANY THIRD-PARTY VENDORS OF SOFTWARE PRODUCTS MADE AVAILABLE TO CLIENT BY PROVIDER AND THAT THOSE VENDORS DISCLAIM ANY AND ALL LIABILITY, WHETHER DIRECT, INDIRECT OR OTHERWISECONSEQUENTIAL, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEARISING FROM THE SERVICES. Prior to the delivery of the Services, AND WARRANTIES AS TO ACCURACYProvider will charge a Setup Fee in order to deploy and configure the Services under this Service Attachment. Provider will identify the Setup Fee in an initial invoice, COMPLETENESSand Client shall pay the Setup Fee, OR ADEQUACY OF INFORMATIONas set forth in the Master Services Agreement (“MSA”). CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSProvider shall have no obligation to continue with the delivery of any Services under this Service Attachment until it receives payment for the Setup Fee. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONProvider will conduct a monthly inventory of the number of users, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSdevices or networks connected or connecting to the Services, based on the Service units identified in the attached (the “Service Units”). If the number of Service Units determined by Provider in any month is greater than the number of Service Units determined at the beginning of the preceding month, Provider (1) will include in its next invoice charges for all Service Units added during the preceding month, and (2) will increase the number of Service Units invoiced in future months, unless and until Provider determines that the number of Service Units has decreased. Client shall pay Service Fees specified in the Order for the number of Service Units identified in each invoice. Under no circumstances during the Initial Term may the total number of Service Units decrease to less than the number of Service Units indicated on the first month’s invoice for Services. Provider’s invoices will be based on at least that number, notwithstanding any actual decreases in those numbers. Client shall pay all such charges as set forth in the MSA.
Appears in 2 contracts
Sources: Service Attachment for Managed Services, Service Attachment for Managed It Services
Warranty. Seller warrants goods manufactured by it will be free from defects in material and workmanship for 3 months following upon the date of shipment unless agreed in writing by the Seller. If any of the Goods are found by Seller to be defective, Buyer’s sole and exclusive remedy and Seller’s sole and exclusive obligation shall be, at Seller’s option, replacement or repair of the goods. The parties hereto expressly agree that ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE’s sole and exclusive remedy against the Seller shall be for the repair or replacement of defective Goods as provided herein. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSThe exclusive remedy shall not be deemed to have failed of its essential purpose so long as the Seller is willing and able to repair or replace defective Goods in the prescribed manner. THE FOREGOING WARRANTIES ARE PROVIDED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY INCLUDING THOSE OF MERCHANTABILITY OR OTHERWISEFITNESS FOR ANY PARTICULAR PURPOSE. NO AFFIRMATION OF SELLER, BY WORDS OR ACTION, OTHER THAN AS SET FORTH IN THE SECTION, SHALL CONSTITUTE A WARRANTY, IN PARTICULAR, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING. IF THE GOODS ARE MANUFACTURED ACCORDING TO BUYER’S SPECIFICATIONS, SELLER DOES NOT WARRANT THE ADEQUACY OF SUCH SPECIFICATIONS OR THAT THE GOODS WILL PERFORM IN ACCORDANCE WITH SUCH SPECIFICATIONS. GOODS WHICH MAY BE SOLD BY SELLER BUT WHICH ARE NOT MANUFACTURED BY SELLER ARE NOT WARRANTED BY SELLER. THIS WARRANTY DOES NOT COVER LABOR OR OTHER COSTS OR EXPENSES TO REMOVE OR INSTALL ANY DEFECTIVE, REPAIRED OR REPLACED GOODS. SELLER’S WARRANTY DOES NOT APPLY TO ANY GOODS WHICH HAVE BEEN SUBJECTED TO MISUSE, MISHANDLING, MISAPPLICATION, NEGLECT (INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES IMPROPER MAINTENANCE), ACCIDENT, IMPROPER INSTALLATION, MODIFICATION (INCLUDING BUT NOT LIMITED TO USE OF MERCHANTABILITY UNAUTHORIZED PARTS OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESSATTACHMENTS), OR ADEQUACY ADJUSTMENT OR REPAIR PERFORMED BY ANYONE OTHER THAN SELLER OR ONE OF INFORMATIONSELLER’S AUTHORIZED AGENTS. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSIt is expressly understood that any technical advice furnished by Seller with respect to the use of its Goods is given without charge, and Seller assumes no obligation or liability for the advice given, or the results obtained, all such advice being given and accepted at Buyer’s risk. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSThis warranty is void in the event that repairs are made by anyone other than the Seller without prior authorization from Seller. Any Claim by ▇▇▇▇▇ with reference to the Goods sold hereunder shall be deemed waived by the Buyer unless submitted in writing to Seller within thirty (30) days following ▇▇▇▇▇’s receipt of the Goods. Any cause of action for breach of the foregoing warranty shall be brought within one year from the date of shipment.
Appears in 2 contracts
Sources: Terms and Conditions of Sale, Sales Contracts
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS(a) OneStream warrants that, during the Applicable Term, the Service will conform in all material respects to OneStream's then- current Documentation for such Service.
(b) The warranty in Section 11(a) will not apply to the extent that:
(i) the Service is not used in accordance with this Agreement or the Documentation; (ii) the Service or any part thereof has been modified other than by OneStream or with OneStream’s written approval; or (iii) Customer fails to accept an Update proffered by OneStream that would cause the Service to conform to the warranty.
(c) To claim the benefit of the warranty in Section 11(a), Customer must; (i) notify OneStream of the non-conformity and (ii) provide to OneStream sufficient detail to allow OneStream to reproduce the nonconformity.
(d) ONESTREAM’S REASONABLE EFFORTS TO COMPILE SOLE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY EXCLUSIVE LIABILITY FOR ANY BREACH OF THE WARRANTY IN SECTION 11(a) SHALL BE LIMITED TO REPAIR OR REPLACEMENT OF THE SERVICE, UNLESS, IN ONESTREAM’S OPINION, SUCH ACTS REPAIR OR OMISSIONSREPLACEMENT WOULD BE INADEQUATE OR IMPRACTICAL, IN WHICH CASE ONESTREAM WILL REFUND THE FEES PAID FOR THE LAST 90 DAYS FOR THE APPLICABLE SERVICE AND CUSTOMER WILL THEREUPON CEASE ALL USE OF THE SERVICE AND THE APPLICABLE ORDER SCHEDULE (AND, IF NO OTHER ORDER SCHEDULES ARE THEN ACTIVE, THIS AGREEMENT) WILL TERMINATE.
(e) EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT:
(i) ONESTREAM DOES NOT WARRANT THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE;
(ii) ONESTREAM DISCLAIMS ANY AND ALL IMPLIED WARRANTIES;
(iii) ONESTREAM PROVIDES THE SERVICE AND ALL ASSOCIATED GOODS AND SERVICES WITH ALL FAULTS, THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH CUSTOMER, AND ONESTREAM MAKES NO WARRANTY AGAINST INTERFERENCE WITH CUSTOMER’S ENJOYMENT OF THE SERVICE, GOODS OR SERVICES, AGAINST INFRINGEMENT, OF MERCHANTABILITY, OR OF FITNESS FOR ANY PURPOSE.
(f) The Service operates utilizing public networks, including the internet, which is not under the control of OneStream and is inherently unsecure. OneStream makes no representations, warranties, or guarantees of any kind, express, implied, statutory, or otherwise, oral or written, with respect to the performance or security of any public network.
Appears in 2 contracts
Sources: Saas Agreement, Saas Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT (A) Right Stuff represents and warrants that the Service and any maintenance services (collectively referred to as the “Services”) performed under this Agreement shall be performed in a professional and workmanlike manner, and the Services will be performed and operated in accordance with its obligations as defined by this Agreement.
(B) Licensee expressly agrees that use of the Service is at Licensee’s risk. Neither Right Stuff, its employees, affiliates, agents, third-party information providers, merchants, licensors or the like, warranty that the Service will not be interrupted or error-free; nor does Right Stuff make any warranty as to the results that may be obtained from the use of the Service or as to the accuracy, reliability or content of any information serviced or merchandise contained in or provided through the Service, unless otherwise expressly stated in this Agreement.
(C) RIGHT STUFF DISCLAIMS ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY OR FITNESS FOR A ANY PARTICULAR PURPOSEPURPOSE AND WILL NOT BE RESPONSIBLE FOR ANY DAMAGES THAT MAY BE SUFFERED BY THE LICENSEE INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA RESULTING FROM DELAYS, NONDELIVERIES OR SERVICE INTERRUPTIONS BY ANY CAUSE OR ERRORS OR OMISSIONS OF THE LICENSEE. USE OF ANY INFORMATION OBTAINED BY WAY OF RIGHT STUFF IS AT THE LICENSEE'S OWN RISK, AND WARRANTIES AS RIGHT STUFF SPECIFICALLY DENIES ANY RESPONSIBILITY FOR THE ACCURACY OR QUALITY OF INFORMATION OBTAINED THROUGH ITS SERVICES. RIGHT STUFF EXPRESSLY LIMITS ITS DAMAGES TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY LICENSEE FOR ANY NONACCESSIBILITY TIME OR OTHER DOWN TIME TO THE PRO RATA MONTHLY CHARGE DURING THE SYSTEM UNAVAILABILITY. RIGHT STUFF SPECIFICALLY DENIES ANY RESPONSIBILITIES FOR ANY DAMAGES ARISING AS A CONSEQUENCE OF SUCH ACTS OR OMISSIONSUNAVAILABILITY.
(D) Except for willful misconduct or gross negligence by Right Stuff, for which there shall be no cap or limitation on damages claimed by the Licensee, under no circumstances, other than willful misconduct or gross negligence, will Right Stuff, its officers, agents or anyone else involved in creating, producing or distributing the Service be liable for any direct, indirect, incidental, special or consequential damages that result from the use of or inability to use the Service.
(E) Except for willful misconduct or gross negligence by Right Stuff, for which there shall be no cap or limitation on damages claimed by the Licensee, under no circumstances, other than willful misconduct or gross negligence, will Right Stuff, its officers, agents or anyone else involved in creating, producing or distributing the Service be liable for any direct, indirect, incidental, special or consequential damages that result from loss of data within the hosted Application, servers, databases, and backups resulting from, but not limited to, file corruption, communication failure user error, application errors or failures, unauthorized use or access. Right Stuff will not be liable for the results from mistakes, omissions, interruptions, deletions of files, errors, defects, delays and operation, or transmission or failure of performance whether or not limited to acts of nature, communication failure, theft, destruction or unauthorized access to our records, programs or services. Licensee acknowledges that this paragraph shall apply to all content within the hosted Application, information and data on the server, any physical or virtual server, computer, hardware, software, paper files that Right Stuff maintains, operates or stores.
(F) Except for willful misconduct or gross negligence by Right Stuff, for which there shall be no cap or limitation on damages claimed by the Licensee, Licensee’s exclusive remedy for all damages, losses and causes of actions whether in contract or tort (excluding willful misconduct or gross negligence) will not: (1) exceed the actual dollar amount due for the Initial Term; and (2) will not include or be allowed for any incidental, consequential, extemporary or punitive damages of any kind including, without limitation, loss of data, file, profit, good will, time, savings or revenue.
(G) This warranty is a limited warranty, and it is the only warranty made by Right Stuff. Right Stuff makes and Licensee receives no other warranty, express or implied, and there are expressly excluded all warranties of merchantability and fitness for a particular purpose. Right Stuff shall have no liability with respect to its obligations under this Agreement for consequential, exemplary, or incidental damages even if it has been advised of the possibility of such damages. The stated express warranty is in lieu of all liabilities or obligations of Right Stuff for damages arising out of, or in connection with the delivery, use, or performance of the Service.
Appears in 2 contracts
Sources: Application Hosting Agreement, Application Hosting Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇▇▇▇▇▇▇▇▇.▇▇▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGEwarrants to Customer that the Hubble Services will be provided substantially in accordance with the Documentation for the relevant Subscription Period. The entire liability of ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and the exclusive remedy of Customer for breach of this warranty is to terminate this Agreement in accordance with Section 20 and receive payments in accordance with Section 22. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL ▇▇▇▇▇▇▇▇▇▇.▇▇▇’S THIRD PARTY SUPPLIERS MAKE NO DIRECT WARRANTIES, EXPRESS OR IMPLIED, STATUTORY TO CUSTOMER UNDER THIS AGREEMENT. ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ DOES NOT WARRANT THAT THE USE OF THE HUBBLE SERVICES AND SOFTWARE SHALL BE UNINTERRUPTED OR OTHERWISEERROR FREE, OR THAT ALL DEFICIENCIES OR ERRORS ARE CAPABLE OF BEING CORRECTED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE FOREGOING WARRANTIES ARE EXCLUSIVE OF ALL OTHER WARRANTIES, WHETHER WRITTEN, ORAL, STATUTORY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY NON-INFRINGEMENT, MERCHANTABILITY, COURSE OF PERFORMANCE OR FITNESS FOR A PARTICULAR PURPOSE. ANY WARRANTIES RELATED TO THE HUBBLE ACCELERATOR (EXCLUSIVE OF THE SOFTWARE) ARE BETWEEN CUSTOMER AND ITS HARDWARE SUPPLIER OR THE HARDWARE MANUFACTURER AND ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ PROVIDES NO WARRANTY WITH REGARD TO THE HUBBLE ACCELERATOR HARDWARE. ANY RECOMMENDATIONS MADE BY ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ REGARDING THE NUMBER OF HUBBLE ACCELERATORS REQUIRED BY CUSTOMER TO USE THE HUBBLE SERVICES ARE ESTIMATES ONLY, BASED ON TYPICAL CONFIGURATIONS AND USAGE. MANY FACTORS NOT WITHIN THE CONTROL OF ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, SUCH AS PROCESSING VOLUMES, INTERNAL NETWORK INFRASTRUCTURE AND CAPACITY, AND WARRANTIES USER BEHAVIOR CAN AFFECT THE PERFORMANCE OF THE HUBBLE ACCELERATOR AND THE HUBBLE SERVICES. ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ MAKES NO WARRANTY AS TO ACCURACY, COMPLETENESS, THE ADEQUACY OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE CAPACITY OF THE RIGHTS GRANTED HUBBLE ACCELERATOR TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ATTAIN SOME OR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSOF THE PERFORMANCE OBJECTIVES OF CUSTOMER.
Appears in 2 contracts
Sources: Terms of Service, Terms of Service
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE (A) LIMITED WARRANTY. Each party warrants that it has the necessary rights to enter into this Agreement. Customer warrants that it will not take any action inconsistent with GlobalEnglish’s ownership rights in the Services. GlobalEnglish and its suppliers are not responsible for compatibility problems of any computer hardware or operating system with which the Services will be accessed and utilized. Customer shall be responsible for ensuring that its systems and equipment meet GlobalEnglish’s minimum technical requirements. A list of GlobalEnglish’s standard minimum requirements is available upon request. GlobalEnglish further warrants that to the best of its knowledge, at the time of delivery to Customer from GlobalEnglish, the Downloaded Services (in the form delivered from GlobalEnglish to Customer) contains no authorization codes, computer viruses, spyware, time bombs, worms, or other contaminants intended to modify, monitor, damage, or disable Customer’s computer systems. (B) DISCLAIMERS. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 6, THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND. GLOBALENGLISH, ITS SUPPLIERS AND LICENSORS MAKE NO WARRANTY IN LIEU CONNECTION WITH THE SUBJECT MATTER OF THIS AGREEMENT AND HEREBY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES, EXPRESS OR WHETHER EXPRESS, IMPLIED, STATUTORY STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO AND SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACYSATISFACTORY RESULTS, COMPLETENESSNON- INFRINGEMENT, OR ADEQUACY OF INFORMATIONTITLE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSFurther, GlobalEnglish and its suppliers make no warranty about the suitability of the Services or content for any purpose and do not warrant that the Services, including Services specified in each Order, will meet Customer’s requirements. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONGlobalEnglish does not warrant that the operation of the Services or access to the GlobalEnglish website(s) will be uninterrupted or error-free. Customer acknowledges and agrees that Services in an Order may be subject to limitations, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSdelays, and other problems inherent in the use of Internet applications and electronic communications. GlobalEnglish is not responsible for any such delays, delivery failures, or any other damage resulting from events beyond GlobalEnglish’s reasonable control, without regard to whether such events are reasonably foreseeable by GlobalEnglish. Customer agrees that GlobalEnglish is not responsible for any third party content that may form part of the Services. GlobalEnglish does not monitor groups, chat rooms or message boards as a matter of policy, but it retains the right to remove content. The Services may contain links to websites operated by other parties, which are provided for convenience only; Customer agrees that GlobalEnglish is not responsible for the availability or contents of such websites. Customer agrees that the Services purchased hereunder are neither contingent on the delivery of any future functionality or features nor dependent on any oral or written public comments made by GlobalEnglish regarding future functionality or features of the Services.
Appears in 2 contracts
Sources: Master Subscription Agreement, Master Subscription Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT represents and warrants that it will provide the Services in a good and workmanship- like manner and that the Services will meet any applicable generally accepted industry standards. Client must provide a written notice to ▇▇▇▇▇ within ten (10) days after the delivery of the Services (“Warranty Period”) describing any breach of the foregoing warranty in sufficient detail to allow ▇▇’▇▇▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGEto correct and redeliver those Services. ▇▇▇▇▇ shall as its sole obligation and Client’s exclusive remedy for any breach of the foregoing warranty use commercially reasonable efforts correct any non-compliance reported to ▇▇▇▇▇ ALSO WARRANTS THAT IT HAS by Client in writing during the Warranty Period. EXCEPT AS EXPRESSLY STATED IN THIS SECTION, ▇▇▇▇▇ PROVIDES ALL THE REQUISITE SKILL, KNOWLEDGE PRODUCTS AND AUTHORITY MARCO PROPERTY “AS IS” AND ▇▇▇▇▇ DOES NOT PROVIDE AND EXPRESSLY DISCLAIMS ANY WARRANTY OF ANY KIND RELATING TO PROVIDE THE WORLDVIEW OFFERING PRODUCTS AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESMARCO PROPERTY, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEOTHER, INCLUDING BUT NOT LIMITED TO ANY IMPLIED TO, WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT AND ALL WARRANTIES AS TO ACCURACYWHICH ARISE FROM COURSE OF DEALING, COMPLETENESSUSAGE OR TRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, OR ADEQUACY OF INFORMATION. CUSTOMER CLIENT ACKNOWLEDGES AND AGREES THAT CUSTOMER NO TECHNOLOGY IS SOLELY RESPONSIBLE FOOLPROOF OR IMMUNE FROM ATTACK. ▇▇▇▇▇ CANNOT MAKE AND EXPRESSLY DISCLAIMS ANY WARRANTY, EXPRESS OR IMPLIED, THAT THE PRODUCTS AND MARCO PROPERTY, OR ANY RESULTS OR USE THEREOF WILL OPERATE WITHOUT INTERRUPTION, SECURELY, ERROR FREE, WITHOUT DEFECT, FREE OF HARMFUL CODE, THIRD PARTY DISRUPTION OR THAT ▇▇▇▇▇ WILL CORRECT ALL DEFECTS. IN ADDITION, CLIENT UNDERSTANDS AND ACKNOWLEDGES THAT THE INTERNET IS NOT A SECURE MEDIUM, MAY BE INHERENTLY UNRELIABLE AND SUBJECT TO INTERRUPTION OR DISRUPTION AND MAY BE SUBJECT TO INADVERTENT OR DELIBERATE BREACHES OF SECURITY, FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSWHICH MARCO SHALL NOT BE HELD LIABLE. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONNo statement or writing of any Representatives of ▇▇▇▇▇ will create any warranty whatsoever not set forth in this Agreement. Client represents and warrants that it will not use, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSnor will it allow any third parties under its control to use, the Products for high-risk activities, such as the operation of nuclear facilities, air traffic control, or life support systems, where the use or failure of the Services could lead to death, personal injury, or environmental damage. Client shall not make any representations or warranties on behalf of ▇▇▇▇▇ to any third party. Client shall be solely responsible and liable for any representations or warranties that Client makes to any third-party regarding Marco, the Products, or any other aspect of this Agreement. Each Party represents and warrants to the other Party that: (a) it has full power and authority to enter into this Agreement; (b) it is in compliance and will continue to comply during the term of this Agreement, with all laws and regulations applicable to such Party; and (c) it has the requisite corporate power and authority to execute, deliver and perform its obligations under this Agreement. The Services will meet the technical standards of performance or service levels, if any, set forth in the applicable Product Agreement. Client’s sole and exclusive remedy for any failure to meet the applicable technical standards of performance or service levels shall be as specified in the applicable Product Agreement.
Appears in 2 contracts
Sources: Relationship Agreement, Relationship Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS Avigilon warrants that the medium on which the Software is recorded, and any software or hardware key associated with the Software, will be free of defects in materials and workmanship under normal use for a period of sixty (60) days from the date of Your receipt of the original Software licensed under this Agreement. EXCEPT AS PROVIDED ABOVE, AND TO THE MAXIMUM EXTENT PROVIDED BY LAW, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT WORLDVIEW USE OF THE SOFTWARE AND SUPPORT SERVICES IS BASED ON DRAGOS’S REASONABLE EFFORTS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO COMPILE SATISFACTORY QUALITY, PERFORMANCE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME ACCURACY IS WITH YOU AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AVIGILON AND AUTHORITY TO ITS SUPPLIERS AND LICENSORS PROVIDE THE WORLDVIEW OFFERING SOFTWARE AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE SUPPORT SERVICES “AS- IS” AND WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING ALL FAULTS, AND HEREBY DISCLAIM ALL OTHER WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESOR CONDITIONS, EXPRESS OR WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISESTATUTORY, INCLUDING BUT NOT LIMITED TO TO, ANY IMPLIED WARRANTIES OF OF: (A) MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; (B) ACCURACY OR COMPLETENESS OF RESPONSES, AND WARRANTIES AS TO ACCURACY, COMPLETENESSRESULTS, OR ADEQUACY INFORMATIONAL CONTENT; (C) WORKMANLIKE EFFORT; (D) CORRESPONDENCE TO DESCRIPTION; (E) TITLE OR NON-INFRINGEMENT OR NON-MISAPPROPRIATION OF INFORMATIONINTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; (F) CUSTOM OR TRADE; (G) QUIET ENJOYMENT; OR (H) SYSTEM INTEGRATION. CUSTOMER ACKNOWLEDGES AND AGREES AVIGILON MAKES NO WARRANTY THAT CUSTOMER IS SOLELY ANY PORTION OF THE SOFTWARE WILL OPERATE ERROR-FREE, FREE OF ANY SECURITY DEFECTS, OR IN AN UNINTERRUPTED MANNER. AVIGILON SHALL NOT BE RESPONSIBLE FOR DETERMINING WHETHER PROBLEMS CAUSED BY CHANGES IN THE EXERCISE OPERATING CHARACTERISTICS OF THE DEVICE(S) UPON WHICH THE SOFTWARE IS OPERATING, OR FOR PROBLEMS IN THE INTERACTION OF THE SOFTWARE WITH NON-AVIGILON SOFTWARE OR HARDWARE PRODUCTS. AVIGILON NEITHER ASSUMES NOR AUTHORIZES ANY OTHER PERSON PURPORTING TO ACT ON ITS BEHALF TO MODIFY OR TO CHANGE THIS WARRANTY, NOR TO ASSUME FOR AVIGILON ANY OTHER WARRANTY OR LIABILITY CONCERNING THE SOFTWARE. THE WARRANTY MADE BY AVIGILON MAY BE VOIDED BY ABUSE OR MISUSE. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHER RIGHTS GRANTED UNDER MANDATORY LAW THAT VARY FROM STATE TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS STATE AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSCOUNTRY TO COUNTRY.
Appears in 2 contracts
Sources: End User License Agreement, End User License Agreement
Warranty. ▇▇▇▇▇▇ 10.1 THE CORPORATION WARRANTS THAT WORLDVIEW TO THE DEALER EACH PRODUCT SOLD BY IT TO BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP, WHEN PROPERLY MAINTAINED UNDER NORMAL USE, FOR A PERIOD OF TWELVE (12) MONTHS FROM THE DATE OF PURCHASE BY THE DEALER OF THE PRODUCT (THE AWARRANTY PERIOD"). A COPY OF THE WARRANTY IS BASED ON DRAGOS’S REASONABLE EFFORTS ATTACHED HERETO AS EXHIBIT "C"
10.2 PRODUCTS WHICH DO NOT CONFORM TO COMPILE AND ANALYZE THEIR DESCRIPTION OR WHICH ARE DEFECTIVE IN MATERIAL OR WORKMANSHIP WILL, BY THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERCORPORATION'S DECISION, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT BE REPLACED OR REPAIRED, OR, AT THE TIME CORPORATION'S OPTION, CREDIT FOR THE ORIGINAL PURCHASE PRICE MAY BE ALLOWED PROVIDED THAT DEALER NOTIFIES THE CORPORATION IN WRITING OF SUCH DEFECT WITHIN THIRTY (30) DAYS OF DISCOVERY AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING DEALER RETURNS SUCH PRODUCTS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSTHE CORPORATION'S INSTRUCTIONS. NO PRODUCTS MAY BE RETURNED BY THE DEALER WITHOUT THE CORPORATION'S PRIOR WRITTEN AUTHORIZATION.
10.3 THIS WARRANTY DOES NOT APPLY TO ANY PRODUCT WHICH HAS BEEN SUBJECTED TO MISUSE, ABUSE, NEGLIGENCE OR ACCIDENT BY THE DEALER OR THIRD PARTIES. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU WARRANTY FOR THE CONTROLLER SHALL BECOME VOIDED IF THE SEAL OF ALL WARRANTIESTHE GPS CONTROLLER UNIT IS BROKEN FOR ANY REASON.
10.4 THE CORPORATION MAKES NO OTHER WARRANTY OR REPRESENTATION OF ANY KIND WITH RESPECT TO THE PRODUCTS, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING WITHOUT LIMITATION, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES THAT OF MERCHANTABILITY OR FITNESS FOR A Ciralight Global, Inc. Non-Exclusive Dealer Agreement PARTICULAR PURPOSE, AND WARRANTIES AS USE. FAILURE TO ACCURACY, COMPLETENESSMAKE ANY CLAIM IN WRITING, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER WITHIN THE EXERCISE THIRTY (30) DAY PERIOD SET FORTH ABOVE, SHALL CONSTITUTE AN IRREVOCABLE ACCEPTANCE OF THE RIGHTS GRANTED PRODUCTS AND AN ADMISSION BY THE DEALER THAT THE PRODUCTS FULLY COMPLY WITH ALL TERMS, CONDITIONS AND SPECIFICATIONS OF DEALER'S PURCHASE ORDER. THE CORPORATION SHALL NOT BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, UNDER ANY CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, DAMAGE OR LOSS RESULTING FROM INABILITY TO CUSTOMER USE THE PRODUCTS, INCREASED OPERATING COSTS OR LOSS OF SALES, OR ANY OTHER DAMAGES. TO MAKE A CLAIM UNDER THIS SCHEDULE COMPLIES WARRANTY, DEALER MUST NOTIFY THE CORPORATION IN WRITING WITHIN THE WARRANTY PERIOD.
10.5 THE FOREGOING CONSTITUTES THE DEALER'S SOLE AND EXCLUSIVE REMEDY AND THE CORPORATION'S SOLE OBLIGATION WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSRESPECT TO PRODUCTS FURNISHED HEREUNDER.
Appears in 2 contracts
Sources: Domestic Non Exclusive Dealer Agreement (Ciralight Global, Inc.), Domestic Non Exclusive Dealer Agreement (Ciralight Global, Inc.)
Warranty. ▇▇▇▇▇▇ (a) LOGICALLY WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S ITS SERVICES WILL BE PERFORMED IN A GOOD AND WORKMANLIKE MANNER, USING REASONABLE EFFORTS SKILL AND CARE CONFORMING TO COMPILE GENERALLY ACCEPTED INDUSTRY STANDARDS AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE COMPLIANCE WITH APPLICABLE INDUSTRY STANDARDSLAW. CUSTOMER UNDERSTANDS THAT LOGICALLY SHALL BEAR NO RESPONSIBILITY FOR THE FOREGOING PERFORMANCE, REPAIR, OR WARRANTY OF ANY THIRD PARTY SOFTWARE OR HARDWARE PRODUCTS THAT MAY BE INCLUDED IN OR REFERRED TO IN THE WORK ORDER, AND CUSTOMER SHALL LOOK SOLELY TO SUCH THIRD PARTY FOR ALL REMEDIES AND SUPPORT WITH REGARD TO SUCH PRODUCTS OR SERVICES.
(b) ALL WARRANTIES PROVIDED HEREIN ARE PROVIDED PERSONAL TO, AND INTENDED SOLELY FOR THE BENEFIT OF, CUSTOMER AND DO NOT EXTEND TO ANY THIRD PARTY. THIS WARRANTY IS MADE EXPRESSLY IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACYNON-INFRINGEMENT, COMPLETENESSTITLE, OR ADEQUACY OTHERWISE, ALL OF INFORMATION. WHICH ARE HEREBY DISCLAIMED.
(c) LOGICALLY ASSUMES NO RESPONSIBILITY FOR AND CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FULLY RELEASES LOGICALLY FROM CLAIMS FOR DETERMINING WHETHER THE EXERCISE APPLICATION FAILURES, DATA LOSS, OR OTHER HARM, INJURY OR DAMAGE SUFFERED AS A RESULT OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONSOFTWARE BUGS OR INCOMPATIBILITIES, AND DRAGOS WILL NOT HAVE SPYWARE, HACKING, OR ANY LIABILITY FOR ANY SUCH ACTS OTHER UNAUTHORIZED SYSTEM ACCESS, SABOTAGE, OR OMISSIONSINFORMATION THEFT.
Appears in 2 contracts
Sources: Master Services Agreement, Master Services Agreement
Warranty. ▇▇▇▇▇▇ 10.1 THE CORPORATION WARRANTS THAT WORLDVIEW TO THE DEALER EACH PRODUCT SOLD BY IT TO BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP, WHEN PROPERLY MAINTAINED UNDER NORMAL USE, FOR A PERIOD OF TWELVE (12) MONTHS FROM Ciralight Global, Inc. Non-Exclusive Dealer Agreement THE DATE OF PURCHASE BY THE DEALER OF THE PRODUCT (THE AWARRANTY PERIOD"). A COPY OF THE WARRANTY IS BASED ON DRAGOS’S REASONABLE EFFORTS ATTACHED HERETO AS EXHIBIT "C"
10.2 PRODUCTS WHICH DO NOT CONFORM TO COMPILE AND ANALYZE THEIR DESCRIPTION OR WHICH ARE DEFECTIVE IN MATERIAL OR WORKMANSHIP WILL, BY THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERCORPORATION'S DECISION, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT BE REPLACED OR REPAIRED, OR, AT THE TIME CORPORATION'S OPTION, CREDIT FOR THE ORIGINAL PURCHASE PRICE MAY BE ALLOWED PROVIDED THAT DEALER NOTIFIES THE CORPORATION IN WRITING OF SUCH DEFECT WITHIN THIRTY (30) DAYS OF DISCOVERY AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING DEALER RETURNS SUCH PRODUCTS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSTHE CORPORATION'S INSTRUCTIONS. NO PRODUCTS MAY BE RETURNED BY THE DEALER WITHOUT THE CORPORATION'S PRIOR WRITTEN AUTHORIZATION.
10.3 THIS WARRANTY DOES NOT APPLY TO ANY PRODUCT WHICH HAS BEEN SUBJECTED TO MISUSE, ABUSE, NEGLIGENCE OR ACCIDENT BY THE DEALER OR THIRD PARTIES. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU WARRANTY FOR THE CONTROLLER SHALL BECOME VOIDED IF THE SEAL OF ALL WARRANTIESTHE GPS CONTROLLER UNIT IS BROKEN FOR ANY REASON.
10.4 THE CORPORATION MAKES NO OTHER WARRANTY OR REPRESENTATION OF ANY KIND WITH RESPECT TO THE PRODUCTS, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING WITHOUT LIMITATION, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES THAT OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS USE. FAILURE TO ACCURACY, COMPLETENESSMAKE ANY CLAIM IN WRITING, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER WITHIN THE EXERCISE THIRTY (30) DAY PERIOD SET FORTH ABOVE, SHALL CONSTITUTE AN IRREVOCABLE ACCEPTANCE OF THE RIGHTS GRANTED PRODUCTS AND AN ADMISSION BY THE DEALER THAT THE PRODUCTS FULLY COMPLY WITH ALL TERMS, CONDITIONS AND SPECIFICATIONS OF DEALER'S PURCHASE ORDER. THE CORPORATION SHALL NOT BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, UNDER ANY CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, DAMAGE OR LOSS RESULTING FROM INABILITY TO CUSTOMER USE THE PRODUCTS, INCREASED OPERATING COSTS OR LOSS OF SALES, OR ANY OTHER DAMAGES. TO MAKE A CLAIM UNDER THIS SCHEDULE COMPLIES WARRANTY, DEALER MUST NOTIFY THE CORPORATION IN WRITING WITHIN THE WARRANTY PERIOD.
10.5 THE FOREGOING CONSTITUTES THE DEALER'S SOLE AND EXCLUSIVE REMEDY AND THE CORPORATION'S SOLE OBLIGATION WITH APPLICABLE LAWSRESPECT TO PRODUCTS FURNISHED HEREUNDER. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONCiralight Global, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS.Inc. Non-Exclusive Dealer Agreement
Appears in 2 contracts
Sources: Dealer Agreement (Ciralight Global, Inc.), Domestic Non Exclusive Dealer Agreement (Ciralight Global, Inc.)
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE THE APPLICATIONS AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES PRODUCTS ARE PROVIDED IN LIEU ON AN “AS IS” BASIS, WITHOUT ANY WARRANTIES, GUARANTEES, CONDITIONS, OR REPRESENTATIONS OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISESTATUTORY, INCLUDING INCLUDING, BUT NOT LIMITED TO ANY TO, EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, ACCURACY, DESIGN, TITLE, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACYNON-INFRINGEMENT. WE CANNOT AND DO NOT WARRANT THAT THE APPLICATIONS AND PRODUCTS WILL BE UNINTERRUPTED, COMPLETENESSAVAILABLE, ACCESSIBLE, SECURE, TIMELY, ACCURATE, COMPLETE, FREE FROM VIRUSES, OR ADEQUACY OF INFORMATIONERROR-FREE. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR TLT DISCLAIMS ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS MALFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR OMISSIONSPOOR USE CONDITIONS OF THE SERVICES DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, TO THE SATURATION OF THE INTERNET NETWORK OR ANY OTHER ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, DATA NOT WITHIN TLT’S REASONABLE CONTROL. TLT makes no representations or warranties in connection with the Services and Services satisfying any federal, state and/or local licensing board continuing education requirements or standards. It is your sole responsibility to review your respective licensing authority continuing education requirements to determine if our Services and Services will be acceptable.
Appears in 2 contracts
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW EXASOL warrants that the Software, when properly used, will operate in all material respects in conformity with the Documentation and this Agreement. Except as set out in this Agreement, in the event of non-conforming Software Customer's sole remedy and EXASOL's exclusive liability shall be, as applicable and at EXASOL's option, replacement of the affected Software or parts of Software at no additional charge, or a refund of the Fees paid. THIRD PARTY SOFTWARE (EXCLUDING EXASOL’s RELATED UNDERTAKINGS SOFTWARE) IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE PROVIDED "AS IS" WITHOUT ANY WARRANTY, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE. EXASOL DISCLAIMS ALL OTHER WARRANTIES AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESCONDITIONS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WITHOUT LIMITATION THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS WHETHER ARISING BY STATUTE OR IN LAW WITH RESPECT TO ACCURACY, COMPLETENESSTHE SOFTWARE AND DOCUMENTATION. NO WARRANTY IS MADE REGARDING THE RESULTS OF THE SOFTWARE OR THAT ALL ERRORS IN THE SOFTWARE WILL BE CORRECTED, OR ADEQUACY OF INFORMATIONTHAT THE SOFTWARE'S FUNCTIONALITY WILL MEET ALL CUSTOMER'S REQUIREMENTS. CUSTOMER ACKNOWLEDGES HIS RESPONSIBILITY TO REGULARLY AND AGREES THAT INDEPENDENTLY BACK UP DATA MAINTAINED ON THE CLUSTER USING THE SOFTWARE. THE PROPER BACK UP FREQUENCY SHALL BE DETERMINED BY THE CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER WITH RESPECT TO THE EXERCISE RELATIVE IMPORTANCE AND VALUE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSDATA IN QUESTION. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONIf upon request or demand by the Customer EXASOL undertakes work of any substantial form for identifying, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSlocating and repairing errors, which does not fall within EXASOL’s sphere of responsibility (as set out in part 3 “MAINTENANCE” below), EXASOL shall be entitled to invoice Customer for such work at EXASOL then current rates. EXASOL shall seek written permission from the Customer prior to commencing work of this nature.
Appears in 2 contracts
Sources: Software License and Services Agreement, Software Subscription License and Services Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERCOMET warrants to the Customer that (i) the COMET System shall perform in all material respects in accordance with the written specifications provided by COMET, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLand (ii) all services provided to the Customer shall be performed in a competent, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSdiligent, and workmanlike manner in accordance with the terms of the Agreement. THE FOREGOING WARRANTIES ARE PROVIDED WARRANTY SET FORTH IN LIEU OF THIS SECTION 11 IS THE ONLY WARRANTY MADE BY COMET. COMET EXPRESSLY DISCLAIMS, AND THE CUSTOMER EXPRESSLY WAIVES, ALL OTHER WARRANTIES, EXPRESS EXPRESSED OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WITHOUT LIMITATION, NONINFRINGEMENT, WARRANTIES OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE, . COMET DOES NOT WARRANT AND WARRANTIES AS TO ACCURACY, COMPLETENESSSPECIFICALLY DISCLAIMS ANY REPRESENTATIONS THAT THE COMET SYSTEM OR ANY SERVICE WILL MEET THE CUSTOMER’S REQUIREMENTS OR THAT THE OPERATION OF THE COMET SYSTEM OR ANY SERVICE AND/OR THEIR RESPECTIVE USE WILL BE UNINTERRUPTED OR ERROR-FREE, OR ADEQUACY OF INFORMATIONTHAT DEFECTS IN THE COMET SYSTEM OR ANY SERVICE, IF ANY, WILL BE CORRECTED. COMET ALSO EXPRESSLY DISCLAIMS ANY WARRANTIES, EXPRESSED OR IMPLIED, PERTAINING TO ANY SUGGESTIONS, INTERVENTIONS, RECOMMENDATIONS OR PRESCRIPTIONS MADE BY, THROUGH OR RELATING TO THE COMET SYSTEM. THE CUSTOMER ACKNOWLEDGES AND AGREES UNDERSTANDS THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER SUCH SUGGESTIONS, INTERVENTIONS, RECOMMENDATIONS AND PRESCRIPTIONS ARE GENERIC IN NATURE AND THAT THE CUSTOMER, (OR ITS AUTHORIZED USERS, EMPLOYEES, PROFESSIONALS, CONTRACTORS, AGENTS OR AFFILIATES), MUST EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN ITS OWN PROFESSIONAL JUDGMENT IN RELIANCE ON THIS INFORMATIONEACH CASE, AND DRAGOS WILL NOT HAVE THE CUSTOMER AGREES TO ASSUME ANY AND ALL LIABILITY FOR ANY ARISING OUT OF OR RELATED TO SUCH ACTS SUGGESTIONS, INTERVENTIONS, RECOMMENDATIONS OR OMISSIONSPRESCRIPTIONS.
Appears in 2 contracts
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW The Software is provided AS IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERand without warranty of any kind, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGEexpress or implied. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESNO WARRANTY, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEIS MADE WITH RESPECT TO THE SOFTWARE, INCLUDING BUT NOT LIMITED TO WITHOUT LIMITATION ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON- INFRINGEMENT OF THIRD PARTY RIGHTS AND WARRANTIES AS TO ACCURACY, COMPLETENESSTHOSE ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE. NO WARRANTY IS MADE THAT USE OF THE SOFTWARE WILL BE UNINTERRUPTED, OR ADEQUACY THAT ANY ERRORS OR DEFECTS IN THE SOFTWARE WILL BE CORRECTED, OR THAT THE SOFTWARE WILL INTEROPERATE WITH LICENSEE’S SYSTEM, OR THAT THE SOFTWARE’S FUNCTIONALITY WILL MEET LICENSEE’S REQUIREMENTS. NO WARRANTY IS MADE REGARDING THE RESULTS OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE USE OF THE RIGHTS GRANTED SOFTWARE OR THAT THE SOFTWARE WILL ACCURATELY AND RELIABLY TEST CONSTRUCTION DESIGNS FOR COMPLIANCE WITH ANY FEDERAL, STATE OR INDUSTRY STANDARDS, OR THAT THE SOFTWARE WILL PREDICT OR TEST THE SAFETY OR OTHER FEATURE OF A STRUCTURE. ENGINEERING JUDGMENT MUST BE USED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSAPPLY THE SOFTWARE TO DESIGNS AND TO ADJUST DESIGNS TO FIT INDIVIDUAL SITE CONDITIONS. CUSTOMER THE SOFTWARE IS SOLELY RESPONSIBLE NOT INTENDED TO BE A SUBSTITUTE FOR ALL ACTS ENGINEERING KNOWLEDGE, EXPERIENCE OR JUDGMENT. LICENSEE ACKNOWLEDGES ITS RESPONSIBILITY TO: (i) REGULARLY BACK UP DATA MAINTAINED ON ANY HARDWARE USING THE SOFTWARE; AND OMISSIONS TAKEN (ii) ADEQUATELY TEST PRIOR TO DEPLOYMENT EACH VERSION OF THE SOFTWARE IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSA CONFIGURATION WHICH REASONABLY SIMULATES LICENSEE’S PLANNED ENVIRONMENT.
Appears in 2 contracts
Sources: End User Software License Agreement, End User Software License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; Provider warrants that the Services will be performed materially in accordance with the service documentation previously provided for the Services in a professional and workmanlike manner. • The online documentation for the Services is incorporated as a part of this Service Attachment. We reserve the right at any time to modify the online documentation. However, we further warrant that the functionality of the Services will not materially decrease from that available as of the Service Start Date. • HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT PROVIDER DOES NOT WARRANT THAT THE TIME SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. THERE ARE RISKS INHERENT IN INTERNET CONNECTIVITY THAT COULD RESULT IN THE LOSS OF YOUR PRIVACY, CONFIDENTIAL INFORMATION, AND ARE SUBJECT TO CHANGEPROPERTY. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY WE HAVE NO OBLIGATION TO PROVIDE SECURITY OTHER THAN AS STATED IN THIS SERVICE ATTACHMENT. WHILE THE WORLDVIEW OFFERING SERVICES ARE DESIGNED TO IMPROVE THE PROBABILITY OF THE PROTECTION AND SHALL PROVIDE RECOVERY OF INFORMATION COMPARED TO THE WORLDVIEW OFFERING CLIENT’S CURRENT METHODS EMPLOYED, PROVIDER MAKES NO CLAIMS OR WARRANTIES THAT DATA BACK-UPS AND DATA / SERVER / DESKTOP RECOVERIES USING THE SERVICES WILL BE ERROR FREE OR THAT ALL RECOVERIES CAN BE PERFORMED WITHIN A CERTAIN TIME FRAME. • IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL ADDITION, CLIENT ACKNOWLEDGES THAT THIS AGREEMENT CONVEYS NO WARRANTIES, EXPRESS OR IMPLIED, STATUTORY BY ANY THIRD-PARTY VENDORS OF SOFTWARE PRODUCTS MADE AVAILABLE TO CLIENT BY PROVIDER AND THAT THOSE VENDORS DISCLAIM ANY AND ALL LIABILITY, WHETHER DIRECT, INDIRECT OR OTHERWISECONSEQUENTIAL, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEARISING FROM THE SERVICES. SERVICE FEES TERM AND TERMINATION This Service Attachment is effective on the date specified on the Order (the “Service Start Date”). Unless properly terminated by either party, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSthis Attachment will remain in effect through the end of the term specified on the Order (the "Initial Term").
Appears in 2 contracts
Sources: Service Attachment for Managed Services, Service Attachment for Managed Services
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERThe Licensor warrants that the Software is prepared in accordance with the state of art at the date of its conception and shall perform substantially in accordance with its functional and technical specification at the time of delivery. Should the Software be found to contain any non-conformity or defect, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSthe Licensee shall notify the Licensor promptly thereof and the sole and exclusive liability of the Licensor under this Software Licence shall be to correct the same. THE FOREGOING WARRANTIES WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE LICENSOR AND/OR ITS SUPPLIERS AND REMEDIES OF THE LICENSEE ARE PROVIDED EXCLUSIVE AND IN LIEU SUBSTITUTION FOR, AND THE LICENSEE HEREBY WAIVES, RELEASE AND RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF ALL WARRANTIESTHE LICENSOR AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE LICENSEE AGAINST THE LICENSOR, ITS SUPPLIERS AND/OR THEIR INSURERS, EXPRESS OR IMPLIED, STATUTORY ARISING BY LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY SOFTWARE DELIVERED UNDER THIS SOFTWARE LICENCE INCLUDING BUT NOT LIMITED TO TO:
(A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
(B) ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY OR FITNESS FITNESS;
(C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE;
(D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER CONTRACTUAL OR DELICTUAL AND WHETHER OR NOT ARISING FROM THE LICENSOR'S AND/OR ITS SUPPLIERS' NEGLIGENCE, ACTUAL OR IMPUTED; AND
(E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY FOR A PARTICULAR PURPOSELOSS OR DAMAGE TO ANY AIRCRAFT, AND WARRANTIES AS TO ACCURACYCOMPONENT, COMPLETENESSEQUIPMENT, ACCESSORY OR PART THEREOF OR ANY SOFTWARE DELIVERED HEREUNDER. THE LICENSOR AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED CONSEQUENTIAL DAMAGES WITH RESPECT TO CUSTOMER ANY NON-CONFORMITY OR DEFECT IN ANY SOFTWARE DELIVERED UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSSOFTWARE LICENCE. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS THE PURPOSES OF THIS CLAUSE 11, "THE LICENSOR" SHALL INCLUDE THE LICENSOR, ITS AFFILIATES AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSOF THEIR RESPECTIVE INSURERS. The Licensor shall have no liability for data that is entered into the Software by the Licensee and/or used for computation purposes.
Appears in 2 contracts
Sources: Purchase Agreement (China Eastern Airlines Corp LTD), Purchase Agreement (China Eastern Airlines Corp LTD)
Warranty. Seller shall provide a Limited Warranty to the Buyer at Closing. Buyer acknowledges receipt of a copy of the Limited Warranty at the time of signing this Contract. The Limited Warranty is the only warranty, express or implied, which Seller makes to the Buyer.
(a) IT IS HEREBY EXPRESSLY UNDERSTOOD AND AGREED BY THE PARTIES HERETO THAT, EXCEPT FOR THE LIMITED WARRANTY AND EXPECT FOR THOSE ITEMS NOTED IN THE “PUNCH LIST” PURSUAINT TO THE FINAL WALK-THROUGH INSPECTION, (SEE SECTION 17), SELLER IS NOT FURNISHING ANY OTHER WARRANTIES. THE RELEASED PARTIES, DEFINED BELOW, ARE PROVIDING NO WARRANTIES. BUYER AGREES TO ACCEPT THE LIMITED WARRANTY PROVIDED ▇▇▇▇▇, WHETHER EFFECTIVE OR NOT, IN LIEU OF, AND DOES HEREBY RELEASE, WAIVE AND DISCLAIM, ALL OTHER WARRANTIES OF ANY NATURE EXPRESS OR IMPLIED THAT MAY OTHERWISE BE PROVIDED OR IMPLIED AT LAW BY SELLER AND/OR THE FOLLOWING ENTITIES OR INDIVIDUALS: BROKER ONE REAL ESTATE, INC., ITS BROKERS, AGENTS, OWNERS AND EMPLOYEES, SENERGY ONE DEVELOPMENT, INC., WOLF CREEK PROPERTIES, INC. NEW HOME FUNDING, LLC, ▇▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE ▇▇▇▇, AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT ▇▇▇▇▇-▇▇▇▇ (COLLECTIVELY THE TIME AND ARE SUBJECT TO CHANGE. “RELEASED PARTIES”), INCLUDING EXPRESS OR IMPLIED WARRANTIES OF ▇▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLLIKE CONSTRUCTION, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESHABITABILITY, EXPRESS OR IMPLIEDMERCHANTABILITY, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR USE, DESGIN CONDITION OR QUALITY OR OTHERWISE AS TO THE DWELLING UNIT, THE PROPERTY AND OTHER IMPROVEMETNS CONSTRUCED OR INSTALLED THEREON. BUYER FURTHER WAIVES ANY AND ALL CLAIMS AGAINST SELLER AND/OR THE RELEASED PARTIES FOR INTENTIONAL OR NEGLIGENT MISREPRESNTATION, NEGLEIGENCE, OR DEVELOPER LIABILITY, INCLUDING, BUT NOT NECESSARILY LIMTED TO, CLAIMS PREMISED UPON AN ALLEGED FAILURE OF THE SELLER OR THE RELEASED PARTIES TO: i) EXCERISE REASONABLE CARE TO ENSURE THAT THE LOT(S) UPON WHICH THE DWELLING UNIT IS CONSTRUCTED ARE SUITABLE FOR CONSTRUCTION; ii) TO DISCLOSE INFORMATION RELEVANT TO THE SUITABILITY OF THE LOT(S) FOR CONSTRUCTION; OR iii) TO ADEQUATELY SELECT OR SUPERVISE ANY CONTRACTOR(S) OR SUBCONTRACTOR(S) ENGAGED IN THE CONSTRUCTION OF THE DWELLING UNIT, OR PREPARATION OF THE LOT ON WHICH IT IS LOCATED. THE RELEASED PARTIES SHALL BE CONSIDERED THIRD PARTY BENEFICIARIES OF THIS AGREEMENT AND SHALL BE ENTITLED TO INDEPENDENNTLY ENFORCE THE SAME. SOULD ANY OF THE WAIVERS OR RELEASES PROVIDED HEREIN BE DEEMED VOID OR OTHERWISE UNENFORCEABLE BY A COURT OF COMPLETENT JURISDICTION, THEN THIS CONTRACT SHALL BE MODIFIED TO THE EXTENT AND ONLY TO THE EXTENT THAT IS NECESSARY TO RENDER THE WAIVERS AND RELEASES VALID AND ENFORCEABLE AND THE RELEASES AND WAIVERS HEREIN SHALL BE OTHERWISE ENFORCED TO THE MAXIMUM EXTENT POSSIBLE. BUYER ACKNOWLEDGES THAT ▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ AND ▇▇▇▇▇▇▇ ▇▇▇▇ ARE OWNERS OF OR HAVE OWNERSHIP INTERESTS IN ALL OF THE ENTITIES THAT COMPRISE THE RELEASED PARTIES. BUYER ACKNOWLEDGES THAT BUYER HAS BEEN ADVISED THAT THIS DOCUMENT IS A CONTRACT WITH LEGAL EFFECT, AND WARRANTIES AS THAT BUYER SHOULD SEEK LEGAL ADVICE WITH RESPECT TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES ITS CONTENTS AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSEFFECT.
Appears in 2 contracts
Sources: New Home Purchase Contract, New Home Purchase Contract
Warranty. ▇▇▇▇▇▇ (a) Grant represents and warrants to Licensee that except as set forth in Schedule 8.1(a), Grant is not currently aware of any claims by third parties that the Technology infringes upon or violates the rights of any third party in the Exclusive Territory.
(b) GRANT WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS THE TECHNOLOGY SUPPLIED TO COMPILE LICENSEE PURSUANT TO THIS AGREEMENT SHALL, IF PROPERLY APPLIED UNDER CIRCUMSTANCES EQUIVALENT AT GRANT'S MANUFACTURING OPERATIONS, WILL PERMIT THE LICENSEE TO THREAD ATLAS BRADFORD CONNECTIONS OF THE SAME KIND AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS NATURE THREADED BY GRANT AT ANY GIVEN TIME; ITS FACILITIES, PROVIDED, HOWEVER, NO REPRESENTATION OR WARRANTY IS MADE OR GIVEN AS TO THE SUITABILITY OF THE TECHNOLOGY TO THREAD PRODUCTS IN ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT MANNER DIFFERENT THAN THAT CONDUCTED BY GRANT. EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE TIME PATENTS, TECHNOLOGY AND TRADEMARKS TO BE LICENSED UNDER THIS AGREEMENT ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU BEING LICENSED WITHOUT REPRESENTATION OR WARRANTY OF ALL WARRANTIES, EXPRESS ANY KIND OR IMPLIED, STATUTORY OR OTHERWISENATURE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR TITLE, DESIGN, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ABSENCE OF DEFECTS, LATENT OR OTHERWISE, INFRINGEMENT OR MERCHANTABILITY. IT BEING UNDERSTOOD THAT THE LICENSES GRANTED HEREUNDER ARE BEING PROVIDED STRICTLY ON AN "AS IS" WHERE IS BASIS. GRANT'S SOLE OBLIGATION TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER LICENSEE UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER WARRANTY IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSLIMITED TO REPLACEMENT OF NON-CONFORMING TECHNOLOGY.
Appears in 2 contracts
Sources: Master Technology License Agreement (Grant Prideco Inc), Master Technology License Agreement (Grant Prideco Inc)
Warranty. ▇▇▇▇▇▇ WARRANTS THE SOFTWARE AS PROVIDED UNDER THIS AGREEMENT IS PROVIDED ON AN “AS IS” BASIS. LICENSEE AGREES THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERSOFTWARE, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT ITS MODULES, INCLUDING THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLSAAS MODULES, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, WITHOUT ANY EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEIMPLIED WARRANTY, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY TITLE, QUIET ENJOYMENT, QUIET POSSESSION, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR NONINFRINGEMENT. FURTHERMORE, CEGSOFT DOES NOT MAKE ANY WARRANTIES OF ANY KIND WITH RESPECT TO LOSS OR CORRUPTION OF DATA, LOSS OR DAMAGE TO EQUIPMENT AND/OR SOFTWARE, SYSTEM RESPONSE TIMES, TELECOMOMUNICATION LINES OR OTHER COMMUNICATION DEVICES, QUALITY, AVAILIABITY, RELIABILITY, SECURITY ACCESS DELAYS OR ACCESS INTERRUPTIONS, NOR COMPUTER VIRUSES, BUGS OR ERRORS. CEGSOFT DOES NOT MAKE ANY WARRANTIES THAT THE SERVICE NOR THE SUBSCRIPTION WILL NOT BE INTERUPTED OR ERROR FREE OR AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE AND CEGSOFT ASSUMES NO RESPONSITIBLITY. CEGSOFT, ITS AFFILIATES, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONTHEIR RESPECTIVE REPRESENTATIVES ARE NOT LIABLE, AND DRAGOS WILL NOT HAVE EXPRESSLY DISCLAIM ANY LIABILITY FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM LICENSEE OR STORED BY LICENSEE VIA THE SOFTWARE PROVIDED BY CEGSOFT. NO ORAL ADVICE OR WRITTEN INFORMAITON GIVEN BY CEGSOFT REPRESENTATIVES WILL CREATE A WARRANTY; NOR MAY THE LICENSEE RELY ON ANY SUCH ACTS INFORMATION OR OMISSIONSADVICE. CEGSOFT DOES NOT WARRANT THAT THE PUERTO RICO INTERNAL REVENUE SERVICE (“HACIENDA”) AND THE HACIENDA COMPUTER SYSTEMS WILL BE WILLING, AVAILABLE, AND/OR CAPABLE TO RECEIVE, HOLD, ARCHIVE, OR OTHERWISE ACCEPT, FILE, AND ACCOUNT FOR THE RECEIPT OF ANY FILING TAX FORMS OR ANY INFORMATION. Paying for Licensee’s, User’s, or any third parties internet access is not CEGSOFT’s responsibility. Any charges and fees by internet service providers is Licensee’s and/or User’s sole responsibility. CEGSOFT does not warrant the availability, quality, service, operability, or any other aspect of the internet connectivity and service provided by any internet service providers. You agree to not Use the Software to: (a) upload or otherwise transmit any content or domain name that is unlawful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; (b) harm minors in any way; (c) impersonate any person or entity, including, but not limited to, any CEGSOFT representative, or misrepresent your affiliation with any person or entity; (d) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Software; (e) upload or otherwise transmit any content that you do not have a right to transmit under any law or under contractual relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (f) upload or otherwise transmit any content or domain name that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any person; (g) upload or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (h) interfere with or disrupt the Software or servers or networks connected to the Software; or (i) violate any applicable law or regulation . .
Appears in 2 contracts
Sources: End User Software License Agreement, End User Software License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS 9.1 Digital Sandbox will render all Services in a professional manner in accordance with generally accepted industry standards and the terms of Exhibit B. Digital Sandbox warrants that the Licensed Software will perform substantially in accordance with the Documentation during the term of the applicable Order Form. Digital Sandbox does not warrant that the operation of the software will be uninterrupted or error free. Digital Sandbox shall correct material Documentation errors by including such correction in its next release of such Documentation. To the best knowledge of Digital Sandbox, the Hosted Services do not contain viruses, trojan horses, worms, time bombs or cancel bots.
9.2 Digital Sandbox’s warranty will be void if any failure has resulted from unauthorized modification, misuse, accident, abuse, or misapplication of the Licensed Software or the Hosted Services by any party other than Digital Sandbox.
9.3 DIGITAL SANDBOX DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT, WITH RESPECT TO THE LICENSED SOFTWARE, THE SERVICES, THE PRE-EXISTING WORKS, THE CUSTOMIZED REPORTS AND THE DOCUMENTATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE THE LICENSED SOFTWARE, THE SERVICES AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME CUSTOMIZED REPORTS ARE PROVIDED “AS IS” AND ARE SUBJECT DESIGNED TO CHANGEBE TOOLS TO ASSIST IT IN EVALUATING VULNERABILITIES, THREATS AND RISKS TO ITS ASSETS, INFRASTRUCTURE AND SYSTEMS. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL DIGITAL SANDBOX MAKES NO WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO THE ACCURACY, COMPLETENESSADEQUACY, TIMELINESS OR COMPLETENESS OF ANY OF THE CUSTOMIZED REPORTS, THE SERVICES OR ANY DATA GENERATED BY THE LICENSED SOFTWARE, OR ADEQUACY THAT LICENSED SOFTWARE, THE SERVICES OR THE CUSTOMIZED REPORTS WILL OPERATE ERROR FREE OR UNINTERRUPTED OR WILL ACCURATELY PREDICT OR IDENTIFY ALL VULNERABILITIES, THREATS OR THE RISK EXPOSURE OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER CUSTOMER’S ASSETS, INFRASTRUCTURE OR SYSTEMS OR PROPERLY CHARACTERIZE THE EXERCISE SEVERITY OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSSUCH VULNERABILITY, THREAT OR RISK. CUSTOMER IS SOLELY RESPONSIBLE AND LIABLE FOR ALL ACTS VERIFYING THE SECURITY, ACCURACY AND OMISSIONS TAKEN ADEQUACY OF ANY OUTPUT FROM THE LICENSED SOFTWARE OR THE INFORMATION CONTAINED IN RELIANCE ON THIS INFORMATIONA CUSTOMIZED REPORT, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSRELIANCE THEREON. CUSTOMER AGREES TO BACKUP ALL DATA RESIDING ON DIGITAL SANDBOX’S SYSTEMS.
Appears in 2 contracts
Sources: Master Subscription Agreement, Master Subscription Agreement
Warranty. ▇▇▇▇▇▇ SELLER EXPRESSLY WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE ALL PRODUCTS WILL BE (I) IN STRICT CONFORMANCE WITH ALL APPLICABLE SPECIFICATIONS, DRAWINGS, INSTRUCTIONS, DATA, SAMPLES, AND ANALYZE STANDARDS SPECIFIED BY THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERCOMPANY, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT (II) MERCHANTABLE, FREE FROM DEFECTS IN DESIGN, MATERIAL AND WORKMANSHIP, (III) AS DESCRIBED AND ADVERTISED, OF GOOD QUALITY, FIT FOR THE TIME INTENDED PURPOSES (OF WHICH SELLER ACKNOWLEDGES AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS IS FULLY AWARE), (IV) COMPOSED OF ALL NEW COMPONENTS, (V) FREE FROM ALL LIENS, ENCUMBRANCES AND ANY ACTUAL OR CLAIMED PATENT, COPYRIGHT, TRADEMARK, TRADE SECRET OR OTHER INTELLECTUAL PROPERTY RIGHTS INFRINGEMENT, AND (VI) MANUFACTURED IN COMPLIANCE WITH ALL APPLICABLE FEDERAL, STATE AND LOCAL LAWS, REGULATIONS OR ORDERS, AND AGENCY OR ASSOCIATION STANDARDS OR OTHER STANDARDS APPLICABLE TO THE REQUISITE SKILLMANUFACTURE, KNOWLEDGE AND AUTHORITY TO PROVIDE LABELING, TRANSPORTING, LICENSING, APPROVAL OR CERTIFICATION OF THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSPRODUCTS. THE FOREGOING THESE WARRANTIES ARE PROVIDED IN LIEU OF ADDITION TO ALL OTHER WARRANTIES, EXPRESS EXPRESS, IMPLIED OR IMPLIEDSTATUTORY, STATUTORY WHICH MAY BE APPLICABLE. COMPANY’S APPROVAL OF SELLER’S DESIGN, MATERIAL, PROCESS, DRAWING, SPECIFICATIONS OR THE LIKE WILL NOT BE CONSTRUED TO RELIEVE SELLER OF THE WARRANTIES SET FORTH HEREIN. LIMITATIONS ON COMPANY’S REMEDIES (OR DISCLAIMERS OF WARRANTIES) IN DOCUMENTS OF SELLER, OR OTHERWISE, INCLUDING BUT WOULD BE MATERIAL TO THIS CONTRACT AND WILL NOT LIMITED BE EFFECTIVE AND ARE HEREBY OBJECTED TO ANY IMPLIED AND REJECTED. ALL WARRANTIES AND OTHER PROVISIONS OF MERCHANTABILITY THIS SECTION WILL (A) SURVIVE INSPECTION OR FITNESS FOR A PARTICULAR PURPOSEACCEPTANCE OF, PAYMENT FOR, AND WARRANTIES AS TO ACCURACYUSE OF THE PRODUCTS AND COMPLETION, COMPLETENESSTERMINATION, OR ADEQUACY CANCELLATION OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS.CONTRACT,
Appears in 2 contracts
Sources: Terms and Conditions for Purchase of Products, Terms and Conditions for Purchase of Products
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE ATL represents that it has the right to transfer to SonoSight its rights to the Handheld Technology as set forth in this Agreement, and the right to grant to SonoSight the right to use the ATL Technology under the terms and conditions in this Agreement. ATL MAKES NO OTHER REPRESENTATION OR WARRANTY CONCERNING THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT HANDHELD TECHNOLOGY OR THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESATL TECHNOLOGY, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ATL MAKES NO WARRANTY CONCERNING SONOSIGHT'S ABILITY TO MAKE ANY DEVICES OR PRODUCTS INCLUDING HANDHELD ULTRASOUND DEVICES USING THE HANDHELD TECHNOLOGY OR THE ATL TECHNOLOGY, AND WARRANTIES AS TO ACCURACYINCLUDING ANY WARRANTY THAT THE HANDHELD TECHNOLOGY OR THE ATL TECHNOLOGY IS ERROR FREE OR THAT THE HANDHELD TECHNOLOGY OR THE ATL TECHNOLOGY WILL NOT INFRINGE ANY PATENT, COMPLETENESSCOPYRIGHT, TRADE SECRET, OR ADEQUACY OTHER RIGHTS OF INFORMATIONANY THIRD PARTY. CUSTOMER ACKNOWLEDGES AND AGREES SonoSight represents that it has the right to grant to ATL the right to use the Handheld Technology and the SonoSight Technology under the terms and conditions in this Agreement. SONOSIGHT MAKES NO OTHER REPRESENTATION OR WARRANTY CONCERNING THE HANDHELD TECHNOLOGY OR THE SONOSIGHT TECHNOLOGY, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SONOSIGHT MAKES NO WARRANTY CONCERNING ATL'S ABILITY TO MAKE ANY PRODUCTS USING THE HANDHELD TECHNOLOGY OR THE SONOSIGHT TECHNOLOGY, INCLUDING ANY WARRANTY THAT CUSTOMER THE HANDHELD TECHNOLOGY OR THE SONOSIGHT TECHNOLOGY IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER ERROR FREE OR THAT THE EXERCISE OF HANDHELD TECHNOLOGY OR THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS SONOSIGHT TECHNOLOGY WILL NOT HAVE INFRINGE ANY LIABILITY FOR PATENT, COPYRIGHT, TRADE SECRET, OR OTHER RIGHTS OF ANY SUCH ACTS OR OMISSIONSTHIRD PARTY.
Appears in 2 contracts
Sources: Technology Transfer and License Agreement (Sonosight Inc), Technology Transfer and License Agreement (Sonosight Inc)
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS A. Builder will provide warranty coverage on the Improvements to Buyer pursuant to the attached and incorporated Express Limited Home Warranty. BUILDER AGREES TO COMPILE AND ANALYZE COMPLY WITH THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGEEXPRESS LIMITED HOME WARRANTY AS ITS EXPRESS CONTRACTUAL WARRANTY. ▇▇▇▇▇▇ UNLESS BUILDER HAS ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY ELECTED TO PROVIDE A THIRD-PARTY WARRANTY, BUILDER AND BUYER AGREE THAT THE WORLDVIEW OFFERING EXPRESS LIMITED HOME WARRANTY CONSTITUTES THE EXCLUSIVE WARRANTY TO BE MADE AVAILABLE BY BUILDER AND SHALL PROVIDE THE WORLDVIEW OFFERING IS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU PLACE OF AND SUPERSEDES AND PRECLUDES ALL OTHER GUARANTIES OR WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING BUT NOT LIMITED TO WARRANTIES OF PERFORMANCE, WORKMANSHIP, REPAIR, MODIFICATION, MERCHANTABILITY, SUITABILITY AND FITNESS. ANY AND ALL IMPLIED WARRANTIES ARE HEREBY DISCLAIMED BY BUILDER AND WAIVED BY BUYER, INCLUDING BUT NOT LIMITED TO ANY THE IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY GOOD AND WORKMANLIKE REPAIR OR FITNESS FOR A PARTICULAR PURPOSEMODIFICATION OF EXISTING TANGIBLE GOODS OR PROPERTY AND THE IMPLIED WARRANTY OF GOOD AND WORKMANLIKE CONSTRUCTION. THE PARTIES AGREE THAT THE EXPRESS LIMITED HOME WARRANTY AND THIRD-PARTY WARRANTY, IF APPLICABLE, ADEQUATELY SET FORTH THE MANNER, PERFORMANCE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE QUALITY OF THE RIGHTS GRANTED CONSTRUCTION OF THE HOME AND IMPROVEMENTS AND SERVICES TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSBE PERFORMED. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONBuyer acknowledges, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSunderstands, and agrees that the terms of the Express Limited Home Warranty and Third-Party Warranty, if applicable, are clear, specific, and sufficiently detailed to establish the only standards of construction performance or service that Builder or Warrantor are obligated to meet. The Parties agree that this Express Limited Home Warranty will control any warranty, workmanship, material, or any other defect claims regarding the Property or Improvements. For items in need of repair under the Express Limited Home Warranty, the Parties agree that Builder shall have the sole right to determine the means, method, and manner of repair to be implemented. In the event that the Express Limited Home Warranty or the Third-Party Warranty do not specify a building or performance standard for the identified item, the usual and customary industry standards for similar improvements in the geographic region shall govern. In short, the Express Limited Home Warranty provides warranty coverage on the Improvements for one (1) year for workmanship and materials, two (2) years for plumbing, electrical, heating, and air-conditioning delivery systems, and ten (10) years for major structural components of the Improvements. Under no circumstance is any landscaping, whether currently existing trees, plants, or grass on the subject property, or any of those installed by Builder, warranted by the Express Limited Home Warranty or any other warranty. Builder and Buyer agree that no warranty of any kind exists on landscaping in consideration for issuance of the Express Limited Home Warranty and any Third-Party Warranty. It is incumbent upon the Buyer to properly maintain and care for any landscaping.
B. Builder will will not also provide a third-party warranty (Third-Party Warranty) provided through a third- party warranty company. If a Third-Party Warranty is provided, Buyer shall first file and pursue any claim that may be covered by the Third-Party Warranty with the third-party warranty company prior to making any warranty claim against Builder under the Express Limited Home Warranty.
C. Builder shall construct the Improvements in a manner that passes all applicable municipal or county inspections; passage of such inspections indicates compliance with applicable codes and standards. Failure to meet an applicable code or standard by itself for any element of the Improvements does not give rise to strict liability and it is not negligence per se, breach of contract or breach of warranty and does not create a cause of action or warranty claim against Builder. A claim or allegation that there is a failure to meet applicable code must be accompanied by
(1) actual physical damage resulting from that failure or violation of code to the Property or Improvements, or (2) an immediate threat to the health and safety for the occupants or invitees. Builder shall not be required to utilize any repair method that would result in economic waste or be required to repair items or areas that are not damaged.
D. Any Manufactured Product warranties will be assigned, without recourse, to Buyer upon payment of the Total Sales Price. This assignment shall be evidenced by Builder’s execution and delivery to Buyer of the “Assignment of Manufactured Product Warranties”. Buyer understands and agrees that proper maintenance of the Improvements is required to ensure (i) the Express Limited Home Warranty and Third-Party Warranty, if applicable remains in effect, and (ii) the proper performance of the Improvements.
Appears in 2 contracts
Sources: Residential Completed Home Contract, Residential Completed Home Contract
Warranty. ▇▇▇▇▇▇ 6.1 THE CORPORATION WARRANTS THAT WORLDVIEW IS BASED ON DRAGOSTO THE DISTRIBUTOR EACH PRODUCT SOLD BY IT TO BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP UPON DELIVERY.
6.2 PRODUCTS WHICH DO NOT CONFORM TO THEIR DESCRIPTION OR WHICH ARE DEFECTIVE IN MATERIAL OR WORKMANSHIP WILL, BY THE CORPORATION’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERDECISION, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT BE REPLACED OR REPAIRED, OR, AT THE TIME CORPORATION’S OPTION, CREDIT FOR THE ORIGINAL PURCHASE PRICE MAY BE ALLOWED PROVIDED THAT DISTRIBUTOR NOTIFIES THE CORPORATION IN WRITING OF SUCH DEFECT WITHIN 30 DAYS OF DISCOVERY AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING DISTRIBUTOR RETURNS SUCH PRODUCTS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSTHE CORPORATION'S INSTRUCTIONS. THIS WARRANTY WILL NOT APPLY AFTER THREE YEARS FROM THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU DATE OF ALL WARRANTIESDELIVERY OF THE PRODUCTS. NO PRODUCTS MAY BE RETURNED BY THE DISTRIBUTOR WITHOUT THE CORPORATION'S PRIOR WRITTEN AUTHORIZATION.
6.3 THIS WARRANTY DOES NOT APPLY TO ANY PRODUCT WHICH HAS BEEN SUBJECTED TO MISUSE, ABUSE, NEGLIGENCE OR ACCIDENT BY THE DISTRIBUTOR OR THIRD PARTIES.
6.4 THE CORPORATION MAKES NO OTHER WARRANTY OR REPRESENTATION OF ANY KIND WITH RESPECT TO THE PRODUCTS, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING WITHOUT LIMITATION, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES THAT OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS USE. FAILURE TO ACCURACY, COMPLETENESSMAKE ANY CLAIM IN WRITING, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER WITHIN THE EXERCISE 30-DAY PERIOD SET FORTH ABOVE, SHALL CONSTITUTE AN IRREVOCABLE ACCEPTANCE OF THE RIGHTS GRANTED PRODUCTS AND AN ADMISSION BY THE DISTRIBUTOR THAT THE PRODUCTS FULLY COMPLY WITH ALL TERMS, CONDITIONS AND SPECIFICATIONS OF DISTRIBUTOR'S PURCHASE ORDER. THE CORPORATION SHALL NOT BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, UNDER ANY CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, DAMAGE OR LOSS RESULTING FROM INABILITY TO CUSTOMER USE THE PRODUCTS, INCREASED OPERATING COSTS OR LOSS OF SALES, OR ANY OTHER DAMAGES. TO MAKE A CLAIM UNDER THIS SCHEDULE COMPLIES WARRANTY, DISTRIBUTOR MUST NOTIFY THE CORPORATION IN WRITING WITHIN THE WARRANTY PERIOD.
6.5 THE FOREGOING CONSTITUTES THE DISTRIBUTOR'S SOLE AND EXCLUSIVE REMEDY AND THE CORPORATION'S SOLE OBLIGATION WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSRESPECT TO PRODUCTS FURNISHED HEREUNDER.
Appears in 2 contracts
Sources: Distribution Agreement (XPEL, Inc.), Distribution Agreement (XPEL, Inc.)
Warranty. ▇▇▇▇▇▇ a. AMRI WARRANTS THAT WORLDVIEW IS BASED (i) ALL PRODUCTS MANUFACTURED BY IT PURSUANT TO THIS AGREEMENT SHALL COMPLY WITH THE SPECIFICATIONS AND cGMP IF SO SPECIFIED IN A WORK ORDER HEREUNDER., AND CONFORM TO THE INFORMATION SHOWN ON DRAGOS’S REASONABLE EFFORTS TO COMPILE THE CERTIFICATE OF ANALYSIS, AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME (ii) ALL SERVICES SHALL BE PERFORMED IN A PROFESSIONAL AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING WORKMANLIKE MANNER IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU , BUT MAKES NO OTHER WARRANTY OR REPRESENTATION OF ALL WARRANTIESANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING, INCLUDING BUT NOT LIMITED TO ANY IMPLIED TO, THE WARRANTIES OF OR MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE.
b. EXCEPT FOR THE WARRANTIES PROVIDED IN SECTIONS 10(a) AND 15, NEITHER PARTY MAKES ANY WARRANTY, EXPRESSED OR IMPLIED BY STATUTE OR IN WRITING, REGARDING THE SERVICES OR THE PRODUCT, INCLUDING WITHOUT LIMITATION ANY WARRANTY REGARDING THEIR FITNESS FOR PURPOSE, THEIR QUALITY, THEIR MERCHANTABILITY OR THEIR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES. ANY OTHER REPRESENTATIONS OR WARRANTIES MADE BY ANY PERSON OR ENTITY, INCLUDING EMPLOYEES OR REPRESENTATIVES OF A PARTY HERETO, THAT ARE INCONSISTENT HEREWITH, SHALL BE DISREGARDED AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE SHALL NOT BE BINDING ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSPARTY.
Appears in 2 contracts
Sources: Revenue Participation Agreement, Revenue Participation Agreement (Sunesis Pharmaceuticals Inc)
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE 10.1. PRESAGIS warrants to Licensee, and no other third party, that for a period of ninety (90) days from the date of delivery of the Product:
a) the Product will perform substantially in accordance with the published specifications of the Product provided that no modifications (authorized or unauthorized) have been made to the Product and that Licensee makes proper use of the Product as authorized hereunder; and,
b) the media on which any Software or other part of the Product is provided will be free from defects in materials and workmanship.
10.2. EXCEPT FOR THE LIMITED AND ANALYZE EXCLUSIVE WARRANTIES MENTIONED IN THIS SECTION 10.1 a) AND b), THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME PRODUCT AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES SOFTWARE ARE PROVIDED IN LIEU OF “AS IS”. TO THE EXTENT PERMITTED BY APPLICABLE LAW, LICENSEE ACKNOWLEDGES THAT PRESAGIS PROVIDES NO FURTHER WARRANTY NOR ANY INDEMNITY TO LICENSEE HEREUNDER AND ALSO EXCLUDES ALL WARRANTIESINDEMNITIES OR WARRANTIES WHETHER EXPRESS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISESTATUTORY, INCLUDING BUT NOT LIMITED TO ARISING IN LAW OR IN EQUITY IN RESPECT OF THE SOFTWARE OR PRODUCT, AND ANY IMPLIED WARRANTIES OTHER WARRANTY OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND INFRINGEMENT, TITLE, OR OF LATENT DEFECTS ARISING IN LAW OR OTHERWISE WITH RESPECT TO THE SOFTWARE OR THE PRODUCT. PRESAGIS MAKES NO WARRANTIES AS TO ACCURACY, COMPLETENESS, OR THE ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE SOFTWARE OR PRODUCT OR TO THE SUITABILITY OF THE RIGHTS GRANTED SAME FOR USE BY LICENSEE. NO WRITTEN OR ORAL INFORMATION OR ADVICE GIVEN TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSLICENSEE BY PRESAGIS OR ITS DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS SHALL CREATE A WARRANTY OF ANY TYPE. CUSTOMER IS SOLELY RESPONSIBLE FOR PRESAGIS DOES NOT WARRANT A) THAT THE OPERATION OF THE SOFTWARE OR PRODUCT WILL BE UNINTERRUPTED OR ERROR-FREE; OR, B) THAT ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS PRODUCT ERRORS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSBE CORRECTED.
Appears in 2 contracts
Sources: Software License Agreement, Software License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVEROxford warrants that the Products shall conform in all material respects to the labeling supplied by Oxford for six (6) months from date of shipment. Oxford’s sole obligation under this warranty is to repair or replace any defective Product. This warranty shall not apply to defects resulting from misuse, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSnegligence or accident. THE FOREGOING PROVISIONS SET FORTH OXFORD’S SOLE AND EXCLUSIVE REPRESENTATIONS, WARRANTIES ARE PROVIDED IN LIEU AND OBLI-GATIONS WITH RESPECT TO THE PRODUCT AND OXFORD MAKES NO OTHER WARRANTY OF ALL WARRANTIESANY KIND WHATSOEVER, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY . OXFORD SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES WAR-RANTIES OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACYWHETHER ARISING FROM A STATUTE OR OTHERWISE IN LAW, COMPLETENESSEQUITY OR FROM A COURSE OF DEALING OR USAGE OF TRADE. OXFORD’S LIABILITY ARISING OUT THE MANUFACTURE, SALE OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE SUPPLY OF THE RIGHTS GRANTED PRODUCTS OR THEIR USE OR DISPOSITION, WHETHER BASED UPON WARRANTY, CONTRACT, TORT OR OTHERWISE, SHALL NOT EXCEED THE ACTUAL PURCHASE PRICE PAID BY CUSTOMER FOR THE PRODUCTS, EXCEPT AS PROVIDED IN CLAUSES 4 AND 5 BELOW. SUCH LIMITED WARRANTY IS GIVEN SOLELY TO THE ORIGINAL CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSAND IS NOT GIVEN TO, NOR MAY IT BE RELIED UPON BY, ANY THIRD PARTY, INCLUDING WITHOUT LIMITATION, CUSTOMERS OF CUSTOMER. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONSOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO THAT ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSWHICH VARY, FROM STATE TO STATE.
Appears in 2 contracts
Sources: Master Terms and Conditions of Sale, Master Terms and Conditions of Sale
Warranty. Seller warrants goods manufactured by it will be free from defects in material and workmanship for one (1) year following the date of shipment. If any of the Goods are found by Seller to be defective, such Goods will, at the Seller's option, be replaced or repaired at Seller's cost. The parties hereto expressly agree that ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE's sole and exclusive remedy against the Seller shall be for the repair or replacement of defective Goods as provided herein. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSThe exclusive remedy shall not be deemed to have failed of its essential purpose so long as the seller is willing and able to repair or replace defective Goods in the prescribed manner. THE FOREGOING WARRANTIES ARE PROVIDED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY INCLUDING THOSE OF MERCHANTABILITY OR OTHERWISEFITNESS FOR ANY PURPOSE NOT EXPRESSLY SET FORTH HEREIN. NO AFFIRMATION OF SELLER, BY WORDS OR ACTION, OTHER THAN AS SET FORTH IN THIS SECTION 3 OR IN THE ADDITIONAL WARRANTY PROVIDED BY SELLER WITH RESPECT TO ITS MAGNICATOR II PRODUCTS AND ACCESSORIES (pages 5 - 6), SHALL CONSTITUTE A WARRANTY. GOODS WHICH MAY BE SOLD BY SELLER BUT WHICH ARE NOT MANUFACTURED BY SELLER ARE NOT WARRANTED BY SELLER, BUT ARE SOLD ONLY WITH THE WARRANTIES, IF ANY, OF THE MANUFACTURERS THEREOF. THIS WARRANTY DOES NOT COVER LABOR OR OTHER COSTS OR EXPENSES TO REMOVE OR INSTALL ANY DEFECTIVE, REPAIRED OR REPLACED GOODS. SELLER'S WARRANTY DOES NOT APPLY TO ANY GOODS WHICH HAVE BEEN SUBJECTED TO MISUSE, MISHANDLING, MISAPPLICATION, NEGLECT (INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES IMPROPER MAINTENANCE), ACCIDENT, IMPROPER INSTALLATION, MODIFICATION (INCLUDING BUT NOT LIMITED TO USE OF MERCHANTABILITY UNAUTHORIZED PARTS OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESSATTACHMENTS), OR ADEQUACY ADJUSTMENT OR REPAIR PERFORMED BY ANYONE OTHER THAN SELLER OR ONE OF INFORMATIONSELLERS AUTHORIZED AGENTS. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSAny claim by ▇▇▇▇▇ with reference to the goods sold hereunder shall be deemed waived by the Buyer unless submitted in writing to Seller within the earlier of (i) thirty (30) days following the date Buyer discovered or by reasonable inspection should have discovered, any claimed breach of the foregoing warranty, or (ii) thirteen (13) months following the date of shipment. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONAny cause of action for breach of the foregoing warranty shall be brought within one year from the date the alleged breach was discovered or should have been discovered, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSwhichever occurs first.
Appears in 2 contracts
Sources: Terms and Conditions, Terms and Conditions
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE 6.1 CETENA guarantees that the Software will operate in substantial compliance with the features and performance indicated in the Documentation for the entire Warranty Period (the “Warranty”).
6.2 During the Warranty Period CETENA obligations shall be limited to the restoration of the Software to its normal operating conditions, as per above Paragraph 6.1.
6.3 EXCEPT FOR THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT LIMITED WARRANTY PROVIDED FOR IN THIS SECTION, CETENA DOES NOT MAKE ANY GIVEN TIME; HOWEVERWARRANTY, CONDITION OR OTHER COMMITMENT OF ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESKIND, EXPRESS OR IMPLIED, STATUTORY INCLUDING WITHOUT LIMITATION, WARRANTIES, CONDITIONS OR OTHERWISEOTHER COMMITMENT CONCERNING SYSTEM INTEGRATION, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR SATISFACTORY QUALITY OF THE SOFTWARE. THE CUSTOMER ACKNOWLEDGES THAT NO REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THE AGREEMENT HAVE BEEN MADE WITH RESPECT TO THE SOFTWARE, AND WARRANTIES AS TO ACCURACYTHAT THE CUSTOMER HAS NOT RELIED ON ANY REPRESENTATION NOT EXPRESSLY SET OUT IN THE AGREEMENT. WITHOUT LIMITING THE FOREGOING, COMPLETENESSCETENA DOES NOT WARRANT THAT THE SOFTWARE WILL MEET CUSTOMER'S REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE. FURTHER, OR ADEQUACY OF INFORMATION. THE CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER CETENA HAS NO CONTROL OVER THE INTERNET, AND THAT CETENA IS SOLELY RESPONSIBLE NOT LIABLE FOR DETERMINING WHETHER THE EXERCISE DISCONTINUANCE OF OPERATION OF ANY PORTION OF THE RIGHTS GRANTED INTERNET OR POSSIBLE REGULATION OF THE INTERNET THAT MIGHT RESTRICT OR PROHIBIT THE OPERATION OF THE SOFTWARE. THE PROVISIONS OF THIS PARAGRAPH SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED UNDER THE APPLICABLE LAW.
6.4 The CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSacknowledges and agrees that the performance of the Software may vary with equipment and telecommunication links with which it is used. The CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONshall therefore be solely responsible for making the appropriate checks in respect of the systems/software solutions required to duly support the use of the Software.
6.5 Any hardware or physical support on which the Software is installed is exclusively subject to the warranties provided by the relevant manufacturers. CETENA does not provide any warranty, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSnor does undertake any maintenance obligations, in respect of such components.
Appears in 2 contracts
Sources: General Agreement, General Agreement
Warranty. ▇▇▇▇▇▇ Anduin represents and warrants that (i) it will provide the SaaS Services in a professional manner consistent with general industry standards, (ii) it will comply with all applicable law in the performance of the SaaS Services, and (iii) the SaaS Services will perform substantially in accordance with the Documentation. For any beach of a warranty, Customer’s exclusive remedy shall be as provided in Section 6. 8.2 ANDUIN WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING SAAS SERVICES WILL PERFORM IN ALL MATERIAL RESPECTS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSTHE DOCUMENTATION. ANDUIN DOES NOT GUARANTEE THAT THE FOREGOING WARRANTIES ARE PROVIDED SAAS SERVICES WILL PERFORM ERROR-FREE OR UNINTERRUPTED, OR THAT ANDUIN WILL CORRECT ALL SAAS SERVICES ERRORS. CUSTOMER ACKNOWLEDGES THAT ANDUIN DOES NOT CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT THE SAAS SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN LIEU THE USE OF ALL WARRANTIES, SUCH COMMUNICATIONS FACILITIES. THIS SECTION 8 SETS FORTH THE SOLE AND EXCLUSIVE WARRANTY GIVEN BY ANDUIN (EXPRESS OR IMPLIED, STATUTORY ) WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT. NEITHER ANDUIN NOR ANY OF ITS LICENSORS OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OTHER SUPPLIERS WARRANT OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES GUARANTEE THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OPERATION OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE SAAS SERVICES WILL BE UNINTERRUPTED, VIRUS-FREE OR ERROR-FREE, NOR SHALL ANDUIN OR ANY OF ITS SERVICE PROVIDERS BE LIABLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONUNAUTHORIZED ALTERATION, AND DRAGOS WILL NOT HAVE THEFT OR DESTRUCTION OF CUSTOMER’S OR ANY LIABILITY FOR ANY SUCH ACTS USER’S DATA, FILES OR OMISSIONSPROGRAMS.
Appears in 2 contracts
Sources: Software as a Service Agreement, Software as a Service Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS Unless Siemens agrees in a separate writing to provide an exception to this warranty disclaimer with respect to the LICENSED SOFTWARE, Siemens shall be only liable for defects and any violation of property rights, as set forth in this Clause 9.
a) YOU ACKNOWLEDGE THE LICENSED SOFTWARE IS PROVIDED “AS IS”, THE LICENSOR DOES NOT WARRANT THAT WORLDVIEW IS BASED ON DRAGOS(i) THE LICENSED SOFTWARE SHALL SATISFY YOUR OR THE CUSTOMER’S REASONABLE EFFORTS TO COMPILE AND ANALYZE OWN SPECIFIC REQUIREMENTS, (ii) COPIES OF THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT LICENSED SOFTWARE OTHER THAN THOSE PROVIDED OR AUTHORIZED BY LICENSOR SHALL POSSESS FUNCTIONAL INTEGRITY, OR (iii) THAT THE OPERATION OF THE LICENSED SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE.
b) NEITHER SIEMENS NOR ANY GIVEN TIME; HOWEVER, OF THEIR LICENSORS (IF ANY) MAKE ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR THAT THE LICENSED SOFTWARE WILL NOT INFRINGE ANY THIRD PARTY PATENTS, COPYRIGHTS, TRADEMARKS OR OTHER RIGHTS. THERE IS NO WARRANTY BY SIEMENS OR THEIR LICENSORS OR BY ANY OTHER PARTY THAT THE FUNCTIONS CONTAINED IN THE LICENSED SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE LICENSED SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY A SIEMENS REPRESENTATIVE SHALL CREATE A WARRANTY OR IN ANY WAY AFFECT THIS DISCLAIMER. YOU ASSUME ALL RESPONSIBILITY TO ACHIEVE YOUR INTENDED RESULTS AND FOR THE INSTALLATION, USE, AND WARRANTIES AS TO ACCURACYRESULTS OBTAINED FROM IT.
c) Any further rights and remedies than those as per this Clause 9 (in particular Your right to claim damages) based on a defect or a violation of property rights shall be excluded. This exclusion shall not apply in the event of gross negligence, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSunlawful intent or insofar as mandatory law provides otherwise.
Appears in 2 contracts
Sources: End User License Agreement, End User License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERAir Products warrants that the efforts of Air Products pursuant to Sections 2 and 4 herein will be undertaken in a good, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGEdiligent and professional manner reasonably calculated to achieve the objectives of this Agreement. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLComverge warrants that the efforts of Comverge pursuant to Sections 2 and 4 herein will be undertaken in a good, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSdiligent and professional manner reasonably calculated to achieve the objectives of this Agreement. THE FOREGOING WARRANTIES ARE The foregoing warranties will not constitute a guarantee that the objectives of this Agreement will be achieved, and each Party’s sole and exclusive remedy with respect to a breach of such warranty by the other will be that the breaching Party will modify or correct any efforts which have not been carried out in a good, diligent and professional manner reasonably calculated to achieve the objectives of this Agreement. EXCEPT AS EXPRESSLY PROVIDED IN LIEU OF ALL WARRANTIESTHIS SECTION 9, AIR PRODUCTS MAKES NO, AND EXPRESSLY DISCLAIMS ANY OTHERS, WARRANTY OR REPRESENTATION, WHETHER EXPRESS OR IMPLIED, STATUTORY INCLUDING ANY WARRANTY CONCERNING ITS EFFORTS PURSUANT TO ITS OBLIGATIONS HEREIN, THE BUSINESS MODELS OR OTHERWISETHE PROPOSALS, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF OR THE MERCHANTABILITY OR FITNESS THEREOF FOR A PARTICULAR ANY PURPOSE. EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION 9, COMVERGE MAKES NO, AND WARRANTIES AS EXPRESSLY DISCLAIMS ANY OTHERS, WARRANTY OR REPRESENTATION, WHETHER EXPRESS OR IMPLIED, CONCERNING ITS EFFORTS PURSUANT TO ACCURACYITS OBLIGATIONS HEREIN. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY NEITHER PARTY SHALL BE LIABLE FOR ANY SUCH ACTS SPECIAL, INDIRECT OR OMISSIONSCONSEQUENTIAL DAMAGES, INCLUDING LOSS OF USE, LOST PROFIT OR LOST PRODUCTION.
Appears in 2 contracts
Sources: Strategic Development and Marketing Agreement (Comverge, Inc.), Strategic Development and Marketing Agreement (Comverge, Inc.)
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS 8.1 The Seller warrants that the Airbus CBT is prepared in accordance with the state of art at the date of its conception. Should the Airbus CBT be found to contain any non-conformity or defect, the Buyer shall promptly notify the Seller thereof and the sole and exclusive liability of the Seller under this Clause 8.1 shall be to correct the same at its own expense. APPENDIX C TO COMPILE AND ANALYZE CLAUSE 16
8.2 THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER SET FORTH IN AIRBUS CBT LICENCE ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER AND/OR ITS SUPPLIERS EXPRESS OR IMPLIED, STATUTORY ARISING BY LAW OR OTHERWISEOTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE OR DATA DELIVERED UNDER THIS AGREEMENT INCLUDING BUT NOT LIMITED TO TO:
(A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
(B) ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY OR FITNESS FITNESS;
(C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE;
(D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER CONTRACTUAL OR DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER'S AND/OR ITS SUPPLIERS' NEGLIGENCE, ACTUAL OR IMPUTED; AND
(E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY FOR A PARTICULAR PURPOSELOSS OR DAMAGE TO ANY AIRCRAFT, AND WARRANTIES AS TO ACCURACYCOMPONENT, COMPLETENESSEQUIPMENT, ACCESSORY, PART, SOFTWARE OR DATA DELIVERED UNDER THIS AGREEMENT. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED CONSEQUENTIAL DAMAGES WITH RESPECT TO CUSTOMER ANY NON-CONFORMITY OR DEFECT IN ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE OR DATA DELIVERED UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSAGREEMENT. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS THE PURPOSES OF THIS CLAUSE 8.2, "THE SELLER" SHALL INCLUDE THE SELLER AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS.ITS AFFILIATES. Clause 16 - 18/18 17 EQUIPMENT SUPPLIER PRODUCT SUPPORT
Appears in 2 contracts
Sources: Purchase Agreement (China Eastern Airlines Corp LTD), Purchase Agreement (China Eastern Airlines Corp LTD)
Warranty. ▇▇▇▇▇▇ (A) RIGHT STUFF WARRANTS THAT WORLDVIEW SOFTWARE WILL CONFORM TO RIGHT STUFF'S PROPOSAL (“EXHIBIT B”) WHEN INSTALLED AND WILL BE FREE OF DEFECTS WHICH SUBSTANTIALLY AFFECT SYSTEM PERFORMANCE FOR A PERIOD OF NINETY (90) DAYS AFTER THE GO LIVE DATE.
(B) IN THE EVENT OF AN ALLEGED DEFECT, THE LICENSEE MUST NOTIFY RIGHT STUFF IN WRITING, WITHIN NINETY (90) DAYS OF DELIVERY OF THE SOFTWARE TO THE LICENSEE (NOT INCLUDING DELIVERY OF ANY SUBSEQUENT MODIFICATIONS TO THE SOFTWARE), OF ITS CLAIM OF ANY SUCH DEFECT. IF THE SOFTWARE IS BASED ON DRAGOS’S FOUND DEFECTIVE BY RIGHT STUFF, RIGHT STUFF WILL, AT ITS OPTION, CHOOSE TO CORRECT OR WORK AROUND ERRORS TO REPLACE DEFECTIVE MEDIA OR REPLACE THE SOFTWARE WITH FUNCTIONALLY EQUIVALENT SOFTWARE. IN THE EVENT THAT, WITHIN A REASONABLE EFFORTS PERIOD OF TIME AFTER NOTIFICATION, SUCH REPAIRED, REPLACED, OR SUBSTITUTE SOFTWARE CONTINUES NOT TO COMPILE PERFORM ACCORDING TO CURRENT PUBLISHED SPECIFICATIONS, LICENSEE MAY, AT ITS OPTION, TERMINATE THE AGREEMENT.
(C) THE ABOVE IS A LIMITED WARRANTY AND ANALYZE IT IS THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME ONLY WARRANTY MADE BY RIGHT STUFF. RIGHT STUFF MAKES AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESLICENSEE RECEIVES NO WARRANTY, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED ALL WARRANTIES OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE. RIGHT STUFF SHALL HAVE NO LIABILITY WITH RESPECT TO ITS OBLIGATIONS UNDER THIS AGREEMENT FOR CONSEQUENTIAL, AND WARRANTIES AS TO ACCURACY, COMPLETENESSEXEMPLARY, OR ADEQUACY INCIDENTAL DAMAGES EVEN IF IT HAS BEEN ADVISED OF INFORMATIONTHE POSSIBILITY OF SUCH DAMAGES. CUSTOMER ACKNOWLEDGES THE STATED EXPRESS WARRANTY IS IN LIEU OF ALL LIABILITIES OR OBLIGATIONS OF RIGHT STUFF FOR DAMAGES ARISING OUT OF, OR IN CONNECTION WITH THE DELIVERY, USE, OR PERFORMANCE OF THE SOFTWARE.
(D) IF ANY MODIFICATIONS ARE MADE TO THE SOFTWARE BY LICENSEE DURING THE WARRANTY PERIOD, THIS WARRANTY SHALL IMMEDIATELY BE TERMINATED. CORRECTION FOR DIFFICULTIES OR DEFECTS TRACEABLE TO LICENSEE'S ERRORS OR SYSTEMS CHANGES SHALL BE BILLED AT RIGHT STUFF'S STANDARD TIME AND AGREES MATERIAL CHARGES ($150 PER HOUR).
(E) RIGHT STUFF DOES NOT WARRANT THAT CUSTOMER THE OPERATION OF THE SOFTWARE OR THE OPERATION OF THE SOFTWARE AND RELATED MATERIALS WILL BE UNINTERRUPTED OR ERROR FREE.
(F) LICENSEE IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED ANY POLICY, PROCEDURE, PRACTICE, OR OTHER “LOCAL” MATTER LICENSEE DIRECTS OR REQUESTS RIGHT STUFF TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE IMPLEMEMENT AS A SOFTWARE OPTION. LICENSEE ACCEPTS RESPONSIBILITY FOR ANY SOFTWARE OPTIONS THAT ARE IMPLEMENTED AT ITS SOLE REQUEST OR DIRECTION IF SUCH SOFTWARE OPTION VIOLATES LOCAL, STATE AND/OR FEDERAL LAWS. CUSTOMER IS SOLELY RESPONSIBLE AS ADDITIONAL CONSIDERATION FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONLICENSE, AND DRAGOS LICENSEE WILL NOT HAVE ANY LIABILITY CAUSE RIGHT STUFF TO BE INCLUDED AS AN ADDITIONAL COVERED PARTY FOR ANY INJURY ARISING OUT OF A POLICY, PROCEDURE, PRACTICE OR OTHER “LOCAL” MATTER LICENSEE DIRECTS OR REQUESTS RIGHT STUFF TO IMPLEMENT AS A SOFTWARE OPTION TO THE STANDARD PRODUCT, IF SUCH ACTS POLICY, PROCEDURE, PRACTICE, OR OMISSIONSOTHER LOCAL MATTER, VIOLATES AN APPLICABLE LAW OR REGULATION. RIGHT STUFF’S COVERAGE AS AN ADDITIONAL COVERED PARTY SHALL END WHEN THIS LICENSE TERMINATES.
Appears in 2 contracts
Sources: Software License Agreement, Software License Agreement
Warranty. Seller shall provide a Limited Warranty to the Buyer at Closing. ▇▇▇▇▇ acknowledges receipt of a copy of the Limited Warranty at the time of signing this Contract. The Limited Warranty is the only warranty, express or implied, which Seller makes to the Buyer.
(a) IT IS HEREBY EXPRESSLY UNDERSTOOD AND AGREED BY THE PARTIES HERETO THAT, EXCEPT FOR THE LIMITED WARRANTY AND EXPECT FOR THOSE ITEMS NOTED IN THE “PUNCH LIST” PURSUAINT TO THE FINAL WALK-THROUGH INSPECTION, (SEE SECTION 17), SELLER IS NOT FURNISHING ANY OTHER WARRANTIES. THE RELEASED PARTIES, DEFINED BELOW, ARE PROVIDING NO WARRANTIES. ▇▇▇▇▇ AGREES TO ACCEPT THE LIMITED WARRANTY PROVIDED ▇▇▇▇▇, WHETHER EFFECTIVE OR NOT, IN LIEU OF, AND DOES HEREBY RELEASE, WAIVE AND DISCLAIM, ALL OTHER WARRANTIES OF ANY NATURE EXPRESS OR IMPLIED THAT MAY OTHERWISE BE PROVIDED OR IMPLIED AT LAW BY SELLER AND/OR THE FOLLOWING ENTITIES OR INDIVIDUALS: BROKER ONE REAL ESTATE, INC., ITS BROKERS, AGENTS, OWNERS AND EMPLOYEES, SENERGY ONE DEVELOPMENT, INC., WOLF CREEK PROPERTIES, INC. NEW HOME FUNDING, LLC, ▇▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE ▇▇▇▇, AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT ▇▇▇▇▇-▇▇▇▇ (COLLECTIVELY THE TIME AND ARE SUBJECT TO CHANGE. “RELEASED PARTIES”), INCLUDING EXPRESS OR IMPLIED WARRANTIES OF ▇▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLLIKE CONSTRUCTION, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESHABITABILITY, EXPRESS OR IMPLIEDMERCHANTABILITY, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR USE, DESGIN CONDITION OR QUALITY OR OTHERWISE AS TO THE DWELLING UNIT, THE PROPERTY AND OTHER IMPROVEMETNS CONSTRUCED OR INSTALLED THEREON. BUYER FURTHER WAIVES ANY AND ALL CLAIMS AGAINST SELLER AND/OR THE RELEASED PARTIES FOR INTENTIONAL OR NEGLIGENT MISREPRESNTATION, NEGLEIGENCE, OR DEVELOPER LIABILITY, INCLUDING, BUT NOT NECESSARILY LIMTED TO, CLAIMS PREMISED UPON AN ALLEGED FAILURE OF THE SELLER OR THE RELEASED PARTIES TO: i) EXCERISE REASONABLE CARE TO ENSURE THAT THE LOT(S) UPON WHICH THE DWELLING UNIT IS CONSTRUCTED ARE SUITABLE FOR CONSTRUCTION; ii) TO DISCLOSE INFORMATION RELEVANT TO THE SUITABILITY OF THE LOT(S) FOR CONSTRUCTION; OR iii) TO ADEQUATELY SELECT OR SUPERVISE ANY CONTRACTOR(S) OR SUBCONTRACTOR(S) ENGAGED IN THE CONSTRUCTION OF THE DWELLING UNIT, OR PREPARATION OF THE LOT ON WHICH IT IS LOCATED. THE RELEASED PARTIES SHALL BE CONSIDERED THIRD PARTY BENEFICIARIES OF THIS AGREEMENT AND SHALL BE ENTITLED TO INDEPENDENNTLY ENFORCE THE SAME. SOULD ANY OF THE WAIVERS OR RELEASES PROVIDED HEREIN BE DEEMED VOID OR OTHERWISE UNENFORCEABLE BY A COURT OF COMPLETENT JURISDICTION, THEN THIS CONTRACT SHALL BE MODIFIED TO THE EXTENT AND ONLY TO THE EXTENT THAT IS NECESSARY TO RENDER THE WAIVERS AND RELEASES VALID AND ENFORCEABLE AND THE RELEASES AND WAIVERS HEREIN SHALL BE OTHERWISE ENFORCED TO THE MAXIMUM EXTENT POSSIBLE. BUYER ACKNOWLEDGES THAT ▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ AND ▇▇▇▇▇▇▇ ▇▇▇▇ ARE OWNERS OF OR HAVE OWNERSHIP INTERESTS IN ALL OF THE ENTITIES THAT COMPRISE THE RELEASED PARTIES. BUYER ACKNOWLEDGES THAT BUYER HAS BEEN ADVISED THAT THIS DOCUMENT IS A CONTRACT WITH LEGAL EFFECT, AND WARRANTIES AS THAT BUYER SHOULD SEEK LEGAL ADVICE WITH RESPECT TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES ITS CONTENTS AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSEFFECT.
Appears in 1 contract
Sources: New Home Purchase Contract
Warranty. ▇▇▇▇▇▇ WARRANTS Veritas will provide the Services described in the SOW in a good and workmanlike manner and in accordance with generally accepted industry standards. CUSTOMER AGREES THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE THE REMEDIES, EXPRESS OBLIGATIONS AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME WARRANTIES HEREIN ARE EXCLUSIVE AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF AND TO THE EXCLUSION (TO THE FULLEST EXTENT PERMITTED BY LAW) OF ANY OTHER REMEDY, WARRANTY, CONDITION, TERM, UNDERTAKING OR REPRESENTATION, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, RELATING TO ANYTHING SUPPLIED OR SERVICES PROVIDED UNDER OR IN CONNECTION WITH THE AGREEMENT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW VERITAS EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, CONDITIONS, TERMS, UNDERTAKINGS OR REPRESENTATIONS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND STATUTORY OR OTHER WARRANTIES AS OF NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS WITH RESPECT TO ACCURACY, COMPLETENESS, THE AGREEMENT AND ITEMS OR ADEQUACY OF INFORMATIONACTIVITIES CONTEMPLATED UNDER THE AGREEMENT. CUSTOMER ACKNOWLEDGES AND AGREES VERITAS DOES NOT WARRANT THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE SERVICES SHALL MEET CUSTOMER’S REQUIREMENTS OR THAT USE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS SERVICES SHALL BE UNINTERRUPTED OR OMISSIONSERROR FREE.
Appears in 1 contract
Sources: Services Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW (a) Cambridge Heart warrants for a period of fifteen (15) months from shipment by Cambridge Heart to Distributor, or twelve (12) months from shipment by Distributor to its customer, whichever is shorter ("Warranty Period"), that the Product shall conform to Cambridge Heart's standard specifications and shall be free from defects in material and workmanship under normal and proper use in accordance with any instructions and directions of Cambridge Heart applicable thereto. Distributor agrees to provide the necessary labor to replace any defective parts at Distributor's expense and to provide a 12-month parts and labor warranty to its customers of the Products.
(b) THE EXPRESS WARRANTIES SET FORTH IN PARAGRAPH (a) CONSTITUTES THE ONLY WARRANTIES WITH RESPECT TO THE PRODUCTS. CAMBRIDGE HEART MAKES NO REPRESENTATION OR WARRANTY OF ANY OTHER KIND, EXPRESS OR IMPLIED (EITHER IN FACT OF BY OPERATION OF LAW), WITH RESPECT TO THE PRODUCTS, WHETHER AS TO MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, OR ANY OTHER MATTER.
(c) IN NO EVENT SHALL CAMBRIDGE HEART BE LIABLE FOR SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF DISTRIBUTOR OR ANYONE CLAIMING THROUGH OR ON BEHALF OF DISTRIBUTOR, INCLUDING LOSS OF USE, REVENUE, OR PROFITS, IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR ANY BREACH OF THIS AGREEMENT BY CAMBRIDGE HEART OR THE EXISTENCE, FURNISHING, FUNCTIONING, OR DISTRIBUTOR'S OR ANY THIRD PARTY'S USE OF ANY PRODUCTS OR SERVICES PROVIDED FOR IN THIS AGREEMENT, EVEN IF CAMBRIDGE HEART HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(d) THE WARRANTIES SET FORTH HEREIN MAY BE ASSERTED BY DISTRIBUTOR ONLY AND NOT BY DISTRIBUTOR'S CUSTOMERS OR END USERS. DISTRIBUTOR'S SOLE REMEDY FOR CAMBRIDGE HEART LIABILITY OF ANY KIND, INCLUDING NEGLIGENCE, WITH RESPECT TO ANY PRODUCT FURNISHED UNDER THIS AGREEMENT, WHETHER THE CLAIMED LIABILITY IS BASED ON DRAGOS’S REASONABLE EFFORTS A DEFECT, WHETHER DISCOVERABLE OR LATENT, IN ANY PRODUCT, SHALL BE LIMITED TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE REMEDIES PROVIDED IN LIEU PARAGRAPH (d) OF ALL WARRANTIESTHIS AGREEMENT. Any other representations or warranties made by any person, EXPRESS OR IMPLIEDincluding employees or representative of Cambridge Heart, STATUTORY OR OTHERWISEwhich are inconsistent herewith shall be disregarded by Distributor and shall not be binding upon Cambridge Heart. If any Product model or sample was shown to Distributor, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEsuch model or sample was used merely to illustrate the general type and quality of the Product and not to represent that the Product would necessarily conform to such model or sample.
(e) Cambridge Heart's warranties set forth in Paragraph (a) shall not apply in circumstances that would be excluded by its standard end user warranty terms, AND WARRANTIES AS TO ACCURACYsuch as misuse or alteration of the Product or use of the Product for other than the specific purpose for which it is designed.
(f) Cambridge Heart's sole obligation under the hardware warranty set forth in Paragraph (a) shall be to repair or replace, COMPLETENESSat Cambridge Heart's option, OR ADEQUACY OF INFORMATIONthe defective or nonconforming hardware. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSCambridge Heart's sole obligation under the Software warranty set forth in paragraph (a) shall be to: (i) accept, analyze and provide written response to any reports from Distributor of Software malfunction or error; and (ii) use best efforts to provide responses to correct such errors when they reflect significant deviations from Cambridge Heart's design specifications for the current release of the Software. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSThe time required to repair or replace any defective Product shall not extend the Warranty Period.
Appears in 1 contract
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERThe Sound of Applause hereby represents, ANY OPINIONS REFLECT war- rants and covenants to Client that it will provide the work in a professional and workmanlike man- ner and in accordance with all reasonable profes- sional standards for such services. The Sound of Applause further represents, war- rants and covenants to Client that • except for Third Party Materials and Client Con- tent, The Sound of Applause and/or its affiliates or contributing artists are the authors of the final work within the meaning of the Auteur- swet (Dutch Copyright Act) and as the Author’s Rights owners have the power of disposition of the work, • in the event that the final work includes the work of independent contractors commissioned for the project by The Sound of Applause, it shall have secure agreements from such contractors granting all necessary rights, title, and interest in and to the work sufficient for The Sound of Applause to grant the use rights to the work and • to the best of The Sound of ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS ’s knowl- edge, the final work provided by it and its sub- contractors does not infringe the rights of any party, and use of same in connection with the project will not violate the rights of any third par- ties. In the event Client or third parties modify or otherwise use the work outside of the scope or for any purpose not identified in the Proposal or this Agreement or contrary to the terms and conditions noted herein, all representations and warranties of The Sound of Applause shall be void. EXCEPT FOR THE REQUISITE SKILLEXPRESS REPRESENTATIONS AND WARRANTIES STATED IN THIS AGREEMENT, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSSOUND OF APPLAUSE MAKES NO WARRAN- TIES WHATSOEVER. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU SOUND OF ALL WARRANTIESAPPLAUSE EXPLICITLY DISCLAIMS ANY OTHER WARRAN- TIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS PAR- TICULAR PURPOSE OR COMPLIANCE WITH LAWS OR GOVERNMENT RULES OR REGULATIONS AP- PLICABLE TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSWORK.
Appears in 1 contract
Sources: General Terms and Conditions
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER(a) NRC warrants that the services provided hereunder will be performed in a good and workmanlike manner, ANY OPINIONS REFLECT and that the deliverables provided by NRC to Kaiser will conform to the applicable Task Specification. NRC's sole obligation under this warranty is to correct and adjust the deliverables which, within a reasonable time, are found to not conform to this warranty.
(b) NRC does not warrant or represent that the services or products provided pursuant to this Agreement will be capable of achieving any particular result in ▇▇▇▇▇▇’'▇ JUDGMENT AT THE TIME business, or that all errors, defects or deficiencies can or will be found or corrected, or that any deliverables which are the subject of the Task Specification will be error free. NRC'S ENTIRE LIABILITY AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇'▇ ALSO WARRANTS EXCLUSIVE REMEDY FOR DEFECTIVE PERFORMANCE OR NON-PERFORMANCE UNDER THE WARRANTY CONTAINED IN THIS SECTION 9 SHALL BE LIMITED TO CORRECTION AND ADJUSTMENT OF OR SUBSTITUTION FOR THE SERVICES OR PRODUCTS WHICH DO NOT COMPLY WITH THIS WARRANTY, PROVIDED THAT IT HAS NRC PROMPTLY AND IMMEDIATELY CORRECT, ADJUST OR SUBSTITUTE THE REQUISITE SKILL, KNOWLEDGE SERVICES OR THE PRODUCTS WHICH DO NOT COMPLY WITH THIS WARRANTY AND AUTHORITY FURTHER PROVIDED THAT KAISER SHALL ALLOW A REASONABLE OPPORTUNITY FOR NRC TO PROVIDE THE WORLDVIEW OFFERING SUCH REMEDY AND SHALL PROVIDE ASSIST NRC, AT NRC'S EXPENSE, IN IDENTIFYING AND ANALYZING SUCH DEFECTS OR DEFICIENCIES.
(c) THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE LIMITED WARRANTY PROVIDED HEREIN IS IN LIEU OF ALL OTHER WARRANTIES, GUARANTEES AND CONDITIONS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, PURPOSE AND WARRANTIES AS TO ACCURACY, COMPLETENESSTHOSE ARISING BY STATUTE OR OTHERWISE IN LAW, OR ADEQUACY FROM A COURSE OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE DEALING OR USAGE OF TRADE.
(d) IN NO EVENT SHALL NRC BE OBLIGATED OR LIABLE TO KAISER FOR DETERMINING WHETHER ANY CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE EXERCISE SERVICES OR PRODUCTS PROVIDED BY NRC HEREUNDER, OR ANY DELIVERABLES PROVIDED BY NRC TO KAISER HEREUNDER, INCLUDING BUT NOT LIMITED TO LOSS OF REVENUE OR PROFIT, EVEN IF NRC HAS BEEN ADVISED OR KNEW OR SHOULD HAVE KNOWN OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY POSSIBILITY OF SUCH ACTS DAMAGES OR OMISSIONSLOSS.
Appears in 1 contract
Sources: Agreement (National Research Corp)
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERService Provider warrants all services performed under these Support Terms shall be performed in a workmanlike and professional manner. EXCEPT AS OTHERWISE STATED IN THESE SUPPORT TERMS, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL SERVICE PROVIDER MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY IMPLIED INCLUDING EXPRESS OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS OR NONINFRINGEMENT. TO ACCURACYTHE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPLETENESSIN NO EVENT WILL SERVICE PROVIDER, ITS SERVICE PROVIDER AFFILIATES, OR ADEQUACY ITS THIRD PARTY LICENSORS OR SUBCONTRACTORS BE LIABLE ON ANY THEORY OF INFORMATION. CUSTOMER ACKNOWLEDGES LIABILITY, WHETHER IN AN EQUITABLE, LEGAL, OR COMMON LAW ACTION ARISING HEREUNDER FOR CONTRACT, STRICT LIABILITY, INDEMNITY, TORT (INCLUDING NEGLIGENCE), ATTORNEYS FEES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE COSTS OR OTHERWISE, FOR DETERMINING WHETHER DAMAGES WHICH, IN THE EXERCISE AGGREGATE, EXCEED THE AMOUNT OF THE RIGHTS GRANTED FEES PAID BY CUSTOMER FOR THE MAINTENANCE AND SUPPORT SERVICES WHICH GAVE RISE TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH SUCH DAMAGES DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE FILING OF SUCH CLAIM. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN LAW, IN RELIANCE ON THIS INFORMATIONNO EVENT WILL SERVICE PROVIDER, AND DRAGOS WILL NOT HAVE ANY LIABILITY SERVICE PROVIDER AFFILIATES OR ITS THIRD PARTY LICENSORS OR SUBCONTRACTORS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND AND HOWEVER CAUSED, INCLUDING, BUT NOT LIMITED TO, ATTORNEYS FEES AND COSTS, NEGLIGENCE, BUSINESS INTERRUPTION OR LOSS OF PROFITS, BUSINESS OPPORTUNITIES, OR GOODWILL. THE FOREGOING LIMITATIONS APPLY EVEN IF A PARTY HAS BEEN NOTIFIED OF THE POSSIBILITY OF SUCH ACTS OR OMISSIONSDAMAGE AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
Appears in 1 contract
Sources: Maintenance and Support Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; Provider warrants that the Services will be performed materially in accordance with the service documentation previously provided for the Services in a professional and workmanlike manner. The online documentation for the Services is incorporated as a part of this Service Attachment. We reserve the right at any time to modify the online documentation by posting any changes at the above URL, at which time the modified documentation will supersede and replace in its entirety any prior online documentation. However, we further warrant that the functionality of the Services will not materially decrease from that available as of the Service Start Date. HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT PROVIDER DOES NOT WARRANT THAT THE TIME SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. THERE ARE RISKS INHERENT IN INTERNET CONNECTIVITY THAT COULD RESULT IN THE LOSS OF YOUR PRIVACY, CONFIDENTIAL INFORMATION, AND ARE SUBJECT TO CHANGEPROPERTY. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY WE HAVE NO OBLIGATION TO PROVIDE SECURITY OTHER THAN AS STATED IN THIS SERVICE ATTACHMENT. WHILE THE WORLDVIEW OFFERING SERVICES ARE DESIGNED TO IMPROVE THE PROBABILITY OF THE PROTECTION AND SHALL PROVIDE RECOVERY OF INFORMATION COMPARED TO THE WORLDVIEW OFFERING CLIENT’S CURRENT METHODS EMPLOYED, PROVIDER MAKES NO CLAIMS OR WARRANTIES THAT DATA BACK-UPS AND DATA / SERVER / DESKTOP RECOVERIES USING THE SERVICES WILL BE ERROR FREE OR THAT ALL RECOVERIES CAN BE PERFORMED WITHIN A CERTAIN TIME FRAME. IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL ADDITION, CLIENT ACKNOWLEDGES THAT THIS AGREEMENT CONVEYS NO WARRANTIES, EXPRESS OR IMPLIED, STATUTORY BY ANY THIRD-PARTY VENDORS OF SOFTWARE PRODUCTS MADE AVAILABLE TO CLIENT BY PROVIDER AND THAT THOSE VENDORS DISCLAIM ANY AND ALL LIABILITY, WHETHER DIRECT, INDIRECT OR OTHERWISECONSEQUENTIAL, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEARISING FROM THE SERVICES. ADDITIONAL CLIENT OBLIGATIONS Hardware Equipment Client equipment must be maintained under manufacturer’s warranty or maintenance contract or is in working order. Provider is not responsible for client equipment that is not maintained under manufacturer’s warranty or maintenance contract or that is otherwise out of order. All fees, warranties, and liabilities against Provider assumes equipment is under manufactures warranty or maintenance contracts or is in working order. Provider in its reasonable opinion and supported by manufacturer information, may designate certain equipment as obsolete or defective, and therefore exclude it from coverage under this Agreement. Minor On-Site Tasks Provider may occasionally ask you to perform simple on-site tasks (e.g., powering down and rebooting a computer). Client agrees to cooperate with all reasonable requests. Server Upgrades or Repair Provider will authorize all server upgrades or repairs. Client agrees not to perform any of these actions without notifying Provider. Software Media Client shall obtain and supply all necessary software media with installation keys (if any) upon request. Except for any software provided by Provider in connection with the Services, you are solely responsible for obtaining all required software licenses, including all client access licenses, if any, for the software products installed on your computers. TERM AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS.TERMINATION
Appears in 1 contract
Sources: Service Attachment for Backup and Disaster Recovery Services
Warranty. The manufacturer or publisher of the Products, if any, provides product warranties. Clipper Controls makes no warranties whatsoever. Clipper Controls sole obligation (and Buyer’s sole remedy) in the event of breach of any warranty shall be the repair or replacement of defective Products. IN NO EVENT SHALL Clipper Controls BE LIEABLE FOR ANY CONSEQUENTIAL DAMAGES OR DAMAGES OF ANY KIND OR NATURE ALLEGED TO HAVE RESULTED FROM ANY BREACH OFWARRANTY. Clipper Controls DOES NOT WARRANT THE MERCHANTABILITY OF THE PRODUCTS OR THEIR FITNESS FOR ANY PARTICULAR PURPOSE. Clipper Controls MAKES NO WARRANTY, EXPRESS OR IMPLIED, OTHER THAN THOSE SPECIFICALLY SET FORTH ▇▇▇▇▇▇ WARRANTS . Clipper Controls, ITS EMPLOYEES, AGENTS OR SUBCONTRACTORS SHALL NOT BE LIABLE TO BUYER, BUYER’S CUSTOMERS, OR ANY OTHER PARTY FOR ANY LOSS, DAMAGE, OR INJURY THAT WORLDVIEW IS BASED ON DRAGOSRESULTS FROM THE USE OR APPLICATION BY BUYER, BUYER’S REASONABLE EFFORTS CUSTOMERS, OR ANY OTHER PARTY, OF PRODUCTS DELIVERED TO COMPILE BUYER. Clipper Controls SHALL NOT BE LIABLE FOR COSTS OF PROCUREMENT OF SUBSTITUE PRODUCTS OR SERVICES, NOR FOR ANY LOSS OF BUSINESS, LOSS OF USE OR OF DATA, INTERRUPTION OF BUSINESS, LOST PROFITS OR GOODWILL, OR OTHER INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMGES OF ANY KIND ARISING OUT OF THIS AGREEMTNH, EVEN IF Clipper Controls HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT NOTWITHSTANDING ANY GIVEN TIME; HOWEVER, FAILURE OF ESSENTIAL PURPOSE OF ANY OPINIONS REFLECT LIITED REMEDY. THIS EXCLUSION INCLUES ANY LIABILITY THAT MAY ARISE OUT OF THIRD-PARTY CLAIMS AGAINST ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE Clipper Controls TOTAL LIABILITY UNDER THIS AGREEMET WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED RESPECT TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY PRODUCT SOLD HERUNDER SHALL IN NO EVENT EXCEED TH PRICE PAID BY BUYER FOR SUCH PRODUCT OR FITNESS SERVICE ACTUALLY DELIVERED AND PAID FOR A PARTICULAR PURPOSE, BY BUYER HERUNDER. BUYER HEREBY EXPRESSLY WAIVES ANY AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE ALL CLAIMS FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSDAMAGES.
Appears in 1 contract
Sources: Sales Contracts
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW 4.1 THE SOFTWARE PRODUCT IS BASED ON DRAGOS’S REASONABLE EFFORTS PROVIDED "AS IS". TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT MAXIMUM EXTENT PERMITTED BY LAW, YOKOGAWA DISCLAIMS ALL WARRANTIES OF ANY GIVEN TIME; HOWEVERKIND, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS EITHER EXPRESSED OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING, INCLUDING BUT NOT LIMITED TO ANY WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE AND NONINFRINGEMENT OF THIRD PARTY RIGHTS. YOKOGAWA DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE PRODUCT WILL MEET ANY REQUIREMENTS OR NEEDS YOU MAY HAVE, AND WARRANTIES AS TO ACCURACY, COMPLETENESSTHAT THE SOFTWARE PRODUCT WILL OPERATE ERROR FREE, OR ADEQUACY IN AN UNINTERRUPTED FASHION, THAT ANY DEFECTS OR ERRORS IN THE SOFTWARE PRODUCT WILL BE CORRECTED, THAT THE SOFTWARE PRODUCT HAS NO INCONSISTENCY OR INTERFERENCE WITH OTHER SOFTWARE, THAT THE SOFTWARE PRODUCT OR THE RESULTS ARISING THEREFROM IS PRECISE, RELIABLE OR UP-TO-DATE, OR THAT THE SOFTWARE PRODUCT IS COMPATIBLE WITH ANY PARTICULAR SOFTWARE REQUIRED TO RUN THE SOFTWARE PRODUCT. SOME JURISDICTIONS DO NOT ALLOW THE WAIVER OR EXCLUSION OF INFORMATIONIMPLIED WARRANTIES SO THEY MAY NOT APPLY TO YOU.
4.2 If Yokogawa engineer or other engineer attends for repair, replacement or implementing a workaround at the site at your request, you will be charged for the site service fee. CUSTOMER ACKNOWLEDGES If Yokogawa deems necessary, you are required to initialize or stop the operation of the system, facility or equipment in or on which the Software Product is installed.
4.3 NOTWITHSTANDING THE FOREGOING, ANY WARRANTY FOR THE THIRD PARTY SOFTWARE AND/OR OSS IS SUBJECT TO THE SPECIAL TERMS AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED CONDITIONS SET FORTH IN CLAUSE 13 OR THOSE SEPARATELY PROVIDED WITH RESPECT TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSTHIRD PARTY SOFTWARE.
Appears in 1 contract
Sources: Licensing Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW The Colorado Judicial Department warrants that Colorado Courts E-Filing is capable of performing the functions described on the Colorado Courts E-Filing website and herein, provided that User uses Colorado Courts E-Filing for its intended purpose of e-filing and/or e- serving and related functions and provided that User complies with this Agreement. If User believes that there has been a breach of this warranty, User shall notify Colorado Courts E- Filing Support. After a reasonable time for investigation and upon a determination of a breach, the Department may, in its sole discretion: re-perform the Colorado Courts E-Filing feature without charge or refund to User the fee paid for the Colorado Courts E-Filing feature that is the subject of the warranty claim. The Internet is a not an error-free environment. COLORADO COURTS E-FILING IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGELIMITATIONS, DELAYS AND PROBLEMS INHERENT WITH THE INTERNET AND ELECTRONIC COMMUNICATIONS. ▇▇▇▇▇▇ ALSO WARRANTS NEITHER THE DEPARTMENT NOR ITS SUBCONTRACTOR(S) WARRANT THAT IT HAS COLORADO COURTS E-FILING WILL MEET USER’S REQUIREMENTS OR THAT COLORADO COURTS E-FILING WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE. NEITHER THE REQUISITE SKILLDEPARTMENT NOR ITS SUBCONTRACTOR(S) WARRANT THE ACCURACY OR COMPLETENESS OF THE INFORMATION IN DOCUMENTS AVAILABLE ON COLORADO COURTS E-FILING, KNOWLEDGE OR WARRANT THAT ANY PLEADINGS, MAIL OR OTHER DOCUMENTS WILL BE RECEIVED AND AUTHORITY TO PROVIDE READ BY THEIR INTENDED RECIPIENT. EXCEPT FOR THE WORLDVIEW OFFERING WARRANTY STATED ABOVE, THE DEPARTMENT AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ITS SUBCONTRACTOR(S) DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY THE IMPLIED WARRANTIES OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS.
Appears in 1 contract
Sources: E Filing User Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS 8.1 The Seller warrants that the Airbus CBT is prepared in accordance with the state of art at the date of its conception. Should the Airbus CBT be found to contain any non-conformity or defect, the Buyer shall promptly notify the Seller thereof and the sole and exclusive liability of the Seller under this Clause 8.1 shall be to correct the same at its own expense. APPENDIX C TO COMPILE CLAUSE 16
8.2 THE WARRANTIES, OBLIGATIONS AND ANALYZE LIABILITIES OF THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERSELLER AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER SET FORTH IN THE AIRBUS CBT LICENCE ARE EXCLUSIVE AND IN SUBSTITUTION FOR, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT AND THE TIME BUYER HEREBY WAIVES, RELEASES AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE REQUISITE SKILLSELLER AND/OR ITS SUPPLIERS AND RIGHTS, KNOWLEDGE CLAIMS AND AUTHORITY TO PROVIDE REMEDIES OF THE WORLDVIEW OFFERING AND SHALL PROVIDE BUYER AGAINST THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESSELLER, ITS SUPPLIERS AND/OR THEIR INSURERS, EXPRESS OR IMPLIED, STATUTORY ARISING BY LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN THE AIRBUS CBT DELIVERED UNDER THIS AGREEMENT INCLUDING BUT NOT LIMITED TO TO:
(A) ANY WARRANTY AGAINST HIDDEN DEFECTS (GARANTIE DES VICES CACHES);
(B) ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY OR FITNESS FITNESS;
(C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE;
(D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER CONTRACTUAL OR DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER'S AND/OR ITS SUPPLIERS" NEGLIGENCE, ACTUAL OR IMPUTED; AND
(E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY FOR A PARTICULAR PURPOSELOSS OF OR DAMAGE TO ANY AIRCRAFT, AND WARRANTIES AS TO ACCURACYCOMPONENT, COMPLETENESSEQUIPMENT, ACCESSORY OR PART THEREOF OR THE AIRBUS CBT DELIVERED HEREUNDER. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER CONSEQUENTIAL DAMAGES WITH RESPECT TO ANY NONCONFORMITY OR DEFECT IN THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER AIRBUS CBT DELIVERED UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSAGREEMENT. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS THE PURPOSES OF THIS CLAUSE 8.2, "THE SELLER" SHALL INCLUDE THE SELLER, ITS AFFILIATES AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS.OF THEIR RESPECTIVE INSURERS. 17 EQUIPMENT SUPPLIER PRODUCT SUPPORT
Appears in 1 contract
Sources: Purchase Agreement (Tam S.A.)
Warranty. 6.1 We warrant that the media upon which the GGDP is provided will be free from defects under normal use for a period of 90 days from the date the GGDP is provided to you. We will promptly replace any media found defective during such warranty period. You acknowledge that because of error inherent in the procurement of information and the human factors involved in the compilation of data and information, the GGDP may contain a degree of error. You also acknowledge that the prices which we charge our customers for the GGDP are based, in part, upon our expectation that the risk of any loss or injury which might be incurred by a customer in reliance upon the information will be borne by the customer. For these reasons, you agree that you are responsible for determining that the GGDP provided by us is sufficiently accurate for your purposes.
6.2 EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, WE PROVIDE THE GGDP "AS IS" AND DO NOT GUARANTEE OR WARRANT THE CORRECTNESS, COMPLETENESS, CURRENTNESS, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE GGDP OR OF THE MEDIA ON WHICH THE GGDP IS PROVIDED, AND SHALL NOT BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY LOSS OR INJURY ARISING OUT OF OR CAUSED, IN WHOLE OR PART, BY OUR ACTS OR OMISSIONS IN PROCURING, COMPILING, COLLECTING, INTERPRETING, REPORTING, COMMUNICATING, OR DELIVERING INFORMATION OR IN OTHERWISE PERFORMING OUR OBLIGATIONS UNDER THIS ▇▇▇▇. WE HEREBY DISCLAIM AND NEGATE ANY AND ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING ANY WARRANTY REGARDING RESULTS YOU MAY OBTAIN FROM USING THE GGDP, WARRANTIES THAT THE GGDP WILL BE FREE OF INFECTION BY VIRUSES, WORMS, OR OTHER CONTAMINATING OR DESTRUCTIVE PROPERTIES, THE GGDP WILL MEET YOUR REQUIREMENTS, THE GGDP WILL BE ERROR-FREE, OR THAT THE USE OF THE GGDP WILL BE UNINTERRUPTED, AS WELL AS THE WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE THAT NOTHING HAS BEEN STATED OR OTHERWISE INDICATED TO YOU CONTRARY TO THIS SECTION 6.0. YOU ASSUME ALL RISK OF DAMAGE OR LOSS RESULTING FROM THE USE OF THE GGDP OR ANY PORTION THEREOF.
6.3 You shall be entitled to limited e-mail (▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇@▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL▇▇▇▇▇▇▇.▇▇▇) and limited telephone (▇▇▇-▇▇▇-▇▇▇▇) technical support regarding the content of the GGDP ("GGDP Technical Support"). However, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSwe do not warrant that any error can or will be remedied. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSYou agree not to look to Third- Parties for any technical support related to the GGDP.
Appears in 1 contract
Sources: End User License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT CYBERIAN warrants that all Services will be performed in a professional and ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE▇-like manner in accordance with general industry standards. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSClient must report any deficiencies in Services to CYBERIAN in writing within ten (10) business days of performance of such Services in order to receive warranty remedies. THE FOREGOING WARRANTIES ARE PROVIDED THIS WARRANTY IS GIVEN IN LIEU OF ALL OTHER EXPRESSED OR IMPLIED WARRANTIES. NO OTHER WARRANTIES APPLY, EXPRESS OR IMPLIEDINCLUDING, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ALL SERVICES ARE PROVIDED “AS IS” AND “WHERE IS” AND EACH PARTY DISCLAIMS ALL WARRANTIES, WHETHER WRITTEN OR ORAL, EXPRESS OR IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE. CYBERIAN DOES NOT WARRANT THAT THE SERVICES, SERVICE DELIVERABLES, OR ANY THIRD PARTY PRODUCTS ARE ERROR-FREE, OR WILL OPERATE IN AN UNINTERRUPTED MANNER OR IN COMBINATION WITH OTHER SOFTWARE PRODUCTS. THERE IS NO WARRANTY FOR THIRD PARTY SOFTWARE OR THIRD-PARTY HARDWARE PROVIDED BY CYBERIAN AND EACH SUCH THIRD PARTY SOFTWARE OR THIRD PARTY HARDWARE SHALL BE GOVERNED BY THE WARRANTIES OFFERED BY THE APPLICABLE THIRD PARTY UNDER THE TERMS OF THE AGREEMENT BETWEEN CLIENT AND SUCH THIRD PARTY. IN ADDITION, AND WARRANTIES WITHOUT LIMITATION, CYBERIAN DOES NOT WARRANT OR REPRESENT THAT ANY THIRD PARTY SOFTWARE OR THIRD PARTY HARDWARE AS TO ACCURACY, COMPLETENESS, DELIVERED WILL MEET ALL OF CLIENT'S BUSINESS REQUIREMENTS WITHOUT THE NEED FOR CONFIGURATION OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE ENHANCEMENTS OR ENCOMPASS ALL OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSFUNCTIONALITY DESIRED BY CLIENT OR AVAILABLE IN CLIENT'S SOFTWARE PRODUCT. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONANY BREACH OF THE WARRANTY, CLIENT’S EXCLUSIVE REMEDY, AND DRAGOS WILL NOT HAVE CYBERIAN’S ENTIRE LIABILITY, SHALL BE LIMITED TO THE RE-PERFORMANCE OF THE SERVICES. IF CYBERIAN IS UNABLE TO RE- PERFORM THE SERVICES AS WARRANTED, CLIENT SHALL BE ENTITLED TO RECOVER THE FEES PAID TO CYBERIAN FOR THE DEFICIENT SERVICES. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR INCIDENTAL, SPECIAL, INDIRECT, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY DAMAGES RELATING TO LOST PROFITS, LOSS OF DATA OR LOSS OF BUSINESS OPPORTUNITY) EVEN IF THE PARTY CLAIMING SUCH DAMAGES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CYBERIAN’S AGGREGATE LIABILITY FOR ANY DAMAGES HEREUNDER SHALL NOT EXCEED THE AGGREGATE AMOUNTS PAID TO CYBERIAN BY CLIENT FOR THE SPECIFIC SERVICES THAT ARE THE SUBJECT OF THE CLAIM OVER THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT THAT GAVE RISE TO SUCH ACTS OR OMISSIONS.CLAIM. CLIENT ACKNOWLEDGES THAT THE LIMITATION OF LIABILITIES AND DISCLAIMERS OF WARRANTIES CONTAINED HEREIN CONSTITUTE AN AGREED UPON ALLOCATION OF RISK BETWEEN THE PARTIES, HAVE BEEN FACTORED INTO PRICING OF THE SERVICES, AND ARE AN ESSENTIAL ELEMENT OF THE BARGAIN BETWEEN THE PARTIES Client agrees to indemnify, defend and hold harmless CYBERIAN and its subsidiaries and affiliated companies, third-party service providers and each of their respective officers, directors, employees, shareholders and agents (each an "Indemnified Party" and, collectively, "Indemnified Parties") from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative), and expenses (including, but not limited to, reasonable attorney's fees) threatened, asserted, or filed by a third party against any of the Indemnified Parties arising out of or relating to (i) Client’s use of the Services; (ii) any violation by Client of any of CYBERIAN's policies; and/or
Appears in 1 contract
Sources: Service Agreement
Warranty. (a) Seller’s warranty policy is located on the Accuride Corporation website: ▇▇▇▇://▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇.▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇.▇▇▇/resources/. Click on box entitled “Warranty Information” or call (▇▇▇) ▇▇▇-▇▇▇▇ ALSO WARRANTS THAT IT HAS Option 1. Seller reserves the right, from time to time, to amend its warranty policy, provided, however, that any amendment to its policy shall only apply to goods purchased on or after the date of the amendment. .
(b) EXCEPT FOR THE REQUISITE SKILLWARRANTY SET FORTH IN SECTION 10(a), KNOWLEDGE AND AUTHORITY SELLER MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEGOODS, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES (a) WARRANTY OF MERCHANTABILITY OR MERCHANTABILITY; (b) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (c) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, AND COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE.
(c) Products manufactured by a third party (”Third Party Product”) may constitute, contain, be contained in, incorporated into, attached to or packaged together with, the Goods. Third Party Products are not covered by the warranty in Section 10(a). For the avoidance of doubt, SELLER MAKES NO REPRESENTATIONS OR WARRANTIES AS WITH RESPECT TO ACCURACYANY THIRD- PARTY PRODUCT, COMPLETENESSINCLUDING ANY (a) WARRANTY OF MERCHANTABILITY; (b) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; (c) WARRANTY OF TITLE; OR (d) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONOTHERWISE.
(d) Seller shall not be liable for a breach of the warranty set forth in Section 10(a) unless: (i) Buyer gives written notice of the defect, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSreasonably described, to Seller as set forth in the warranty policy; (ii) Seller is given a reasonable opportunity after receiving the notice to examine such Goods and Buyer (if requested to do so by Seller) returns such Goods to Seller’s place of business at Seller’s cost for the examination to take place there; and (iii) Seller reasonably verifies Buyer’s claim that the Goods are defective.
(e) Seller shall not be liable for a breach of the warranty set forth in Section 10(a) if: (i) Buyer makes any further use of such Goods after giving such notice;
Appears in 1 contract
Sources: Terms and Conditions of Sale
Warranty. 8.1 Anyline warrants that the Services are performed according to best industry standards as well as that Customization and/or Individual Software fulfill the functions described in the Confirmed Specification provided that the Customization and/or Individual Software is used on the operating system described in the Confirmed Specification.
8.2 SUBJECT TO SECTION 0 ABOVE, ANYLINE EXPRESSLY DISCLAIMS ALL WARRANTIES, ENDORSEMENTS, GUARANTEES, CONDITIONS AND REPRESENTATIONS WHETHER EXPRESS OR IMPLIED INCLUDING WITHOUT LIMITATION ANY CONDITIONS, ENDORSEMENTS, GUARANTEES, REPRESENTATIONS OR WARRANTIES OF DURABILITY, MERCHANTABILITY, MERCHANTABLE QUALITY, SATISFACTORY QUALITY, ACCURACY, TITLE, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE OR USE, OR ARISING FROM A STATUTE OR CUSTOM OR A COURSE OF DEALING OR USAGE OF TRADE IN RELATION TO THE AGREED SERVICES OR ANY ANYLINE IPR, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS AND REGULATIONS.
8.3 ANYLINE EXPRESSLY DISCLAIMS ALL WARRANTIES AND LIABILITY FOR DEFECTS, FAILURES OR DAMAGES OF THE CUSTOMIZATION AND/OR INDIVIDUAL SOFTWARE THAT ARE DUE TO IMPROPER USE, ALTERED COMPONENTS IN THE OPERATING SYSTEM, INTERFACES AND PARAMETERS, THE USE OF INAPPROPRIATE ORGANIZATION AND DATA CARRIERS IF THESE ARE REQUIRED, UNUSUAL OPERATING CONDITIONS (PARTICULARLY DEVIATIONS FROM THE INSTALLATION AND STORAGE CONDITIONS) AS WELL AS TRANSPORTATION DAMAGES. IF PROGRAMS ARE SUBSEQUENTLY ALTERED BY THE CUSTOMER, ITS PROGRAMMERS OR ANY THIRD PARTIES, ANY EXISTING WARRANTY OF ANYLINE IS NO LONGER APPLICABLE.
8.4 Notwithstanding any corrections performed by Anyline due to initial material defects or deviations from the Confirmed Specification according to Section 0, the preconditions for any correction of defects in the Customization and/or Individual Software within the scope of warranties pursuant to this Section 0 are as follows:
8.4.1 the Customer provides Anyline with sufficient description of the defect in the form of a written notice within ten (10) business days sent to ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT @▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇.▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSso that Anyline may be able to determine the nature of the defect;
8.4.2 the Customer makes available to Anyline all documents and information required for the correction of the defect;
8.4.3 the Customization and/or Individual Software has not been used by the Customer after becoming aware of the defect;
8.4.4 the Customization and/or Individual Software is operated in accordance with the intended operating conditions described in the Confirmed Specification.
8.5 If – according to Anyline's sole and absolute discretion – the description set forth in the notice presents a defect, Anyline shall undertake reasonable endeavours to remedy the defect within an appropriate period of time. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU PRESUMPTION OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED DEFECTIVENESS PURSUANT TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE § 924 OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSAUSTRIAN CIVIL CODE (ALLGEMEINES BÜRGERLICHES GESETZBUCH) IS HEREBY EXPRESSLY EXCLUDED.
8.6 Any support, diagnosis of errors, remedy of defects and failures that do not fall within the scope of warranty of the Services, Customization and/or Individual Software pursuant to this Section 0 or are within the responsibility of the Customer, as well as other corrections, revisions and additions may, upon request by the Customer, be carried out by Anyline at the cost of the Customer. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONThis also applies to a remedy of defects when program revisions, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSadditions or other interventions have been carried out by the Customer or by a third party. Such agreement between the Customer and Anyline will be subject to these Conditions, as applicable for the Services defined in Sections 0 and/or 0 of these Conditions unless agreed to otherwise in writing between the Parties.
8.7 The period of any warranty granted pursuant to these Conditions, shall lapse after six (6) months following the performance of the Services or delivery of the Customization and/or Individual Software, as the case may be.
Appears in 1 contract
Sources: Software Support Services Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOSA. Builder will provide warranty coverage on the Improvements to Buyer pursuant to the attached and incorporated ACES Builder’s Warranty. BUILDER AGREES TO COMPLY WITH THE ACES BUILDER’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGEWARRANTY AS ITS EXPRESS CONTRACTUAL WARRANTY. ▇▇▇▇▇▇ UNLESS BUILDER HAS ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY ELECTED TO PROVIDE A THIRD- PARTY WARRANTY, BUILDER AND BUYER AGREE THAT THE WORLDVIEW OFFERING ACES BUILDER’S WARRANTY CONSTITUTES THE EXCLUSIVE WARRANTY TO BE MADE AVAILABLE BY BUILDER AND SHALL PROVIDE THE WORLDVIEW OFFERING IS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF PLACE OF, SUPERSEDES, AND PRECLUDES ALL OTHER GUARANTIES OR WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING BUT NOT LIMITED TO WARRANTIES OF PERFORMANCE, WORKMANSHIP, REPAIR, MODIFICATION, MERCHANTABILITY, SUITABILITY AND FITNESS. ANY AND ALL IMPLIED WARRANTIES ARE HEREBY DISCLAIMED BY BUILDER AND WAIVED BY BUYER, INCLUDING BUT NOT LIMITED TO ANY THE IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY GOOD AND WORKMANLIKE REPAIR OR FITNESS FOR A PARTICULAR PURPOSEMODIFICATION OF EXISTING TANGIBLE GOODS OR PROPERTY AND THE IMPLIED WARRANTY OF GOOD AND WORKMANLIKE CONSTRUCTION. THE PARTIES AGREE THAT THE ACES BUILDER’S WARRANTY AND THIRD-PARTY WARRANTY, IF APPLICABLE, ADEQUATELY SET FORTH THE MANNER, PERFORMANCE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE QUALITY OF THE RIGHTS GRANTED CONSTRUCTION OF THE HOME AND IMPROVEMENTS AND SERVICES TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSBE PERFORMED. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION▇▇▇▇▇ acknowledges that this waiver of implied warranties shall not be construed as a waiver of any right to bring a claim under Chapter 17 of the Texas Business and Commerce Code but simply a waiver and disclaimer of any and all implied warranties to the maximum extent allowable by applicable law. ▇▇▇▇▇ acknowledges, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSunderstands, and agrees that the terms of the ACES Builder’s Warranty and Third-Party Warranty, if applicable, are clear, specific, and sufficiently detailed to establish the only standards of construction performance or service that Builder or Warrantor are obligated to meet. The Parties agree that this ACES Builder’s Warranty will control any warranty, workmanship, material, or any other defect claims regarding the Property or Improvements. For items in need of repair under the ACES Builder’s Warranty, the Parties agree that Builder shall have the sole right to determine the means, method, and manner of repair to be implemented. In the event that the ACES Builder’s Warranty or the Third-Party Warranty do not specify a building or performance standard for the identified item, the usual and customary industry standards for similar improvements in the geographic region shall govern. In short, the ACES Builder’s Warranty provides warranty coverage on the Improvements for one (1) year for workmanship and materials, two (2) years for plumbing, electrical, heating, and air- conditioning delivery systems, and six (6) years for major structural components of the Improvements. Under no circumstance is any landscaping, whether currently existing trees, plants, or grass on the subject property, or any of those installed by Builder, warranted by the ACES Builder’s Warranty or any other warranty. Builder and Buyer agree that no warranty of any kind exists on landscaping in consideration for issuance of the ACES Builder’s Warranty and any Third-Party Warranty. It is incumbent upon the Buyer to properly maintain and care for any landscaping. The ACES Builder’s Warranty is incorporated by reference as if fully copied and set forth herein.
B. Builder will will not also provide a third-party warranty (Third-Party Warranty) provided through a third-party warranty company (if a box is not selected, Builder will not provide a Third-Party Warranty). If a Third-Party Warranty is provided, ▇▇▇▇▇ shall first file and pursue any claim that may be covered by the Third-Party Warranty with the third- party warranty company prior to making any warranty claim with the Builder under the ACES Builder’s Warranty. ▇▇▇▇▇ acknowledges and accepts that some or all of Builder’s warranty obligation is being transferred to the Third- Party Warranty. ▇▇▇▇▇ understands and agrees that the third-party warranty requires enrollment of the Property pursuant to the applicable program and that ▇▇▇▇▇ agrees to sign and cooperate with execution of such program documents prior to and after Closing, this being a material term. ▇▇▇▇▇ further agrees and acknowledges that the Third-Party Warranty may offer warranty coverage for major structural components for more than six (6) years but in no event shall Builder have any warranty obligation after six (6) years and Builder is not liable for any claims, causes of action, attorney’s fees, expert costs, diminution in market value, or other damages whatsoever. If a Third-Party Warranty offers warranty for more than six (6) years, Owner acknowledges that the Third-Party Warranty is solely responsible for any warranty claim after six (6) years pursuant to the terms and conditions of such Third-Party Warranty.
C. Builder shall construct the Improvements in a manner that passes all applicable municipal or county inspections; passage of such inspections indicates compliance with applicable codes and standards. Subject to applicable law, failure to meet an applicable code or standard by itself for any element of the Improvements does not give rise to strict liability and it is not negligence per se, breach of contract or breach of warranty and does not create a cause of action or warranty claim against Builder. A claim or allegation that there is a failure to meet applicable code must be accompanied by (1) actual physical damage resulting from that failure or violation of code to the Property or Improvements, or (2) an immediate threat to the health and safety for the occupants or invitees. Builder shall not be required to utilize any repair method that would result in economic waste or be required to repair items or areas that are not damaged.
Appears in 1 contract
Warranty. ▇▇▇▇▇▇ WARRANTS (a) OneStream warrants that, during the Applicable Term, the Service will conform in all material respects to OneStream's then- current Documentation for such Service.
(b) The warranty in Section 11(a) will not apply to the extent that:
(i) the Service is not used in accordance with this Agreement or the Documentation; (ii) the Service or any part thereof has been modified other than by OneStream or with OneStream’s written approval; or (iii) Customer fails to accept an Update proffered by OneStream that would cause the Service to conform to the warranty.
(c) To claim the benefit of the warranty in Section 11(a), Customer must; (i) notify OneStream of the non-conformity and (ii) provide to OneStream sufficient detail to allow OneStream to reproduce the nonconformity.
(d) TO THE MAXIMUM EXTENT PERMITTED BY LAW, ONESTREAM’S SOLE AND EXCLUSIVE LIABILITY FOR ANY BREACH OF THE WARRANTY IN SECTION 11(a) SHALL BE LIMITED TO REPAIR OR REPLACEMENT OF THE SERVICE, UNLESS, IN ONESTREAM’S OPINION, SUCH REPAIR OR REPLACEMENT WOULD BE INADEQUATE OR IMPRACTICAL, IN WHICH CASE ONESTREAM WILL REFUND: I) ANY PREPAID FEE THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN CUSTOMER HAS PAID BUT THAT ONESTREAM HAS NOT EARNED, WHETHER BY PERFORMANCE OR PASSAGE OF TIME; HOWEVERAND II) THE FEES PAID FOR THE LAST 90 DAYS FOR THE APPLICABLE SERVICE, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT AND CUSTOMER WILL THEREUPON CEASE ALL USE OF THE TIME SERVICE AND THE APPLICABLE ORDER SCHEDULE (AND, IF NO OTHER ORDER SCHEDULES ARE SUBJECT THEN ACTIVE, THIS AGREEMENT) WILL TERMINATE.
(e) TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLMAXIMUM EXTENT PERMITTED BY LAW, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISETHIS AGREEMENT, INCLUDING BUT AS SPECIFIED IN SUPPORT SERVICES:
(i) ONESTREAM DOES NOT LIMITED TO WARRANT THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE;
(ii) ONESTREAM DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY WARRANTIES; AND
(iii) ONESTREAM MAKES NO WARRANTY AGAINST INTERFERENCE WITH ENJOYMENT, INFRINGEMENT, MERCHANTABILITY, ACCURACY, OR FITNESS FOR A PARTICULAR PURPOSE.
(f) The Service operates utilizing public networks, AND WARRANTIES AS TO ACCURACYincluding the internet, COMPLETENESSwhich is not under the control of OneStream and is inherently unsecure. OneStream makes no representations, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONwarranties, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSor guarantees of any kind, express, implied, statutory, or otherwise, oral or written, with respect to the performance or security of any public network.
Appears in 1 contract
Sources: Saas Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERThe Fonts and related documentation are provided “AS IS” and, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLexcept as noted herein, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF is without warranty of any kind and Prologue Type Company hereby EX- PRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR AND IMPLIED, STATUTORY OR OTHERWISEINCLUDING, INCLUDING BUT NOT LIMITED TO ANY TO, THE IMPLIED WARRANTIES WARRAN- TIES OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE. PROLOGUE TYPE COMPANY DOES NOT REPRESENT OR WARRANT THAT THE OPERATION OF THE FONTS WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE FONTS ARE WITHOUT DEFECTS. THE FONTS ARE NOT FAULT-TOLERANT AND ARE NOT INTENDED AND WERE NOT DESIGNED OR MAN- UFACTURED FOR USE IN ANY CIRCUMSTANCES WHERE FAIL- SAFE OPERATION MAY BE REQUIRED. THE FONTS MAY NOT BE USED IN MANUFACTURING, NAVIGATION, AND WARRANTIES AS PROCESS CON- TROL EQUIPMENT OR IN ANY OTHER CIRCUMSTANCES WHERE THE USE OR FAILURE OF THE FONTS COULD LEAD TO ACCURACYDEATH, COMPLETENESSPERSONAL INJURY, PROPERTY DAMAGE OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. UNDER NO CIRCUMSTANCES SHALL PROLOGUE TYPE COMPANY BE LIABLE TO LICENSEE OR ANY OTHER PARTY, WHETHER IN CONTRACT OR TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY SPECIAL, CONSEQUENTIAL, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE INCIDENTAL DAMAGES, INCLUDING LOST PROFITS, SAVINGS OR BUSINESS INTERRUPTION AS A RESULT OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSUSE OF THE FONTS EVEN IF NOTIFIED IN ADVANCE OF SUCH POSSIBILITY. CUSTOMER In no event shall any liability of Prologue Type Company exceed the purchase price of the Agreement to the Fonts or replacement of the Fonts, at Prologue Type Company’s sole discretion. Some jurisdictions do not allow the exclusion or limitation of incidental, con- sequential or special damages, and implied warranties. ANY IMPLIED WAR- RANTY OR CONDITION CREATED BY LAW IS SOLELY RESPONSIBLE ONLY EFFECTIVE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE THE THIRTY-DAY (30-DAY) WARRANTY PERIOD. THERE ARE NO WARRANTIES OR CONDITIONS OF ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS.KIND AFTER THE
Appears in 1 contract
Sources: End User License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS As an inducement for LPI to enter into this Agreement, CMRG represents and warrants to LPI that all Services to be performed hereunder shall be performed by qualified personnel in a professional and workmanlike manner consistent with the past practices of the employees performing such Services and shall generally be of no lesser quality than similar Services which CMRG provides to itself. IT IS UNDERSTOOD AND AGREED THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY CM SHALL NOT BE OBLIGATED TO PROVIDE A GREATER LEVEL OF SERVICE THAN CMRG PROVIDES AS OF DATE HEREOF. CMRG MAKES NO OTHER WARRANTY OR REPRESENTATION WITH RESPECT TO THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESSERVICES, WHETHER STATUTORY, EXPRESS OR IMPLIED, STATUTORY . THE SOLE LIABILITY OF CMRG ARISING OUT OF OR OTHERWISE, INCLUDING BUT NOT RELATING TO THE SERVICES SHALL BE LIMITED TO COMPLETING OR REPERFORMING SUCH SERVICES AT CMRG'S EXPENSE; PROVIDED, THAT ANY IMPLIED WARRANTIES CLAIM THEREFOR IS REPORTED TO CMRG WITHIN 90 DAYS FOLLOWING THE DATE ON WHICH SUCH SERVICES WERE PROVIDED. IN THE EVENT CMRG IS UNABLE TO REPERFORM ANY SERVICES FOR WHICH A CLAIM IS MADE UNDER THIS WARRANTY PRIOR TO THE EXPIRATION OF MERCHANTABILITY SUCH 90 DAY PERIOD, CMRG SHALL USE ITS REASONABLE BEST EFFORTS TO PURSUE SUCH REMEDY TO COMPLETION FOLLOWING SUCH PERIOD. THE FOREGOING REMEDY SHALL BE THE SOLE REMEDY AVAILABLE TO LPI FOR ANY FAILURE OF CMRG TO COMPLY WITH ITS WARRANTY OBLIGATIONS. IN NO EVENT SHALL CMRG BE LIABLE FOR ANY DAMAGES (INCLUDING CONSEQUENTIAL, SPECIAL, INDIRECT OR FITNESS FOR A PARTICULAR PURPOSEINCIDENTAL DAMAGES), AND WARRANTIES AS TO ACCURACYWHETHER BASED ON CONTRACT, COMPLETENESSTORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), OR ADEQUACY ANY OTHER LEGAL THEORY UNDER ANY WARRANTY OR OTHERWISE ARISING OUT OF INFORMATIONOR RELATING TO THE SERVICES. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSThe parties acknowledge and agree that due to the circumstances from which this Agreement arises, the rights and remedies set forth herein adequately protect each party's interests. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSThe provisions of this Section shall survive the termination or cancellation of this Agreement for any reason.
Appears in 1 contract
Sources: Administrative Services Agreement (Lp Innovations Inc)
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERThe Licensor warrants that the Software is prepared in accordance with the state of art at the date of its conception and shall perform substantially in accordance with its functional and technical specification at the time of delivery. Should the Software be found to contain any non-conformity or defect, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSthe Licensee shall notify the Licensor promptly thereof and the sole and exclusive liability of the Licensor under this Software Licence shall be to correct the same. THE FOREGOING WARRANTIES WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE LICENSOR AND/OR ITS SUPPLIERS AND REMEDIES OF THE LICENSEE ARE PROVIDED EXCLUSIVE AND IN LIEU SUBSTITUTION FOR, AND THE LICENSEE HEREBY WAIVES, RELEASE AND RENOUNCES, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF ALL WARRANTIESTHE LICENSOR AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE LICENSEE AGAINST THE LICENSOR, AND/OR ITS SUPPLIERS, EXPRESS OR IMPLIED, STATUTORY ARISING BY LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY SOFTWARE DELIVERED UNDER THIS SOFTWARE LICENCE INCLUDING BUT NOT LIMITED TO TO:
(A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
(B) ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY OR FITNESS FITNESS;
(C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE;
(D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER CONTRACTUAL OR DELICTUAL AND WHETHER OR NOT ARISING FROM THE LICENSOR’S AND/OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
(E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY FOR LOSS OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY OR PART THEREOF OR ANY SOFTWARE DELIVERED HEREUNDER. THE LICENSOR AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN ANY SOFTWARE DELIVERED UNDER THIS SOFTWARE LICENCE. FOR THE PURPOSES OF THIS CLAUSE 11, “THE LICENSOR” SHALL INCLUDE THE LICENSOR AND ITS AFFILIATES. NOTHING IN THIS CLAUSE 11 SHALL CONSTITUTE A PARTICULAR PURPOSEWAIVER, RELEASE OR RENUNCIATION BY THE LICENSEE OR ANY AFFILIATE OF THE LICENSEE OF ANY EXPRESS OBLIGATIONS OR LIABILITIES OWED BY ANY SUPPLIER OR ANY AFFILIATE OF THE LICENSOR TO THE LICENSEE OR ANY AFFILIATE OF THE LICENSEE PURSUANT TO ANY AGREEMENT BETWEEN SUCH LICENSEE OR ITS AFFILIATE AND SUCH SUPPLIER OR ANY AFFILIATE OF THE LICENSOR. THE PROVISIONS OF THIS CLAUSE 11 SHALL BE WITHOUT PREJUDICE TO THE PROVISIONS OF CLAUSES 12.5, 14.9, AND WARRANTIES AS 14.11 OF THIS AGREEMENT, CLAUSES 5.4 AND 6.9.6 OF EXHIBIT H TO ACCURACY, COMPLETENESS, OR ADEQUACY THE AGREEMENT AND CLAUSE 8.2 OF INFORMATION. CUSTOMER ACKNOWLEDGES ANY CBT LICENCE AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OBLIGATIONS OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSLICENSOR EXPRESSLY PRESERVED THEREUNDER; The Licensor shall have no liability for data that is entered into the Software by the Licensee and/or used for computation purposes.
Appears in 1 contract
Warranty. ▇▇▇▇▇▇ WARRANTS A. YOU ACKNOWLEDGE AND CONSENT THAT WORLDVIEW HAXTUN TELEPHONE INTERNET EXERCISES NO CONTROL OR CENSORSHIP OF THIRD PART CONTENT. USE OF ANY INFORMATION OBTAINED VIA THE SERVICE IS BASED ON DRAGOS’S REASONABLE EFFORTS AT YOUR OWN RISK. PARENTS SHOULD TAKE NECESSARY PRECAUTIONS TO COMPILE MONITOR AND ANALYZE SUPERVISE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT USE OF THE SERVICE BY MINORS.
B. HAXTUN TELEPHONE INTERNET EXPRESSLY DISCLAIMS AND IN NO EVENT SHALL BE LIABLE FOR ANY GIVEN TIME; HOWEVERSPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OR ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLDAMAGES WHATSOEVER RESULTING FROM, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO: (1) LOSS OF USE, DATA OR PROFITS; (2) LOSS OF HARDWARE OR SOFTWARE; (3) ACCESS DELAYS OR ACCESS INTERRUPTIONS; (4) COMPUTER VIRUSES OR OTHER HARMFUL COMPONENTS; (5) DATA NONDELIVERY OR DATA MISDELIVERY; (6) NEGLIGENT ACTS AND/OR OMISSIONS OF HAXTUN TELEPHONE INTERNET OR HAXTUN TELEPHONE INTERNET’S AFFILIATED COMPANIES; (7) ERRORS, OMISSIONS, OR MISSTATEMENTS IN ANY AND ALL INFORMATION, GOODS, OR SERVICES OBTAINED ON OR THROUGH THE SERVICE; AND (8) ACTS OF GOD, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTUOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE INFORMATION ON HAXTUN TELEPHONE INTERNET OR THE INTERNET GENERALLY.
C. HAXTUN TELEPHONE INTERNET’S PERFORMANCE IS SUBJECT TO INTERRUPTION AND DELAY DUE TO CAUSES BEYOND ITS REASONABLE CONTROL, SUCH AS: ACTS OF GOD; ACTS OF ANY GOVERNMENT; WAR OR OTHER HOSTILITY; CIVIL DISORDER; THE WEATHER; FIRE; EXPLOSION; POWER FAILURE; EQUIPMENT FAILURE; INDUSTRIAL OR LABOR DISPUTES; INABILITY TO OBTAIN NECESSARY SUPPLIES; DENIAL-OF-SERVICE AND/OR HACKER ATTACKS AND CIRCUMSTANCES IN THE VEIN OF THOSE LISTED ABOVE.
D. CUSTOMER EXPRESSLY AGREES THAT USE OF THE SERVICE, WHICH INCLUDES THE CONTENTS THEREOF AND ANY STORAGE OR USE OF INFORMATION, IS AT CUSTOMER’S SOLE RISK. NEITHER HAXTUN TELEPHONE INTERNET NOR ANY OF ITS EMPLOYEES OR AGENTS WARRANTS THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE; THE SERVICE IS DISTRIBUTED ON AN “AS IS” BASIS WITHOUT GUARANTEES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. NEITHER HAXTUN TELEPHONE INTERNET NOR ANYONE ELSE OR ENTITY INVOLVED IN CREATING, PRODUCING, AND DELIVERING THE SERVICE SHALL BE LIABLE TO ANY IMPLIED WARRANTIES DIRECT, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF MERCHANTABILITY USE OF THE SERVICE OR FITNESS FOR A PARTICULAR PURPOSEINABILITY TO USE THE SERVICE, OR OUT OF ANY BREACH OF ANY WARRANTY. NO ADVICE OR INFORMATION GIVEN BY HAXTUN TELEPHONE INTERNET, ITS AFFILIATES OR THEIR RESPECTIVE EMPLOYEES SHALL CREATE ANY WARRANTY. THE PROVISIONS OF THIS PARAGRAPH WILL SURVIVE ANY TERMINATION OF THIS AGREEMENT.
E. CUSTOMER AGREES THAT HAXTUN TELEPHONE INTERNET’S ENTIRE LIABILITY, AND WARRANTIES AS CUSTOMER’S EXCLUSIVE REMEDY, WITH RESPECT TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE USE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONSERVICE, SERVICE SOFTWARE, AND DRAGOS WILL ANY BREACH OF THIS AGREEMENT IS STRICTLY LIMITED TO A PRORATED PORTION OF THE AMOUNT PAID TO HAXTUN TELEPHONE INTERNET FOR MONTHLY CHARGES. SOME STATES DO NOT HAVE ANY ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR ANY INCIDENTAL CONSEQUENTIAL DAMAGES. IN SUCH ACTS OR OMISSIONSSTATES, HAXTUN TELEPHONE INTERNET’S LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW.
Appears in 1 contract
Sources: Internet Service Provider Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS 6.1 Sierra Wireless warrants that:
a) To its knowledge, the Unlimited FOTAs licensed under this Agreement is free and clear of any and all security interests, liens, charges and encumbrances of any kind or nature whatsoever, together with full power and lawful authority to license the Unlimited FOTA.
b) To its knowledge at the time this Agreement is executed by the Parties, the Unlimited FOTAs provided under this Agreement constitutes the original work of Sierra Wireless’ employees or subcontractors.
c) To its knowledge at the time this Agreement is executed by the Parties, there are no legal actions that have been brought or threatened against Sierra Wireless relating to the Unlimited FOTAs based on any third party intellectual property rights infringement.
6.2 THIS UNLIMITED FOTA LICENSE IS GRANTED “AS IS”. SIERRA WIRELESS DOES NOT WARRANT THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS THE SaaS APPLICATION LICENSED UNDER THIS AGREEMENT WILL BE UNINTERRUPTED OR ERROR FREE, AND IN PARTICULAR SIERRA WIRELESS DISCLAIMS ANY AND ALL WARRANTIES LINKED TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT INTERRUPTION OR UNAVAILABILITY OF THE SaaS APPLICATION, FAILURE OF ANY GIVEN TIME; HOWEVERTHIRD PARTY NETWORK, LOSS OF DATA OR OF INFORMATION OR FORCE MAJEURE.
6.3 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT SIERRA WIRELESS MAKES NO WARRANTIES OF ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT KIND REGARDING THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLUNLIMITED FOTAS, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND PURPOSE OR NONINFRINGEMENT. THE THIRD PARTY(IES) OWNING THE THIRD PARTY TECHNOLOGY DISCLAIM(S) ALL WARRANTIES AS TO ACCURACY, COMPLETENESS, EXPRESS OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE IMPLIED WITH RESPECT OF THE RIGHTS GRANTED USE OF SUCH THIRD PARTY TECHNOLOGY IN CONNECTION WITH THE UNLIMITED FOTAS.
6.4 YOU SHALL NOT MAKE ANY REPRESENTATION OR WARRANTY WITH REGARD TO CUSTOMER UNDER THE UNLIMITED FOTA THAT IS INCONSISTENT WITH OR IN EXCESS OF THE LIMITED WARRANTIES SET FORTH BY SIERRA WIRELESS IN THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN AGREEMENT.
6.5 THE DISCLAIMERS OF WARRANTY SET OUT IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSSECTION 5 CONSTITUTE AN ESSENTIAL PART OF THIS AGREEMENT.
Appears in 1 contract
Sources: End User License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT SYMBOL DYNAMICS PROVIDES NO WARRANTIES OF ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSKIND. THE FOREGOING WARRANTIES ARE LICENSED SOFTWARE IS PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS “AS IS” AND SYMBOL DYNAMICS EXPRESSLY EXCLUDES ANY OTHER WARRANTY OR IMPLIED, STATUTORY OR OTHERWISECONDITION, INCLUDING BUT NOT LIMITED TO ANY THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE AND NONINFRINGEMENT. SYMBOL DYNAMICS ALSO SPECIFICALLY EXCLUDES ALL WARRANTIES, EXPRESS OR IMPLIED OF PATENT NONINFRINGEMENT. FURTHER, SYMBOL DYNAMICS DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE, OR THE RESULTS OF THE USE, OF THE LICENSED SOFTWARE OR ITS DOCUMENTATION IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, CURRENTNESS, OR OTHERWISE. THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE LICENSED SOFTWARE IS ASSUMED BY YOU. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY SYMBOL DYNAMICS OR ITS EMPLOYEES SHALL CREATE A WARRANTY OR CONDITION OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE YOU MAY NOT RELY ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS INFORMATION OR OMISSIONSADVICE. SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OF IMPLIED WARRANTIES WITH RESPECT TO CERTAIN USERS, SO THIS DISCLAIMER MAY NOT APPLY TO YOU AND YOU MAY HAVE OTHER LEGAL RIGHTS THAT VARY BY JURISDICTION.
Appears in 1 contract
Sources: License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS A. Builder will provide warranty coverage on the Improvements to Buyer pursuant to the attached and incorporated Express Limited Home Warranty. BUILDER AGREES TO COMPILE AND ANALYZE COMPLY WITH THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGEEXPRESS LIMITED HOME WARRANTY AS ITS EXPRESS CONTRACTUAL WARRANTY. ▇▇▇▇▇▇ UNLESS BUILDER HAS ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY ELECTED TO PROVIDE A THIRD-PARTY WARRANTY, BUILDER AND BUYER AGREE THAT THE WORLDVIEW OFFERING EXPRESS LIMITED HOME WARRANTY CONSTITUTES THE EXCLUSIVE WARRANTY TO BE MADE AVAILABLE BY BUILDER AND SHALL PROVIDE THE WORLDVIEW OFFERING IS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU PLACE OF AND SUPERSEDES AND PRECLUDES ALL OTHER GUARANTIES OR WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING BUT NOT LIMITED TO WARRANTIES OF PERFORMANCE, WORKMANSHIP, REPAIR, MODIFICATION, MERCHANTABILITY, SUITABILITY AND FITNESS. ANY AND ALL IMPLIED WARRANTIES ARE HEREBY DISCLAIMED BY BUILDER AND WAIVED BY BUYER, INCLUDING BUT NOT LIMITED TO ANY THE IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY GOOD AND WORKMANLIKE REPAIR OR FITNESS FOR A PARTICULAR PURPOSEMODIFICATION OF EXISTING TANGIBLE GOODS OR PROPERTY AND THE IMPLIED WARRANTY OF GOOD AND WORKMANLIKE CONSTRUCTION. THE PARTIES AGREE THAT THE EXPRESS LIMITED HOME WARRANTY AND THIRD-PARTY WARRANTY, IF APPLICABLE, ADEQUATELY SET FORTH THE MANNER, PERFORMANCE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE QUALITY OF THE RIGHTS GRANTED CONSTRUCTION OF THE HOME AND IMPROVEMENTS AND SERVICES TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSBE PERFORMED. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION▇▇▇▇▇ acknowledges, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSunderstands, and agrees that the terms of the Express Limited Home Warranty and Third-Party Warranty, if applicable, are clear, specific, and sufficiently detailed to establish the only standards of construction performance or service that Builder or Warrantor are obligated to meet. The Parties agree that this Express Limited Home Warranty will control any warranty, workmanship, material, or any other defect claims regarding the Property or Improvements. For items in need of repair under the Express Limited Home Warranty, the Parties agree that Builder shall have the sole right to determine the means, method, and manner of repair to be implemented. In the event that the Express Limited Home Warranty or the Third-Party Warranty do not specify a building or performance standard for the identified item, the usual and customary industry standards for similar improvements in the geographic region shall govern. In short, the Express Limited Home Warranty provides warranty coverage on the Improvements for one (1) year for workmanship and materials, two (2) years for plumbing, electrical, heating, and air-conditioning delivery systems, and ten (10) years for major structural components of the Improvements. Under no circumstance is any landscaping, whether currently existing trees, plants, or grass on the subject property, or any of those installed by Builder, warranted by the Express Limited Home Warranty or any other warranty. Builder and Buyer agree that no warranty of any kind exists on landscaping in consideration for issuance of the Express Limited Home Warranty and any Third-Party Warranty. It is incumbent upon the Buyer to properly maintain and care for any landscaping. The Express Limited Home Warranty is incorporated by reference as if fully copied and set forth herein. ■
B. Builder will will not also provide a third-party warranty (Third-Party Warranty) provided through a third- party warranty company. If a Third-Party Warranty is provided, Buyer shall first file and pursue any claim that may be covered by the Third-Party Warranty with the third-party warranty company prior to making any warranty claim against Builder under the Express Limited Home Warranty. ▇▇▇▇▇ understands and agrees that the third-party warranty requires enrollment of the Property pursuant to the applicable program and that ▇▇▇▇▇ agrees to sign and cooperate with execution of such program documents prior to and after Closing, this being a material term.
C. Builder shall construct the Improvements in a manner that passes all applicable municipal or county inspections; passage of such inspections indicates compliance with applicable codes and standards. Failure to meet an applicable code or standard by itself for any element of the Improvements does not give rise to strict liability and it is not negligence per se, breach of contract or breach of warranty and does not create a cause of action or warranty claim against Builder. A claim or allegation that there is a failure to meet applicable code must be accompanied by
(1) actual physical damage resulting from that failure or violation of code to the Property or Improvements, or (2) an immediate threat to the health and safety for the occupants or invitees. Builder shall not be required to utilize any repair method that would result in economic waste or be required to repair items or areas that are not damaged.
Appears in 1 contract
Sources: Residential Completed Home Contract
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS (A) PRODUCTS MANUFACTURED OR SUPPLIED BY SELLER ARE WARRANTED TO COMPILE BE FREE FROM DEFECTS IN MATERIAL AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERWORKMANSHIP, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSTHE COMMERCIAL TOLERANCES SET OUT AND AGREED TO BY THE PARTIES IN THIS AGREEMENT. (B) SELLER’S LIABILITY HEREUNDER IS LIMITED EXCLUSIVELY TO THE FOREGOING WARRANTIES ARE PROVIDED PURCHASE PRICE OF ANY PIECE OR PRODUCED PART IN LIEU AN ORDER THAT IS NOT IN COMPLIANCE (“NON-COMPLIANT PIECE”) PROVEN TO BE DEFECTIVE, OR, AT SELLER’S OPTION, FOR REPLACEMENT OF ALL WARRANTIESTHE NON-COMPLIANT PIECE. ANY PIECE OR PRODUCED PART CLAIMED TO BE DEFECTIVE MUST BE RETURNED TO THE SELLER WITHIN FIFTEEN (15) CALENDAR DAYS OF DELIVERY, EXPRESS PREPAID BY BUYER, FOR INSPECTION BY SELLER. SELLER SHALL HAVE THIRTY (30) CALENDAR DAYS FROM RECEIPT OF ANY PIECE OR IMPLIEDPRODUCED PARTY CLAIMED TO BE DEFECTIVE TO INSPECT AND ADVISE BUYER, STATUTORY IN WRITING, OF SELLER’S DETERMINATION AND, IF FOUND TO BE A NON-COMPLIANT PIECE, THE PROFFERED REMEDY.
(C) SELLER DOES NOT WARRANT ANY SPECIFIC DELIVERY TIME OR OTHERWISEQUANTITY OF UNITS TO BE DELIVERED WITHIN A SPECIFIED TIME. TO THE EXTENT A DELIVERY TIME AND/OR QUANTITY IS ESTIMATED IN THIS AGREEMENT, INCLUDING BUT NOT LIMITED SELLER’S OBLIGATION IS TO UTILIZE ITS BEST EFFORTS TO ACHIEVE THE ESTIMATED TIME AND QUANTITY. (D) SELLER DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, PURPOSE AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY ANY OTHER WARRANTY OUTSIDE OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSSECTION.
Appears in 1 contract
Sources: Terms and Conditions
Warranty. ▇▇▇▇▇▇ WARRANTS 5.1 Sierra Wireless warrants that:
a) To its knowledge, the AirVantage Management Services provided under this Agreement is free and clear of any and all security interests, liens, charges and encumbrances of any kind or nature whatsoever, together with full power and lawful authority to, where applicable, either license, sell, deliver and perform the AirVantage Management Services required to be provided hereunder.
b) All AirVantage Management Service to be provided by Sierra Wireless hereunder shall be rendered in a professional and workmanlike manner that is generally acceptable in the industry for performance of such type of services.
c) To its knowledge at the time this Agreement is executed by the Parties, the AirVantage M2M Cloud and the AirVantage Management Services provided under this Agreement constitutes the original work of Sierra Wireless’ employees or subcontractors.
d) To its knowledge at the time this Agreement is executed by the Parties, there are no legal actions that have been brought or threatened against Sierra Wireless relating to the AirVantage M2M Cloud or the AirVantage Management Services based on any third party intellectual property rights infringement.
5.2 SIERRA WIRELESS DOES NOT WARRANT THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS THE AIRVANTAGE MANAGEMENT SERVICES, THE AIRVANTAGE M2M CLOUD, OR ANY MATERIAL PROVIDED UNDER THIS AGREEMENT WILL BE UNINTERRUPTED OR ERROR FREE, AND IN PARTICULAR SIERRA WIRELESS DISCLAIMS ANY AND ALL WARRANTIES LINKED TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT INTERRUPTION OR UNAVAILABILITY OF THE AIRVANTAGE MANAGEMENT SERVICE OR THE AIRVANTAGE M2M CLOUD, FAILURE OF ANY GIVEN TIME; HOWEVERTHIRD PARTY NETWORK, LOSS OF DATA OR OF INFORMATION OR FORCE MAJEURE.
5.3 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT SIERRA WIRELESS MAKES NO WARRANTIES OF ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT KIND REGARDING THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS AIRVANTAGE MANAGEMENT SERVICES, THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, AIRVANTAGE M2M CLOUD EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND PURPOSE OR NONINFRINGEMENT. THE THIRD PARTY(IES) OWNING THE THIRD PARTY TECHNOLOGY DISCLAIM(S) ALL WARRANTIES AS TO ACCURACY, COMPLETENESS, EXPRESS OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE IMPLIED WITH RESPECT OF THE RIGHTS GRANTED USE OF SUCH THIRD PARTY TECHNOLOGY IN CONNECTION WITH THE AIRVANTAGE M2M CLOUD AND/OR THE AIRVANTAGE MANAGEMENT SERVICES.
5.4 THE CUSTOMER SHALL NOT MAKE ANY REPRESENTATION OR WARRANTY WITH REGARD TO CUSTOMER UNDER THE AIRVANTAGE M2M CLOUD, THE AIRVANTAGE MANAGEMENT SERVICES THAT IS INCONSISTENT WITH OR IN EXCESS OF THE LIMITED WARRANTIES SET FORTH BY SIERRA WIRELESS IN THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN AGREEMENT.
5.5 THE DISCLAIMERS OF WARRANTY SET OUT IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSSECTION 5 CONSTITUTE AN ESSENTIAL PART OF THIS AGREEMENT.
Appears in 1 contract
Sources: End User License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS 11.1. Seller warrants only to Buyer that Reagents Products will materially conform to the Reagents Products description and instruction for use at the time of delivery through the expiration date provided that the Buyer has followed the storage and use instructions. Seller will carry out its delivery obligations with due care and skill. All other conditions or warranties implied by statute common law or trade usage or expressed by the Buyer are hereby excluded, with the exception of conditions expressly accepted by the Seller in writing.
11.2. TO COMPILE THE EXTENT ALLOWED BY LAW, SELLER DISCLAIMS AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT EXCLUDES ALL OTHER WARRANTY OR GUARANTEE OF ANY GIVEN TIME; HOWEVERKIND, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLWHETHER WRITTEN OR ORAL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS EXPRESSED OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING WITHOUT LIMITATION, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY AND WARRANTIES AS MERCHANTABILITY, NONINFRINGEMENT OR SKILL AND CARE WHICH EXTENDS BEYOND THE DESCRIPTION OF THE REAGENTS PRODUCTS AND/OR SERVICES. THUS, IN NO EVENT WILL SELLER HAVE ANY OBLIGATION OR LIABILITY, WHETHER IN TORT (INCLUDING NEGLIGENCE) OR IN CONTRACT, FOR ANY, LOST PROFITS, LOSS OF GOODWILL, LOSS OF BUSINESS OPPORTUNITIES, DAMAGE TO ACCURACYREPUTATION, COMPLETENESSDIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES CAUSED BY DELAYS IN EITHER DELIVERY, INSTALLATION, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE FURNISHING OF THE RIGHTS GRANTED REAGENTS PRODUCTS NOR FOR DAMAGE OR LOSS OF ANY NATURE RELATED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSDATA OR DATA USE NOR FOR DOWNTIME COSTS RESULTING FROM REAGENTS PRODUCTS.
11.3. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONIn the event of any breach of this warranty, AND DRAGOS WILL Seller will, at its sole discretion and as Buyer’s sole remedy, either refund the price paid for such non-conforming Reagents Products or replace any non-conforming Reagents Products at no charge to the Buyer. Said refund or replacement is conditioned on Buyer (a) having followed the storage and use instructions for such affected Reagents Products and (b) giving written notice to the Seller within ten (10) days after Seller’s discovery of the nonconformance. Failure of Buyer to give said notice within ten (10) days shall constitute a waiver by ▇▇▇▇▇ of all claims hereunder with respect to said Reagents Products. Seller's aggregate liability, if any, arising out of or in any way related to these Terms shall be limited to the amount paid by Buyer for Reagents Products that are subject to the claim. This limited warranty is the sole and exclusive warranty and sets forth the exclusive remedies for all Reagents Products and is in lieu of all other warranties.
11.4. BECAUSE SOME JURISDICTIONS DO NOT HAVE ANY ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR ANY SUCH ACTS CONSEQUENTIAL OR OMISSIONSINCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO LICENSEE. IN THE EVENT THAT APPLICABLE LAW DOES NOT ALLOW THE COMPLETE EXCLUSION OR LIMITATION OF LIABILITY OF CLAIMS AND DAMAGES AS SET FORTH IN THIS AGREEMENT, SELLER'S LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
11.5. Return orders cannot be accepted unless prior notification has been sent by the Buyer and the return has been approved in writing by the Seller. For any claim, please contact Seller Reagents Customer Service as indicated on Seller web-site.
Appears in 1 contract
Sources: Terms and Conditions of Sale
Warranty. The manufacturer or publisher of the Products, if any, provides product warranties. Clipper Controls makes no warranties whatsoever. Clipper Controls sole obligation (and Buyer’s sole remedy) in the event of breach of any warranty shall be the repair or replacement of defective Products. IN NO EVENT SHALL Clipper Controls BE LIEABLE FOR ANY CONSEQUENTIAL DAMAGES OR DAMAGES OF ANY KIND OR NATURE ALLEGED TO HAVE RESULTED FROM ANY BREACH OFWARRANTY. Clipper Controls DOES NOT WARRANT THE MERCHANTABILITY OF THE PRODUCTS OR THEIR FITNESS FOR ANY PARTICULAR PURPOSE. Clipper Controls MAKES NO WARRANTY, EXPRESS OR IMPLIED, OTHER THAN THOSE SPECIFICALLY SET FORTH ▇▇▇▇▇▇ WARRANTS . Clipper Controls, ITS EMPLOYEES, AGENTS OR SUBCONTRACTORS SHALL NOT BE LIABLE TO BUYER, BUYER’S CUSTOMERS, OR ANY OTHER PARTY FOR ANY LOSS, DAMAGE, OR INJURY THAT WORLDVIEW IS BASED ON DRAGOSRESULTS FROM THE USE OR APPLICATION BY BUYER, BUYER’S REASONABLE EFFORTS CUSTOMERS, OR ANY OTHER PARTY, OF PRODUCTS DELIVERED TO COMPILE BUYER. Clipper Controls SHALL NOT BE LIABLE FOR COSTS OF PROCUREMENT OF SUBSTITUE PRODUCTS OR SERVICES, NOR FOR ANY LOSS OF BUSINESS, LOSS OF USE OR OF DATA, INTERRUPTION OF BUSINESS, LOST PROFITS OR GOODWILL, OR OTHER INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMGES OF ANY KIND ARISING OUT OF THIS AGREEMTNH, EVEN IF Clipper Controls HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT NOTWITHSTANDING ANY GIVEN TIME; HOWEVER, FAILURE OF ESSENTIAL PURPOSE OF ANY OPINIONS REFLECT LIITED REMEDY. THIS EXCLUSION INCLUES ANY LIABILITY THAT MAY ARISE OUT OF THIRD-PARTY CLAIMS AGAINST ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE CLIPPER CONTROLS’ TOTAL LIABILITY UNDER THIS AGREEMET WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED RESPECT TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY PRODUCT SOLD HERUNDER SHALL IN NO EVENT EXCEED TH PRICE PAID BY BUYER FOR SUCH PRODUCT OR FITNESS SERVICE ACTUALLY DELIVERED AND PAID FOR A PARTICULAR PURPOSE, BY BUYER HERUNDER. BUYER HEREBY EXPRESSLY WAIVES ANY AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE ALL CLAIMS FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSDAMAGES.
Appears in 1 contract
Sources: Sales Terms & Conditions
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS Unless otherwise stated in the Agreement, Home Depot warrants for 1 year from the completion date that all Services will (i) be performed with good workmanship and (ii) conform to the requirements of the Agreement. During the warranty period and within a reasonable time after receiving notice from You of a warranty claim, Home Depot may, at its sole option (i) correct or replace each Defect, or (ii) remove each Defect and refund the full purchase price thereof to You; provided, however, that all warranties are voided if (1) anyone other than Home Depot or Service Provider performs work upon or otherwise modifies any materials or Services provided under this Agreement, or (2) You fail to pay Home Depot as provided in this Agreement. (b) Limitation on Warranties: THE WARRANTIES PROVIDED IN THIS AGREEMENT ARE STRICTLY LIMITED TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING EXPRESS WARRANTIES CONTAINED IN THIS PARAGRAPH IN THE WARRANTY SECTION OF THE AGREEMENT, IF ANY. YOU ACKNOWLEDGE AND AGREE THAT NO OTHER WARRANTIES ARE PROVIDED IN LIEU MADE OR GIVEN BY HOME DEPOT OR SERVICE PROVIDER, INCLUDING ANY WARRANTY FOR FITNESS OF ALL WARRANTIESPURPOSE, WARRANTY OF MERCHANTABILITY, OR ANY OTHER ORAL, EXPRESS OR IMPLIEDIMPLIED WARRANTIES. HOME DEPOT'S EXPRESS WARRANTIES ARE VOIDED FOR ANY DEFECT CAUSED BY ABUSE, STATUTORY MISUSE, NEGLECT, ACTS OF GOD, LACK OF PRESCRIBED OR OTHERWISESTANDARD MAINTENANCE, INCLUDING BUT NOT LIMITED OR IMPROPER CARE/CLEANING. ANY MANUFACTURER'S WARRANTIES PROVIDED FOR GOODS, MATERIALS, OR EQUIPMENT WILL BE PASSED THROUGH BY HOME DEPOT TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEYOU, AND WARRANTIES AS YOU AGREE TO ACCURACYLOOK SOLELY TO SUCH MANUFACTURER FOR REMEDY OF ANY DEFECT IN SUCH GOODS, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONMATERIALS, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSEQUIPMENT. HOME DEPOT MAY ASSIST YOU WITH WARRANTY CLAIMS AGAINST MANUFACTURERS.
Appears in 1 contract
Sources: Home Improvement Agreement
Warranty. Seller warrants goods manufactured by it will be free from defects in material and workmanship for one (1) year following the date of shipment. If any of the Goods are found by Seller to be defective, such Goods will, at the Seller's option, be replaced or repaired at Seller's cost. The parties hereto expressly agree that ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE's sole and exclusive remedy against the Seller shall be for the repair or replacement of defective Goods as provided herein plus the relevant freight charges. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSThe exclusive remedy shall not be deemed to have failed of its essential purpose so long as the seller is willing and able to repair or replace defective Goods in the prescribed manner. THE FOREGOING WARRANTIES ARE PROVIDED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY INCLUDING THOSE OF MERCHANTABILITY OR OTHERWISEFITNESS FOR ANY PURPOSE NOT EXPRESSLY SET FORTH HEREIN. NO AFFIRMATION OF SELLER, BY WORDS OR ACTION, OTHER THAN AS SET FORTH IN THIS SECTION 3 OR IN THE ADDITIONAL WARRANTY PROVIDED BY SELLER WITH RESPECT TO ITS MAGNICATOR II PRODUCTS AND ACCESSORIES (pages 5 - 6), SHALL CONSTITUTE A WARRANTY. GOODS WHICH MAY BE SOLD BY SELLER BUT WHICH ARE NOT MANUFACTURED BY SELLER ARE NOT WARRANTED BY SELLER, BUT ARE SOLD ONLY WITH THE WARRANTIES, IF ANY, OF THE MANUFACTURERS THEREOF. THIS WARRANTY DOES NOT COVER LABOR OR OTHER COSTS OR EXPENSES TO REMOVE OR INSTALL ANY DEFECTIVE, REPAIRED OR REPLACED GOODS. SELLER'S WARRANTY DOES NOT APPLY TO ANY GOODS WHICH HAVE BEEN SUBJECTED TO MISUSE, MISHANDLING, MISAPPLICATION, NEGLECT (INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES IMPROPER MAINTENANCE), ACCIDENT, IMPROPER INSTALLATION, MODIFICATION (INCLUDING BUT NOT LIMITED TO USE OF MERCHANTABILITY UNAUTHORIZED PARTS OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESSATTACHMENTS), OR ADEQUACY ADJUSTMENT OR REPAIR PERFORMED BY ANYONE OTHER THAN SELLER OR ONE OF INFORMATIONSELLERS AUTHORIZED AGENTS. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSAny claim by ▇▇▇▇▇ with reference to the goods sold hereunder shall be deemed waived by the Buyer unless submitted in writing to Seller within the earlier of (i) thirty (30) days following the date Buyer discovered or by reasonable inspection should have discovered, any claimed breach of the foregoing warranty, or (ii) thirteen (13) months following the date of shipment. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONAny cause of action for breach of the foregoing warranty shall be brought within one year from the date the alleged breach was discovered or should have been discovered, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSwhichever occurs first.
Appears in 1 contract
Sources: Terms and Conditions
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE NOTHING IN THIS CBR AGREEMENT SHALL AFFECT THE WARRANTIES PROVIDED WITH ANY HARDWARE PURCHASED OR SOFTWARE LICENSED BY INTEGRATOR AND/OR END USER. ANY AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERALL SERVICES PROVIDED HEREUNDER SHALL BE PERFORMED IN A WORKMANLIKE MANNER. EXCEPT AS SPECIFIED IN THIS SECTION, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIEDIMPLIED CONDITIONS, STATUTORY OR OTHERWISEREPRESENTATIONS, INCLUDING BUT NOT LIMITED TO AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE (EVEN IF THE PURPOSE IS KNOWN TO CISCO), AND WARRANTIES AS TO ACCURACYSATISFACTORY QUALITY, COMPLETENESSAGAINST INFRINGEMENT OR ARISING FROM A COURSE OF DEALING, USAGE, OR ADEQUACY TRADE PRACTICE, ARE HEREBY EXCLUDED TO THE GREATEST EXTENT ALLOWED BY APPLICABLE LAW. INTEGRATOR MUST NOTIFY CISCO PROMPTLY OF INFORMATIONANY CLAIMED BREACH OF ANY WARRANTIES. CUSTOMER ACKNOWLEDGES INTEGRATOR'S SOLE AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE EXCLUSIVE REMEDY FOR DETERMINING WHETHER THE EXERCISE BREACH OF WARRANTY SHALL BE, AT CISCO'S OPTION, RE-PERFORMANCE OF THE RIGHTS GRANTED SERVICES; OR TERMINATION OF THE APPLICABLE SERVICE ON THE EQUIPMENT LIST AND RETURN OF THE UNUSED PORTION OF THE FEES PAID TO CUSTOMER UNDER CISCO BY INTEGRATOR FOR SUCH NON-CONFORMING SERVICES. THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSDISCLAIMER AND EXCLUSION SHALL APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH ABOVE FAILS OF ITS ESSENTIAL PURPOSE. CUSTOMER THE WARRANTY PROVIDED IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN SUBJECT TO THE LIMITATION OF LIABILITY SET FORTH IN RELIANCE THE CBR AGREEMENT. INTEGRATOR SHALL NOT MAKE ANY WARRANTY COMMITMENT, WHETHER WRITTEN OR ORAL, ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSCISCO'S BEHALF.
Appears in 1 contract
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERSeller warrants that the products (or materials) delivered hereunder meet Seller's specifications as stated in this Agreement. Such warranty will extend for a period of ninety (90) days from the delivery of the products (or materials) and all claims for defective work must be made in writing immediately upon discovery and in any event within ninety (90) days from date of delivery by Seller. Upon Buyer’s submission of a claim and its substantiation, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGESeller shall at its option either replace defective products (or materials) at the original F.O.B point of delivery, or refund an equitable portion of the contract price. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLThe forgoing warranties are exclusive and in lieu of all other warranties, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSwhether written, oral, implied or statutory. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF Buyer assumes all risk and liability resulting from use of the products delivered hereunder, whether used singly or in combination with other products. SELLER DISCLAIMS ALL WARRANTIES, EXPRESS OR EXPRESS, IMPLIED, STATUTORY ARISING BY STATUTE OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY, QUALITY, FITNESS FOR ANY PARTICULAR PURPOSE, OR NONFRINGEMENT. NO IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY OR WARRANTY OF FITNESS FOR A ANY PARTICULAR PURPOSE, PURPOSE SHALL APPLY AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATIONSELLER DISCLAIMS ANY SUCH WARRANTIES. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT NO EVENT SHALL SELLER HAVE ANY LIABILITY TO BUYER OR TO CUSTOMERS OR ANY OTHER THIRD PARTY FOR ANY LOST PROFITS, HEALTH CONSEQUENCES, ENVIRONMENTAL HAZARDS, OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY OTHER INDIRECT, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES RESULTING FROM THE USE OF PRODUCTS OR THE FAILURE OF PRODUCTS TO PERFORM, OR FOR ANY OTHER REASON. THESE LIMITATIONS APPLY NOTWITHSTANDING SELLER BEING ADVISED OF THE POSSIBILITY OF SUCH ACTS DAMAGES OR OMISSIONSTHE FAILURE OF THE ESSENTIAL PURPOSE OF ANY REMEDY. IT IS ACKNOWLEDGED BY THE PARTIES THAT NOTHING IN THIS STATEMENT SHALL LIMIT A PARTY’S OBLIGATION TO PAY AMOUNTS ALREADY DUE AND OWING TO THE OTHER PARTY. CLAIMS FOR DAMAGES: When received, the Buyer should check the goods for conformance with applicable specifications immediately. No claim of any kind, whether as to products (or materials) delivered or for nondelivery of products, and whether or not based on negligence, tort, breach of contract or warranty, indemnity, or otherwise, shall exceed in the aggregate, an amount equal to the purchase price actually received by Seller for the products in respect of which damages are claimed; and failure to give notice of claim within ninety (90) days from date of delivery or the date fixed for delivery (in the case of non-delivery), shall constitute a waiver by Buyer of all claims in respect of such products. No charge or expense incident to any claims will be allowed unless approved by an authorized representative of Seller. Products shall not be returned to Seller without Seller's prior permission, and then only in the manner prescribed by Seller. THE REMEDY HEREBY PROVIDED SHALL BE THE EXCLUSIVE AND SOLE REMEDY OF BUYER, AND IN NO EVENT SHALL SELLER BE LIABLE FOR SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, WHETHER OR NOT CAUSED BY OR RESULTING FROM THE NEGLIGENCE OF SUCH PARTY. RETURN POLICY: Goods (other than special ordered products (or materials)) purchased from the Seller can be returned only after a return authorization number is issued. Special ordered products (materials) may only be returned with the consent of Seller, and may be subject to restocking or freight charges if approval to return is granted. Subject to a restocking fee and product inspection upon return, Seller will accept unopened regular production product only for a 30 day period after our shipment date.
Appears in 1 contract
Sources: Terms and Conditions of Sale
Warranty. ▇▇▇▇▇▇ WARRANTS THE SOFTWARE AS PROVIDED UNDER THIS AGREEMENT IS PROVIDED ON AN “AS IS” BASIS. LICENSEE AGREES THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERSOFTWARE, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT ITS MODULES, INCLUDING THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLSAAS MODULES, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, WITHOUT ANY EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEIMPLIED WARRANTY, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY TITLE, QUIET ENJOYMENT, QUIET POSSESSION, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR NONINFRINGEMENT. FURTHERMORE, CEGSOFT DOES NOT MAKE ANY WARRANTIES OF ANY KIND WITH RESPECT TO LOSS OR CORRUPTION OF DATA, LOSS OR DAMAGE TO EQUIPMENT AND/OR SOFTWARE, SYSTEM RESPONSE TIMES, TELECOMOMUNICATION LINES OR OTHER COMMUNICATION DEVICES, QUALITY, AVAILIABITY, RELIABILITY, SECURITY ACCESS DELAYS OR ACCESS INTERRUPTIONS, NOR COMPUTER VIRUSES, BUGS OR ERRORS. CEGSOFT DOES NOT MAKE ANY WARRANTIES THAT THE SERVICE NOR THE SUBSCRIPTION WILL NOT BE INTERUPTED OR ERROR FREE OR AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE AND CEGSOFT ASSUMES NO RESPONSITIBLITY. CEGSOFT, ITS AFFILIATES, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONTHEIR RESPECTIVE REPRESENTATIVES ARE NOT LIABLE, AND DRAGOS WILL NOT HAVE EXPRESSLY DISCLAIM ANY LIABILITY FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM LICENSEE OR STORED BY LICENSEE VIA THE SOFTWARE PROVIDED BY CEGSOFT. NO ORAL ADVICE OR WRITTEN INFORMAITON GIVEN BY CEGSOFT REPRESENTATIVES WILL CREATE A WARRANTY; NOR MAY THE LICENSEE RELY ON ANY SUCH ACTS INFORMATION OR OMISSIONSADVICE. CEGSOFT DOES NOT WARRANT THAT THE PUERTO RICO INTERNAL REVENUE SERVICE (“HACIENDA”) AND THE HACIENDA COMPUTER SYSTEMS WILL BE WILLING, AVAILABLE, AND/OR CAPABLE TO RECEIVE, HOLD, ARCHIVE, OR OTHERWISE ACCEPT, FILE, AND ACCOUNT FOR THE RECEIPT OF ANY FILING TAX FORMS OR ANY INFORMATION. Paying for Licensee’s, User’s, or any third parties internet access is not CEGSOFT’s responsibility. Any charges and fees by internet service providers is Licensee’s and/or User’s sole responsibility. CEGSOFT does not warrant the availability, quality, service, operability, or any other aspect of the internet connectivity and service provided by any internet service providers. You agree to not Use the Software to: (a) upload or otherwise transmit any content or domain name that is unlawful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; (b) harm minors in any way; (c) impersonate any person or entity, including, but not limited to, any CEGSOFT representative, or misrepresent your affiliation with any person or entity; (d) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Software; (e) upload or otherwise transmit any content that you do not have a right to transmit under any law or under contractual relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (f) upload or otherwise transmit any content or domain name that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any person; (g) upload or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (h) interfere with or disrupt the Software or servers or networks connected to the Software; or (i) violate any applicable law or regulation. .
Appears in 1 contract
Sources: End User Software License Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS SELLER’S PRODUCT IS WARRANTED TO BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP UNDER NORMAL USE AND MAINTENANCE FOR A PERIOD OF TWELVE MONTHS FROM THE DATE OF STARTUP, AND NOT TO EXCEED 15 MONTHS FROM ORIGINAL SHIPMENT DATE. A NEW OR REBUILT PART TO REPLACE ANY DEFECTIVE PART WILL BE PROVIDED WITHOUT CHARGE, PROVIDED THE DEFECTIVE PART IS FOUND TO BE DEFECTIVE BY THE SERVICE DEPARTMENT OF THE SELLER AND SELLER RESERVES THE RIGHT TO REQUIRE THE DEFECTIVE PART BE RETURNED TO SELLER WITHIN TEN (10) DAYS OF CLAIM RECEIPT BY SELLER. THE REPLACEMENT PART ASSUMES THE UNUSED PORTION OF THE WARRANTY. FOR A PERIOD OF 60 DAYS STARTING FROM THE DATE OF ORIGINAL SHIPMENT, THE SELLER WILL COVER THE COST OF LABOR FOR REPAIRS AND REPLACEMENT OF PARTS THAT WORLDVIEW IS IT HAS DETERMINED TO BE DEFECTIVE. THE COST OF LABOR WILL BE BASED ON DRAGOS’S STRAIGHT-TIME RATE AND REASONABLE EFFORTS TO COMPILE AND ANALYZE TIME FOR THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT REPAIR OF THE TIME AND DEFECT. ALL LABOR CHARGES ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS APPROVAL BY THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE SERVICE DEPARTMENT OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSSELLER. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONThis warranty shall not apply:
1. To any Product or any part thereof which has been subject to accident, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSalteration, negligence, misuse or abuse, operation on improper voltage, or which has not been operated in accordance with the Seller’s recommendation, or if the serial number of the Product has been altered, defaced, or removed.
2. When the Product, or any part thereof, is damaged by fire, flood, or other act of God.
Appears in 1 contract
Sources: Sales Contract
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS YORK'S WARRANTIES, INCLUDING, WITHOUT LIMITATION, WARRANTIES WITH RESPECT TO COMPILE THE DESIGN, MATERIALS, WORKMANSHIP, MERCHANTABILITY, FITNESS FOR PURPOSE AND ANALYZE PERFORMANCE OF ITS PRODUCTS, SHALL BE LIMITED EXCLUSIVELY TO THOSE SPECIFICALLY EXPRESSED IN WRITING FROM TIME TO TIME BY YORK. ANY SUCH WARRANTY SHALL RUN DIRECTLY FROM YORK TO THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT ULTIMATE CONSUMER OF THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING PRODUCTS AND SHALL PROVIDE NOT BE ENLARGED, DIMINISHED OR OTHERWISE ALTERED OR AMENDED IN ANY MANNER BY DISTRIBUTOR. DISTRIBUTOR SHALL MAKE NO REPRESENTATION REGARDING YORK'S WARRANTY, IF ANY, COVERING THE WORLDVIEW OFFERING PRODUCTS BUT SHALL REFER ITS CUSTOMERS TO YORK'S PRINTED WARRANTY STANDARD IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSEFFECT AT THAT TIME, IF ANY. THE FOREGOING WARRANTIES ARE AS BETWEEN YORK AND DISTRIBUTOR, EXCEPT AS EXPRESSLY PROVIDED IN LIEU OF HEREIN, YORK DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY IN FACT OR BY OPERATION OF LAW OR OTHERWISE, INCLUDING BUT NOT LIMITED TO CONTAINED IN OR DERIVED FROM THIS AGREEMENT, ANY OF THE EXHIBITS ATTACHED HERETO OR IN ANY OTHER MATERIALS, BROCHURES, PRESENTATIONS OR OTHER DOCUMENTS OR COMMUNICATIONS WHETHER ORAL OR WRITTEN, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS.
Appears in 1 contract
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERSeller warrants that Goods manufactured by it will be free from defects in workmanship for one (1) year following the date of shipment. If any of the Goods are found by Seller to be defective, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLsuch Goods will, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSat Seller’s option, be replaced or repaired at Seller’s cost. THE FOREGOING WARRANTIES ARE PROVIDED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, IMPLIED INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES THOSE OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES WHICH ARE HEREBY DISCLAIMED. NO AFFIRMATION OF SELLER, BY WORDS OR ACTION, OTHER THAN AS SET FORTH IN THIS SECTION 3 SHALL CONSTITUTE A WARRANTY. GOODS THAT MAY BE SOLD BY SELLER BUT THAT ARE NOT MANUFACTURED BY SELLER ARE NOT WARRANTED BY SELLER, BUT ARE SOLD ONLY WITH THE WARRANTIES, IF ANY, MADE BY THE MANUFACTURERS THEREOF. SELLER’S WARRANTY DOES NOT APPLY TO ACCURACYANY GOODS THAT HAVE BEEN SUBJECTED TO MISUSE, COMPLETENESSMISHANDLING, MISAPPLICATION, NEGLECT (INCLUDING BUT NOT LIMITED TO IMPROPER MAINTENANCE), ACCIDENT, IMPROPER INSTALLATION, MODIFICATION (INCLUDING BUT NOT LIMITED TO THE USE OF UNAUTHORIZED PARTS OR ATTACHMENTS), OR ADEQUACY ADJUSTMENT OR REPAIR PERFORMED BY ANYONE OTHER THAN SELLER OR ONE OF INFORMATIONSELLER’S AUTHORIZED AGENTS. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER ANY WARRANTY CLAIM BY BUYER WITH REFERENCE TO THE EXERCISE GOODS SOLD HEREUNDER SHALL BE DEEMED WAIVED BY THE BUYER UNLESS SUBMITTED IN WRITING TO SELLER WITHIN THE EARLIER OF: (I) THIRTY (30) DAYS FOLLOWING THE DATE BUYER DISCOVERS, OR BY REASONABLE INSPECTION SHOULD HAVE DISCOVERED, ANY BREACH OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS FOREGOING WARRANTY; OR OMISSIONS(II) THIRTEEN (13) MONTHSFOLLOWING THE DATE OF SHIPMENT.
Appears in 1 contract
Warranty. ▇▇▇▇▇▇ WARRANTS AOCS DO NOT WARRANT THAT WORLDVIEW THE ACCOUNT MAINTENANCE SERVICE WILL REFLECT ALL CUSTOMER ACTIVITY AS OF THE DATE IT IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; PROVIDED. HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS AOCS DO WARRANT THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND ACCOUNT MAINTENANCE SERVICE SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE BE PROVIDED IN LIEU CONFORMITY WITH THIS AGREEMENT. EXCEPT AS EXPRESSLY PROVIDED ABOVE, AOCS MAKE NO WARRANTY OF ALL WARRANTIESANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING, INCLUDING BUT NOT LIMITED TO ANY TO, ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE. AOC’s AGGREGATE LIABILITY TO AC FOR ALL DIRECT DAMAGES, INCLUDING WITHOUT LIMITATION CONTRACT DAMAGES AND WARRANTIES AS DAMAGES FOR INJURIES TO ACCURACYPERSONS OR PROPERTY, COMPLETENESSWHETHER ARISING FROM A BREACH OF THIS AGREEMENT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR ADEQUACY ANY OTHER TORT WITH RESPECT TO THE SERVICES, IS LIMITED TO AN AMOUNT NOT TO EXCEED THE CHARGES FOR THE PARTICULAR SERVICES GIVING RISE TO THE LIABILITY DURING THE CONTRACT TERM OR RENEWAL TERM IN WHICH THE LIABILITY AROSE. AC RELEASES THE AOCs FROM ANY LIABILITY IN EXCESS OF INFORMATIONTHIS AMOUNT. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE IN NO EVENT SHALL THE AOCs BE LIABLE TO AC FOR DETERMINING WHETHER THE EXERCISE ANY INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES, INCLUDING WITHOUT LIMITATION LOST REVENUES, PROFITS OR SAVINGS, EVEN IF IT HAS BEEN ADVISED OF THE RIGHTS GRANTED POSSIBILITY OF SUCH DAMAGES. AC WAIVES ANY CLAIM AGAINST THE AOCs FOR PUNITIVE OR EXEMPLARY. WITHOUT IN ANY WAY LIMITING THE APPLICATION OF SECTIONS VIII.A and VIII.B, THE RIGHT TO CUSTOMER UNDER RECOVER DAMAGES WITHIN THE LIMITATIONS SPECIFIED IN THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER SECTION VIII.C IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN AC’S EXCLUSIVE ALTERNATIVE REMEDY IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE THE EVENT THAT ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSOTHER CONTRACTUAL REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Appears in 1 contract
Sources: Account Maintenance Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERCGI hereby warrants to D/LH that each ReCaP payment assurance/reminder product will be free from defects in workmanship and materials for a period of one (1) year from the date of first installation as indicated by serial number. Repair or replacement of the Product or any component of the Product, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGEwhich fails to conform to this warranty, shall, at the sole discretion of CGI, be D/LH’s sole remedy and in no event shall CGI or its representative be liable for incidental or consequential damages. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLAny Product must be returned postage prepaid and must include a Return Material Authorization. This warranty shall not extend to any damage to the main unit or wiring harness which is the result, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSas determined by CGI, of software programs, misuse, abuse, neglect, incorrect or faulty wiring, improper installation, unauthorized service, current in excess of 20 Amps drawn through the relay, or any use in violation of the instructions/warranty card furnished by CGI to D/LH with the Product. THE FOREGOING THESE WARRANTIES ARE PROVIDED IN LIEU OF ALL THE ONLY WARRANTIES GIVEN BY CGI TO THE D/LH. TO THE EXTENT NOT PROHIBITED BY LAW, CGI GIVES NO OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING, INCLUDING BUT NOT LIMITED TO ANY TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE. CGI IS NOT LIABLE UNDER ANY CIRCUMSTANCES FOR ANY OF THE FOLLOWING: (1) SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFIT, HARM TO BUSINESS REPUTATION, OR LOSS OF GOODWILL); OR (2) THIRD PARTY CLAIMS AGAINST THE D/LH FOR DAMAGES. IN RECOGNITION THAT SERVICE INTERRUPTIONS IN THE TELECOMMUNICATIONS INDUSTRY ARE FREQUENTLY DUE TO CIRCUMSTANCES BEYOND ReCaP'S CONTROL AND WARRANTIES DIFFICULT TO ASSESS AS TO ACCURACYCAUSE OR RESULTING DAMAGES, COMPLETENESSReCaP SHALL HAVE NO LIABILITY TO SUBSCRIBERS FOR DAMAGES, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL OR ADEQUACY CONSEQUENTIAL DAMAGES, ARISING OUT OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN MISTAKES, OMISSIONS, INTERRUPTIONS, DELAYS, ERRORS OR DEFECTS IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSTRANSMISSION.
Appears in 1 contract
Sources: Dealer/Lien Holder Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS A. Builder will provide warranty coverage on the Improvements to Owner pursuant to the attached and incorporated Express Limited Home Warranty. BUILDER AGREES TO COMPILE AND ANALYZE COMPLY WITH THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGEEXPRESS LIMITED HOME WARRANTY AS ITS EXPRESS CONTRACTUAL WARRANTY. ▇▇▇▇▇▇ UNLESS BUILDER HAS ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY ELECTED TO PROVIDE A THIRDPARTY WARRANTY, BUILDER AND OWNER AGREE THAT THE WORLDVIEW OFFERING EXPRESS LIMITED HOME WARRANTY CONSTITUTES THE EXCLUSIVE WARRANTY TO BE MADE AVAILABLE BY BUILDER AND SHALL PROVIDE THE WORLDVIEW OFFERING IS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU PLACE, SUPERSEDES AND PRECLUDES OF ALL OTHER GUARANTIES OR WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING BUT NOT LIMITED TO WARRANTIES OF PERFORMANCE, WORKMANSHIP, REPAIR, MODIFICATION, MERCHANTABILITY, SUITABILITY AND FITNESS. ANY AND ALL IMPLIED WARRANTIES ARE HEREBY DISCLAIMED BY BUILDER AND WAIVED BY OWNER, INCLUDING BUT NOT LIMITED TO ANY THE IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY GOOD AND WORKMANLIKE REPAIR OR FITNESS FOR A PARTICULAR PURPOSEMODIFICATION OR EXISTING TANGIBLE GOODS OR PROPERTY AND THE IMPLIED WARRANTY OF GOOD AND WORKMANLIKE CONSTRUCTION.. THE PARTIES AGREE THAT THE EXPRESS LIMITED HOME WARRANTY AND THIRDPARTY WARRANTY, IF APPLICABLE, ADEQUATELY SET FORTH THE MANNER, PERFORMANCE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE QUALITY OF THE RIGHTS GRANTED CONSTRUCTION OF THE HOME AND IMPROVEMENTS AND SERVICES TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSBE PERFORMED. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONOwner acknowledges, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSunderstands, and agrees that the terms of the Express Limited Home Warranty and ThirdParty Warranty, if applicable, are clear, specific, and sufficiently detailed to establish the only standards of construction performance or service that Builder or Warrantor are obligated to meet. The Parties agree that this Express Limited Home Warranty will control any warranty, workmanship, material, or any other defect claims regarding the Property or Improvements. In the event that the Express Limited Home Warranty or the ThirdParty Warranty do not specify a building or performance standard for the identified item, the usual and customary industry standards for similar improvements in the geographic region shall govern. In short, the Express Limited Home Warranty provides warranty coverage on the Improvements for one (1) year for workmanship and materials, two (2) years for plumbing, electrical, heating, and airconditioning delivery systems, and ten (10) years for major structural components.
B. Builder will will not also provide a thirdparty warranty (ThirdParty Warranty) provided through a thirdparty warranty company. If a ThirdParty Warranty is provided, Owner shall first file and pursue any claim that may be covered by the ThirdParty Warranty with the thirdparty warranty company prior to making any warranty claim against Builder under the Express Limited Home Warranty.
C. Any Manufactured Product warranties will be assigned, without recourse, to Owner upon payment of the Total Contract Price. This assignment shall be evidenced by Builder’s execution and delivery to Owner of the “Assignment of Manufactured Product Warranties”. Owner understands and agrees that proper maintenance of the Improvements is required to ensure (i) the Express Limited Home Warranty and ThirdParty Warranty, if applicable remains in effect, and (ii) the proper performance of the Improvements.
Appears in 1 contract
Sources: Residential Construction Contract
Warranty. ▇▇▇▇▇▇ 6.1 THE CORPORATION WARRANTS THAT WORLDVIEW IS BASED ON DRAGOSTO THE DISTRIBUTOR EACH PRODUCT SOLD BY IT TO BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP UPON DELIVERY.
6.2 PRODUCTS WHICH DO NOT CONFORM TO THEIR DESCRIPTION OR WHICH ARE DEFECTIVE IN MATERIAL OR WORKMANSHIP WILL, BY THE CORPORATION’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERDECISION, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT BE REPLACED OR REPAIRED, OR, AT THE TIME CORPORATION’S OPTION, CREDIT FOR THE ORIGINAL PURCHASE PRICE MAY BE ALLOWED PROVIDED THAT DISTRIBUTOR NOTIFIES THE CORPORATION IN WRITING OF SUCH DEFECT WITHIN 30 DAYS OF DISCOVERY AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING DISTRIBUTOR RETURNS SUCH PRODUCTS IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSTHE CORPORATION'S INSTRUCTIONS. THIS WARRANTY WILL NOT APPLY AFTER THREE YEARS FROM THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU DATE OF ALL WARRANTIESDELIVERY OF THE PRODUCTS. NO PRODUCTS MAY BE RETURNED BY THE DISTRIBUTOR WITHOUT THE CORPORATION'S PRIOR WRITTEN AUTHORIZATION.
6.3 THIS WARRANTY DOES NOT APPLY TO ANY PRODUCT WHICH HAS BEEN SUBJECTED TO MISUSE, ABUSE, NEGLIGENCE OR ACCIDENT BY THE DISTRIBUTOR OR THIRD PARTIES.
6.4 THE CORPORATION MAKES NO OTHER WARRANTY OR REPRESENTATION OF ANY KIND WITH RESPECT TO THE PRODUCTS, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING WITHOUT LIMITATION, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES THAT OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS USE. FAILURE TO ACCURACY, COMPLETENESSMAKE ANY CLAIM IN WRITING, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER WITHIN THE EXERCISE ▇▇▇▇▇▇ (30) DAY PERIOD SET FORTH ABOVE, SHALL CONSTITUTE AN IRREVOCABLE ACCEPTANCE OF THE RIGHTS GRANTED PRODUCTS AND AN ADMISSION BY THE DISTRIBUTOR THAT THE PRODUCTS FULLY COMPLY WITH ALL TERMS, CONDITIONS AND SPECIFICATIONS OF DISTRIBUTOR'S PURCHASE ORDER. THE CORPORATION SHALL NOT BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, UNDER ANY CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, DAMAGE OR LOSS RESULTING FROM INABILITY TO CUSTOMER USE THE PRODUCTS, INCREASED OPERATING COSTS OR LOSS OF SALES, OR ANY OTHER DAMAGES. TO MAKE A CLAIM UNDER THIS SCHEDULE COMPLIES WARRANTY, DISTRIBUTOR MUST NOTIFY THE CORPORATION IN WRITING WITHIN THE WARRANTY PERIOD.
6.5 THE FOREGOING CONSTITUTES THE DISTRIBUTOR'S SOLE AND EXCLUSIVE REMEDY AND THE CORPORATION'S SOLE OBLIGATION WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSRESPECT TO PRODUCTS FURNISHED HEREUNDER.
Appears in 1 contract
Sources: Distribution Agreement (XPEL, Inc.)
Warranty. Miovision US warrants its Products in accordance with its limited warranty, available at ▇▇▇.▇▇▇.▇▇▇/▇▇▇▇▇▇▇/▇▇▇▇▇▇▇▇-▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERand as otherwise provided herein. Miovision US warrants all Services will be performed in a professional and workmanlike manner in accordance with applicable industry standards, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGEin the event that any Product fails to conform to the terms of Miovision US’ warranty, the sole and exclusive remedy shall be limited to the return of the non-conforming Product to Miovision US for repair or replacement of the non- conforming components, as determined by Miovision US in its sole discretion. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLAll claims for non-conformance are returned to Miovision US All claims for non-conformance or breach of warranty shall be deemed waived, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSunless the non-conforming components are returned to Miovision US within 30 days of discovery of the alleged non- conformance. THE FOREGOING THESE WARRANTIES ARE PROVIDED EXCLUSIVE AND IN LIEU OF ALL WARRANTIESOTHER WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY THE IMPLIED WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR ANY IMPLIED WARRANTY ARISING OUT OF A COURSE OF DEALING OR PERFORMANCE, CUSTOM OR USAGE OF TRADE AND WARRANTIES NON- INFRINGEMENT. IN ADDITION TO THE EXCLUSION OF AFORMENTIONED WARRANTIES, SERVICES, ARE PROVIDED “AS TO ACCURACYIS” AND MIOVISION US DOES NOT WARRANT THE SERVICES WILL MEET CUSTOMER’S REQUIREMENTS, COMPLETENESSBE UNINTERRUPTED, OR ADEQUACY BUG OR ERROR-FREE. NO EMPLOYEE OR AGENT OF INFORMATIONMIOVISION US, OTHER THAN AN OFFICER OF MIOVISION US BY WAY OF A SIGNED WRITING, IS AUTHORIZED TO MAKE ANY WARRANTY IN ADDITION TO THE FOREGOING. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSEXTENDED WARRANTIES MAY BE AVAILABLE UPON REQUEST.
Appears in 1 contract
Warranty. ▇▇▇▇▇▇ WARRANTS a) If You are located outside the US or Canada: AS THE CONTENT IS PROVIDED TO YOU FREE OF CHARGE, SAP DOES NOT GUARANTEE OR WARRANT ANY FEATURES OR QUALITIES OF CONTENT OR GIVE ANY UNDERTAKING WITH REGARD TO ANY OTHER QUALITY. NO SUCH WARRANTY OR UNDERTAKING SHALL BE IMPLIED BY YOU FROM ANY DESCRIPTION IN THE CONTENT ITSELF OR ANY AVAILABLE DOCUMENTATION OR ANY OTHER COMMUNICATION OR ADVERTISEMENT FOR SAP SOFTWARE OR CONTENT EXCEPT TO THE EXTENT THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE SAP HAS EXPRESSLY CONFIRMED A SPECIFIC QUALITY IN WRITING. IN PARTICULAR, SAP DOES NOT WARRANT THAT THE BEST SOURCES REASONABLY CONTENT WILL BE AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND UNINTERRUPTED OR PERMANENTLY. ALL WARRANTY CLAIMS ARE SUBJECT TO CHANGETHE LIMITATION OF LIABILITY SECTION BELOW.
b) If You are located in the US or Canada: THE SOFTWARE IS LICENSED TO YOU “AS IS”, WITHOUT ANY WARRANTY, ESCROW, TRAINING, MAINTENANCE, OR SERVICE OBLIGATIONS WHATSOEVER ON THE PART OF SAP. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, SAP MAKES NO EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEIMPLIED WARRANTIES OF ANY TYPE WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR AND OF FITNESS FOR A PARTICULAR PURPOSE. YOU ASSUME ALL RISKS ASSOCIATED WITH THE USE OF THE SOFTWARE, INCLUDING WITHOUT LIMITATION RISKS RELATING TO QUALITY, AVAILABILITY, PERFORMANCE, DATA LOSS, AND WARRANTIES AS TO ACCURACYUTILITY IN A PRODUCTION ENVIRONMENT. IN PARTICULAR, COMPLETENESS, SAP DOES NOT WARRANT THAT THE SOFTWARE WILL BE AVAILABLE UNINTERRUPTED OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSPERMANENTLY.
Appears in 1 contract
Sources: End User License Agreement
Warranty. ▇▇▇▇▇▇ a. AMRI WARRANTS THAT WORLDVIEW IS BASED (i) ALL PRODUCTS MANUFACTURED BY IT PURSUANT TO THIS AGREEMENT SHALL COMPLY WITH THE SPECIFICATIONS AND cGMP IF SO SPECIFIED IN A WORK ORDER HEREUNDER, AND CONFORM TO THE INFORMATION SHOWN ON DRAGOS’S REASONABLE EFFORTS TO COMPILE THE CERTIFICATE OF ANALYSIS, AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME (ii) ALL SERVICES SHALL BE PERFORMED IN A PROFESSIONAL AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING WORKMANLIKE MANNER IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU , BUT MAKES NO OTHER WARRANTY OR REPRESENTATION OF ALL WARRANTIESANY KIND, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING INCLUDING. BUT NOT LIMITED TO ANY IMPLIED TO, THE WARRANTIES OF OR MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE.
b. EXCEPT FOR THE WARRANTIES PROVIDED IN SECTIONS 10(a) AND 15, NEITHER PARTY MAKES ANY WARRANTY, EXPRESSED OR IMPLIED BY STATUTE OR IN WRITING, REGARDING THE SERVICES OR THE PRODUCT, INCLUDING WITHOUT LIMITATION ANY WARRANTY REGARDING THEIR FITNESS FOR PURPOSE, THEIR QUALITY, THEIR MERCHANTABILITY OR THEIR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES. ANY OTHER REPRESENTATIONS OR WARRANTIES MADE BY ANY PERSON OR ENTITY, INCLUDING EMPLOYEES OR REPRESENTATIVES OF A PARTY HERETO, THAT ARE INCONSISTENT HEREWITH, SHALL BE DISREGARDED AND WARRANTIES AS TO ACCURACY, COMPLETENESS, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE SHALL NOT BE BINDING ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSPARTY.
Appears in 1 contract
Sources: Master Services Agreement (Sunesis Pharmaceuticals Inc)
Warranty. Seller warrants goods manufactured by it will be free from defects in material and workmanship for 3 months following upon the date of shipment unless agreed in writing by the Seller. If any of the Goods are found by Seller to be defective, Buyer’s sole and exclusive remedy and Seller’s sole and exclusive obligation shall be, at Seller’s option, replacement or repair of the goods. The parties hereto expressly agree that ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE’s sole and exclusive remedy against the Seller shall be for the repair or replacement of defective Goods as provided herein. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSThe exclusive remedy shall not be deemed to have failed of its essential purpose so long as the Seller is willing and able to repair or replace defective Goods in the prescribed manner. THE FOREGOING WARRANTIES ARE PROVIDED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY INCLUDING THOSE OF MERCHANTABILITY OR OTHERWISEFITNESS FOR ANY PARTICULAR PURPOSE. NO AFFIRMATION OF SELLER, BY WORDS OR ACTION, OTHER THAN AS SET FORTH IN THE SECTION, SHALL CONSTITUTE A WARRANTY, IN PARTICULAR, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING. IF THE GOODS ARE MANUFACTURED ACCORDING TO BUYER’S SPECIFICATIONS, SELLER DOES NOT WARRANT THE ADEQUACY OF SUCH SPECIFICATIONS OR THAT THE GOODS WILL PERFORM IN ACCORDANCE WITH SUCH SPECIFICATIONS. GOODS WHICH MAY BE SOLD BY SELLER BUT WHICH ARE NOT MANUFACTURED BY SELLER ARE NOT WARRANTED BY SELLER. THIS WARRANTY DOES NOT COVER LABOR OR OTHER COSTS OR EXPENSES TO REMOVE OR INSTALL ANY DEFECTIVE, REPAIRED OR REPLACED GOODS. SELLER’S WARRANTY DOES NOT APPLY TO ANY GOODS WHICH HAVE BEEN SUBJECTED TO MISUSE, MISHANDLING, MISAPPLICATION, NEGLECT (INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES IMPROPER MAINTENANCE), ACCIDENT, IMPROPER INSTALLATION, MODIFICATION (INCLUDING BUT NOT LIMITED TO USE OF MERCHANTABILITY UNAUTHORIZED PARTS OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESSATTACHEMTNS), OR ADEQUACY ADJUSTMENT OR REPAIR PERFORMED BY ANYONE OTHER THAN SELLER OR ONE OF INFORMATIONSELLER’S AUTHORIZED AGENTS. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSIt is expressly understood that any technical advice furnished by Seller with respect to the use of its Goods is given without charge, and Seller assumes no obligation or liability for the advice given, or the results obtained, all such advice being given and accepted at Buyer’s risk. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSThis warranty is void in the event that repairs are made by anyone other than the Seller without prior authorization from Seller. Any Claim by ▇▇▇▇▇ with reference to the Goods sold hereunder shall be deemed waived by the Buyer unless submitted in writing to Seller within thirty (30) days following ▇▇▇▇▇’s receipt of the Goods. Any cause of action for breach of the foregoing warranty shall be brought within one year from the date of shipment.
Appears in 1 contract
Sources: Sales Contracts
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS (a) The IBM Statement of Limited Warranty included in the Approved Product's designated ship group applies as provided in Appendices A and B to an Approved Product assembled and tested by You and purchased by an End User provided that such Approved Product was assembled and tested by You in full and complete compliance with this Agreement and is otherwise free from defects in your workmanship under normal use and operation during the limited warranty period specified for such product in the applicable IBM Statement of Limited Warranty. You shall bear exclusive responsibility for all End User warranty claims relating to such Approved Products arising from or connected with your failure to comply with the terms of this Agreement, your inclusion in an Approved Product of additional components that do not comply with Subsection 10(c)(6)(i) and (ii) above, and/or your defective workmanship. TO COMPILE AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, IBM EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES FLOWING TO DRAGOS AT YOU OR TO ANY GIVEN TIME; HOWEVER, END USERS RELATING TO ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEAPPROVED PRODUCT, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WITHOUT LIMITATION, WARRANTIES AND CONDITIONS OF MERCHANTABILITY OR AND FITNESS FOR A PARTICULAR PURPOSE. IN ADDITION, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, IBM EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND WARRANTIES AS CONDITIONS FLOWING TO ACCURACYYOU OR TO ANY END USERS WITH RESPECT TO ANY APPROVED PRODUCT THAT IS NOT ASSEMBLED AND TESTED BY YOU IN FULL AND COMPLETE COMPLIANCE WITH THIS AGREEMENT, COMPLETENESSTHAT INCLUDES ADDITIONAL COMPONENTS THAT DO NOT COMPLY WITH SUBSECTION 10(c)(6)(i) AND (ii) ABOVE, OR ADEQUACY THAT IS NOT FREE FROM DEFECTS IN YOUR WORKMANSHIP.
(b) ALL SOFTWARE IMAGES, TEST SOFTWARE AND OTHER SOFTWARE PROVIDED TO YOU UNDER THE AUTHORIZED ASSEMBLER PROGRAM ARE PROVIDED "AS IS," WITHOUT WARRANTY OF INFORMATIONANY KIND. CUSTOMER ACKNOWLEDGES TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IBM EXPRESSLY DISCLAIMS ALL WARRANTIES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE CONDITIONS FLOWING TO YOU OR TO ANY END USER, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES AND CONDITIONS OF MERCHANTABILITY AND FITNESS FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED A PARTICULAR PURPOSE WITH RESPECT TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS SUCH SOFTWARE IMAGES, TEST SOFTWARE AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSOTHER SOFTWARE.
Appears in 1 contract
Sources: Authorized Assembler Agreement (Compucom Systems Inc)
Warranty. ▇▇▇▇▇▇ WARRANTS 9.1 L3Harris warrants that it will provide the Services in accordance with commercially reasonable standards in the industry. L3HARRIS DOES NOT GUARANTEE THAT WORLDVIEW IS BASED ON DRAGOS(A) THE SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED, (B) THE SERVICES WILL OPERATE IN COMBINATION WITH CUSTOMER’S REASONABLE EFFORTS TO COMPILE CONTENT OR YOUR APPLICATIONS, OR WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEMS OR DATA NOT RECOMMENDED BY L3HARRIS, AND ANALYZE (C) THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERSERVICES WILL MEET your REQUIREMENTS, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT SPECIFICATIONS OR EXPECTATIONS. YOU ACKNOWLEDGE THAT L3HARRIS DOES NOT CONTROL THE TIME TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND ARE THAT THE SERVICES MAY BE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILLLIMITATIONS, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEDELAYS, AND WARRANTIES AS OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. L3HARRIS IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS. L3HARRIS IS NOT RESPONSIBLE FOR ANY ISSUES RELATED TO THE PERFORMANCE, OPERATION OR SECURITY OF THE SERVICES THAT ARISE FROM CUSTOMER’S CONTENT, CUSTOMER’S APPLICATIONS OR THIRD PARTY CONTENT. L3HARRIS DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE RELIABILITY, ACCURACY, COMPLETENESS, CORRECTNESS, OR ADEQUACY USEFULNESS OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONTHIRD PARTY CONTENT, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS DISCLAIMS ALL LIABILITIES ARISING FROM OR OMISSIONSRELATED TO THIRD PARTY CONTENT.
Appears in 1 contract
Sources: Terms of Use
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE MEGW" warrants to Customer that it will provide the same quality of service it provides to other wholesale Customers, which services shall at a minimum meet minimum standards required by applicable law or regulation. EXCEPT FOR ANY EXPRESS WARRANTIES STATED IN THIS AGREEMENT, "MEGW" DISCLAIMS ALL WARRANTIES INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTIBILITY AND ANALYZE FITNESS AND OF FITNESS FOR A PARTICULAR PURPOSE WHETHER SUCH WARRANTIES ARE MADE BEFORE OR AFTER THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSEXECUTION HEREOF. THE FOREGOING STATED WARRANTIES HEREIN ARE PROVIDED IN LIEU OF ALL WARRANTIESOBLIGATIONS OR LIABILITIES ON THE PART OF "MEGW" FOR DAMAGES INCLUDING, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES TO, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING OUT OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, IN CONNECTION WITH THE USE OR ADEQUACY PERFORMANCE OF INFORMATION"MEGW" SERVICE. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE OF THE RIGHTS GRANTED IN NO EVENT SHALL "MEGW" BE LIABLE TO CUSTOMER FOR SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF MEGAWORLD'S PERFORMANCE UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSAGREEMENT. IT IS EXPRESSLY UNDERSTOOD THAT THE SOLE REMEDY OF CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON BREACH OF THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY AGREEMENT BY "MEGW" OR FOR ANY SUCH ACTS DAMAGE TO CUSTOMER OR OMISSIONS.OTHER PERSON CLAIMED TO HAVE RESULTED FROM CUSTOMER'S RESALE OF "MEGW" SERVICE HEREUNDER OR FROM THE USE OF "MEGW'S" SERVICE IS CREDITS FOR
Appears in 1 contract
Sources: Customer Agreement (Megaworld Inc)
Warranty. ▇▇▇▇▇▇ WARRANTS set forth in the corresponding Order. Client shall then have the right to conduct any review of the Deliverable as Client shall deem necessary or desirable. If Client, in its reasonable discretion, determines that any submitted Services or Deliverable does not meet the specifications, set forth in the applicable Order, Client shall have five (5) business days after MCCi’s submission to give written notice to MCCi specifying the deficiencies in reasonable detail. MCCi shall use reasonable efforts to promptly cure any such deficiencies. After completing any such cure, MCCi shall resubmit the Deliverable for review as set forth above. Notwithstanding the foregoing, if Client fails to reject any Deliverable within five (5) business days, such Deliverable shall be deemed accepted. MCCI DOES NOT WARRANT THAT WORLDVIEW IS BASED ON DRAGOSTHE SERVICES OR DELIVERABLES WILL BE UNINTERRUPTED OR ERROR-FREE, PROVIDED THAT MCCI SHALL REMAIN OBLIGATED PURSUANT TO THIS SECTION 11. IF THE SERVICES FAIL TO CONFORM TO THE FOREGOING WARRANTY IN ANY MATERIAL RESPECT OR TO THE SPECIFICATION SET FORTH IN AN ORDER, CLIENT’S INITIAL REMEDY WILL BE FOR MCCI, AT ITS EXPENSE, TO PROMPTLY USE COMMERCIALLY REASONABLE EFFORTS TO COMPILE CURE OR CORRECT SUCH FAILURE. UPON FAILURE OF THE FOREGOING, CLIENT’S REMEDIES, AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERMCCI’S ENTIRE LIABILITY, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE AS A RESULT OF SUCH FAILURE, SHALL BE SUBJECT TO CHANGETHE LIMITATIONS SET FORTH IN SECTION 12 BELOW. ▇▇THE FOREGOING WARRANTY IS EXPRESSLY CONDITIONED UPON (I) CLIENT PROVIDING MCCI WITH PROMPT WRITTEN NOTICE OF ANY CLAIM THEREUNDER PRIOR TO THE EXPIRATION THEREOF, WHICH NOTICE MUST IDENTIFY WITH PARTICULARITY THE NON-CONFORMITY; (II) CLIENT’S FULL COOPERATION WITH MCCI IN ALL REASONABLE RESPECTS RELATING THERETO, INCLUDING, IN THE CASE OF MODIFIED SOFTWARE, ASSISTING MCCI TO LOCATE AND REPRODUCE THE NON-CONFORMITY; AND (III) WITH RESPECT TO ANY DELIVERABLE, THE ABSENCE OF ANY ALTERATION OR OTHER MODIFICATION OF SUCH DELIVERABLE BY ANY PERSON OR ENTITY OTHER THAN MCCI. ▇▇▇▇ ALSO WARRANTS THAT IT DOES NOT WARRANT ANY THIRD- PARTY PRODUCTS PROCURED ON BEHALF OF CLIENT. IF THERE ARE ANY PRODUCT WARRANTIES PROVIDED BY THE MANUFACTURER OF THE PRODUCT, ANY REMEDY SHOULD BE REQUESTED DIRECTLY FROM MANUFACTURER AND MCCi HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDSNO LIABILITY ASSOCIATED THEREWITH. THE FOREGOING WARRANTIES ARE EXCEPT AS EXPRESSLY PROVIDED IN LIEU OF ALL WARRANTIESTHIS SECTION 11, MCCI DOES NOT MAKE OR GIVE ANY REPRESENTATION OR WARRANTY, WHETHER SUCH REPRESENTATION OR WARRANTY BE EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING ANY WARRANTY OF MERCHANTABILITY, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY QUALITY, OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AS TO ACCURACY, COMPLETENESS, PURPOSE OR ADEQUACY ANY REPRESENTATION OR WARRANTY FROM COURSE OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE DEALING OR USAGE OF THE RIGHTS GRANTED TO CUSTOMER UNDER THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATION, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSTRADE.
Appears in 1 contract
Sources: Master Services Agreement
Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE AND ANALYZE 8.1 The Seller warrants that the Airbus CBT is prepared in accordance with the state of art at the date of its conception. Should the Airbus CBT be found to contain any non-conformity or defect, the Buyer shall promptly notify the Seller thereof and the sole and exclusive liability of the Seller under this Clause 8.1 shall be to correct the same at its own expense.
8.2 THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVER, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND REMEDIES OF THE BUYER SET FORTH IN THE AIRBUS CBT LICENCE ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER AND/OR ITS SUPPLIERS AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER AND/OR ITS SUPPLIERS EXPRESS OR IMPLIED, STATUTORY ARISING BY LAW OR OTHERWISE, OTHERWISE WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN THE AIRBUS CBT DELIVERED UNDER THIS AGREEMENT INCLUDING BUT NOT LIMITED TO TO:
(A) ANY WARRANTY AGAINST HIDDEN DEFECTS;
(B) ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY OR FITNESS FITNESS;
(C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE;
(D) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER CONTRACTUAL OR DELICTUAL AND WHETHER OR NOT ARISING FROM THE SELLER’S AND/OR ITS SUPPLIERS’ NEGLIGENCE, ACTUAL OR IMPUTED; AND
(E) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY FOR A PARTICULAR PURPOSELOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY OR PART THEREOF OR THE AIRBUS CBT DELIVERED HEREUNDER. THE SELLER AND/OR ITS SUPPLIERS SHALL HAVE NO OBLIGATION OR LIABILITY, HOWSOEVER ARISING, FOR LOSS OF USE, REVENUE OR PROFIT OR FOR ANY OTHER DIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT IN THE AIRBUS CBT DELIVERED UNDER THIS AGREEMENT. FOR THE PURPOSES OF THIS CLAUSE 8.2, “THE SELLER” SHALL INCLUDE THE SELLER, AND WARRANTIES AS TO ACCURACYITS AFFILIATES. NOTHING IN THIS CLAUSE 8 SHALL CONSTITUTE A WAIVER, COMPLETENESS, RELEASE OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER RENUNCIATION BY THE EXERCISE BUYER OR ANY AFFILIATE OF THE RIGHTS GRANTED BUYER OF ANY EXPRESS OBLIGATIONS OR LIABILITIES OWED BY ANY SUPPLIER OR ANY AFFILIATE OF THE SELLER TO CUSTOMER UNDER THE BUYER OR ITS AFFILIATE PURSUANT TO ANY AGREEMENT BETWEEN SUCH SUPPLIER OR SUCH AFFILIATE OF THE SELLER AND THE BUYER OR ITS AFFILIATE. THE PROVISIONS OF THIS SCHEDULE COMPLIES WITH APPLICABLE LAWS. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS CLAUSE 8.2 SHALL BE WITHOUT PREJUDICE TO THE PROVISIONS OF CLAUSE 12.5, CLAUSE 14.9 AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONCLAUSE 14.11 OF THE AGREEMENT, CLAUSES 5.4 AND DRAGOS WILL NOT HAVE 6.9.6 OF EXHIBIT “H” TO THE AGREEMENT AND CLAUSE 11 OF ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONSSOFTWARE LICENSE AND THE OBLIGATIONS OF THE SELLER EXPRESSLY PRESERVED THEREUNDER.
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Warranty. ▇▇▇▇▇▇ WARRANTS THAT WORLDVIEW IS BASED ON DRAGOS’S REASONABLE EFFORTS TO COMPILE ZPE warrants to Customer, during the applicable Subscription Period, the Subscription Services will perform materially in accordance with the applicable the Documentation. The sole and exclusive remedy of Customer, and the entire liability of ZPE, under this limited warranty is described below in this Section 6. EXCEPT AS SPECIFIED IN THIS SUBSCRIPTION AGREEMENT, ZPE MAKES NO WARRANTIES AND ANALYZE THE BEST SOURCES REASONABLY AVAILABLE TO DRAGOS AT ANY GIVEN TIME; HOWEVERHEREBY DISCLAIMS AND EXCLUDES ALL OTHER WARRANTIES, ANY OPINIONS REFLECT ▇▇▇▇▇▇’▇ JUDGMENT AT THE TIME AND ARE SUBJECT TO CHANGE. ▇▇▇▇▇▇ ALSO WARRANTS THAT IT HAS THE REQUISITE SKILL, KNOWLEDGE AND AUTHORITY TO PROVIDE THE WORLDVIEW OFFERING AND SHALL PROVIDE THE WORLDVIEW OFFERING IN ACCORDANCE WITH APPLICABLE INDUSTRY STANDARDS. THE FOREGOING WARRANTIES ARE PROVIDED IN LIEU OF ALL WARRANTIESWHETHER STATUTORY, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISEINCLUDING, INCLUDING BUT NOT LIMITED TO WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, NON-INFRINGEMENT AND THOSE ARISING FROM A COURSE OF DEALING, USAGE OF TRADE. CUSTOMER MUST NOTIFY ▇▇▇ IN WRITING PROMPTLY OF ANY CLAIMED BREACH OF ANY WARRANTIES AS TO ACCURACYDURING THE WARRANTY PERIOD. CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FOR BREACH OF WARRANTY SHALL BE, COMPLETENESSAT ZPE’S OPTION, CORRECTION OF THE SUBSCRIPTION SERVICES, OR ADEQUACY OF INFORMATION. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXERCISE TERMINATION OF THE RIGHTS GRANTED APPLICABLE SUBSCRIPTION SERVICES AND RETURN OF THE UNEARNED PORTION OF THE FEES PREPAID TO ZPE BY CUSTOMER UNDER FOR SUCH NON- CONFORMING SUBSCRIPTION SERVICES. THIS SCHEDULE COMPLIES WITH APPLICABLE LAWSDISCLAIMER AND EXCLUSION SHALL APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH ABOVE FAILS OF ITS ESSENTIAL PURPOSE. CUSTOMER IS SOLELY RESPONSIBLE FOR ALL ACTS AND OMISSIONS TAKEN IN RELIANCE ON THIS INFORMATIONZPE and its licensors do not warrant that (a) the Subscription Service will meet Customer’s needs or requirements, AND DRAGOS WILL NOT HAVE ANY LIABILITY FOR ANY SUCH ACTS OR OMISSIONS(b) access to or the operation of the Subscription Service will be uninterrupted or error-free, (c) the Subscription Service will be always available or available at any particular time, or (d) defects in the Subscription Service will be corrected.
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