Withdrawal or Recall of Products Sample Clauses

Withdrawal or Recall of Products. If Company, any of Company’s customers or any Governmental Authority determines that any Products sold to Company are Defective and a recall campaign is necessary, Company will have the right to implement such recall campaign and return Defective Products to Vendor or destroy such Products, as determined by Company in its reasonable discretion, at Vendor’s sole cost and risk. If a recall campaign is implemented, at Company’s option and Vendor’s sole cost, Vendor shall promptly replace any Defective Products and provide such replacement Products to Company or Company’s designee. The foregoing will apply even if the Product Warranty and any other product warranty applicable to the Products have expired. Vendor will be liable for all of Company’s costs associated with any recall campaign if such recall campaign is based upon a reasonable determination that the Products fail to conform to the warranties set forth in this Agreement. Where applicable, Vendor shall pay all reasonable expenses associated with determining whether a recall campaign is necessary.
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Withdrawal or Recall of Products. If HTWC or any governmental authority determines that any Product sold to Customer is materially defective and a recall campaign is necessary, HTWC will have the right to implement such recall campaign and will coordinate the return of defective Product by Customer to HTWC or order Customer to destroy such recalled Product, as determined by HTWC in its reasonable discretion, at HTWC’s sole cost and risk. i. In the event that (A) the FDA and/or TRG issues a request, directive or order that any Products be recalled, (B) a court of competent jurisdiction orders such a recall, or (C) HTWC reasonably determines, after consultation with Customer, that any Products should be recalled, Customer shall cooperate with HTWC in effecting such recall as HTWC may reasonably request. HTWC shall have administrative responsibility for effecting any such recall. ii. HTWC will be liable for all of Customer’s costs associated with any recall campaign, including without limitation, if Customer does not elect to have the Product be exchanged, the price paid for the Product, if such recall campaign is based upon a reasonable determination that the Product materially failed to conform to the warranties set forth in this Agreement.
Sample 1
Withdrawal or Recall of Products. In the event any governmental authority determines that any Product sold to Customer is defective and a recall campaign is necessary, Customer will be responsible for the implementation and expenses related to such recall campaign. Customer may return such Product to Greatbatch or destroy such Product, as mutually agreed upon by the Parties in their reasonable discretion. If it is reasonably determined that the Product that is the subject of such recall fails to conform with the warranties set forth in this Agreement, Greatbatch shall, as Customer’s sole remedy, promptly replace any affected Product and provide replacement of such Product to Customer or Customer's designee, or provide a refund thereof.
Sample 1
Withdrawal or Recall of Products. If Buyer, any of Buyer’s customers or any Governmental Authority determines that any Products sold to Buyer and a recall campaign is necessary, after giving a timely prior written notice the Seller, Buyer will have the right to implement such recall campaign and return defective Products to Seller or destroy such Products, as determined by Buyer in its reasonable discretion. If a recall campaign is implemented, at Buyer’s option, Seller shall promptly replace any defective Products and provide such replacement Products to Buyer or Buyer’s designee. The Parties shall mutually retain a professional third party to assist in determining the causes (manufacturing defects or design defects) that lead to the recall. The Parties’ costs and expenses associated with any recall campaign shall be allocated and borne by Seller and/or Buyer, as the case may be, based on the attributability of the Parties on the causes of the recall. Where applicable, the Parties shall equally share all reasonable expenses associated with determining whether a recall campaign is necessary.
Sample 1
Withdrawal or Recall of Products. If Akida or any governmental authority determines that any Products sold to Akida are defective and a recall campaign is necessary, Akida will have the right to implement such recall campaign and return defective products to KES or destroy such Products, as determined by Akida in its reasonable discretion, at KES’s sole cost and risk so long as it is determined by agreement of the Parties or a determination through arbitration (pursuant to the arbitration provision of this Agreement) that the recall is a result of KES’s performance under this Agreement. If a recall campaign is implemented, and it is determined by agreement of the Parties or a determination through arbitration (pursuant to the arbitration provision in this Agreement) that the recall is a result of KES’s performance under this Agreement, at Akida’s option and KES’s sole cost, KES shall promptly either: (a) replace any defective products and provide such replacement Products to Akida or Akida’s designee; or (b) repair any defective products by providing replacement components (rather than replacing the entire product) as long as such repair does not negatively impact Akida’s customers. KES will be liable for all of Akida’s costs associated with any recall campaign if such recall campaign is based upon a reasonable determination that the Products fail to conform to the warranties set forth in this Agreement.
Sample 1
Withdrawal or Recall of Products. The Parties shall cooperate in the investigation of any customer and/or Governmental Authority complaint related to the Products. Each Party shall notify the other promptly of any known issues related to the Products. If Buyer or any Governmental Authority determines that any Products sold to Buyer (excluding the initial five (5) production vehicle Products to be provided under SOW #1) are subject to a recall, market withdrawal, and/or corrective action due to circumstances which are under Supplier’s control pursuant to the obligations set forth in the applicable SOW, Supplier shall, in addition to Buyer’s other remedies provided herein, reimburse Buyer for all costs and expenses associated with the inspection, testing, recalling, sorting, quarantining, shipping and/or re- installation of the recalled, withdrawn and/or corrective action. The foregoing obligations will apply even if the Performance Warranty and any other warranty applicable to the Products have expired. The aforementioned does not apply if failure is due to a (i) Buyer driven design or (ii) Buyer directed supplier, each of (i) or (ii) which Supplier has expressly recommended against in good faith in writing and Buyer decided to proceed notwithstanding Supplier’s recommendation.
Sample 1
Withdrawal or Recall of Products. If (Omitted), any of (Omitted) customers or any governmental authority determines that any Products sold to (Omitted) are Defective Products, Nanochem shall pay all reasonable expenses associated with determining whether a recall campaign is necessary, and (Omitted) will have the right to implement such recall campaign and return Defective Products to Nanochem or destroy such Products, as determined by (Omitted) in its reasonable discretion. If (Omitted) reasonably determines a recall campaign or destruction of Products is necessary, then Nanochem shall promptly replace any Defective Products and provide such replacement Products to (Omitted) or (Omitted) designee, at Nanochem’s sole cost and risk, and Nanochem will be liable for all of (Omitted) costs associated with such recall campaign or destruction, except to the extent it is determined by mutual written agreement of the Parties or through arbitration pursuant to Section 23.18 of this Agreement that the Defective Products were not caused, directly or indirectly, by any breach of the Product Warranty or other action or omission by or on behalf of Nanochem or its employees, contractors or agents.
Sample 1

Related to Withdrawal or Recall of Products

  • Supply of Products ‌‌ 3.1 The Supplier warrants that the Products shall: (a) correspond with their description and any applicable Product Specification; (b) conform in all respects with the Order and any relevant sample; (c) be of satisfactory quality and fit for any purpose held out by the Supplier or made known to the Supplier by Ornua, expressly or by implication, and in this respect Ornua relies on the Supplier's skill and judgement; (d) be manufactured by properly trained and qualified personnel using all reasonable skill, care and diligence and in a good and workmanlike manner;‌ (e) where they are manufactured products, be free from defects in design, materials and workmanship and remain so for the period set out in the Product Specification or, if none is specified, for at least 12 months after delivery; (f) comply with all applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Products;‌ (g) comply with all relevant standards including any UK Standards, European Standards or International Standards applicable in the UK and the country or State where the Products are to be used; and (h) in the case of Products containing food stuffs, when delivered to Ornua, comply with all applicable food and hygiene legislation and regulations and best industry practice.‌ 3.2 The Supplier shall ensure that at all times it has and maintains all licences, permissions, authorisations, consents and permits needed to carry out its obligations under the Contract in respect of the supply of Products. Breach of this Condition shall be deemed a material breach of the Contract. 3.3 Ornua may inspect and test the Products at any time before delivery. The Supplier shall remain fully responsible for the Products despite any such inspection or testing and any such inspection or testing shall not reduce or otherwise affect the Supplier's obligations under the Contract. 3.4 If following such inspection or testing Ornua considers that the Products do not comply or are unlikely to comply with the Supplier's undertakings at clause 3.1, Ornua shall inform the Supplier and the Supplier shall immediately take such remedial action as is necessary to ensure compliance.‌ 3.5 Ornua may conduct further inspections and tests after the Supplier has carried out its remedial actions.

  • Marketing of Production Except for contracts listed and in effect on the date hereof on Schedule 7.19, and thereafter either disclosed in writing to the Administrative Agent or included in the most recently delivered Reserve Report (with respect to all of which contracts the Borrower represents that it or its Subsidiaries are receiving a price for all production sold thereunder which is computed substantially in accordance with the terms of the relevant contract and are not having deliveries curtailed substantially below the subject Property’s delivery capacity), no material agreements exist which are not cancelable on 60 days notice or less without penalty or detriment for the sale of production from the Borrower’s or its Subsidiaries’ Hydrocarbons (including, without limitation, calls on or other rights to purchase, production, whether or not the same are currently being exercised) that (a) pertain to the sale of production at a fixed price and (b) have a maturity or expiry date of longer than six (6) months from the date hereof.

  • Regulatory Prohibition Notwithstanding any other provision of this Agreement to the contrary, any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) of the FDIA (12 U.S.C. §1828(k)) and 12 C.F.R. Part 359.

  • Manufacture 2.1. The LED(s) on the LED module shall be equipped with suitable fixation elements. 2.2. The fixation elements shall be strong and firmly secured to the LED(s) and the LED module.