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.
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.
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.
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.
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.
