
Operation
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discretion perform such repairs or replacements at Buyer’s facility in which case
Buyer shall pay Seller’s travel, living and related expenses incurred by Seller in
performing the repairs or replacements at Buyer’s facility. As a condition precedent
to Seller’s obligation to repair or replace a product part under the Initial Warranty,
Buyer shall (i) promptly notify Seller in writing of any such defect; (ii) shall have
returned the product’s record of purchase to Seller or to one of Seller’s authorized
representatives within thirty (30) days of the date the product is delivered to Buyer;
and (iii) assist Seller in all respects in its attempts to determine the legitimacy and
basis of any claims made by or on behalf of Buyer including but not limited to
providing Seller with access to the product to check operating conditions. If Buyer
does not provide such written notice to Seller within the Initial Warranty period or
fails to return the product’s record of purchase as set forth above, Seller shall have
no further liability or obligation to Buyer therefore. In no event shall Seller’s liability
under the Initial Warranty exceed the original purchase price of the product which
is the subject of the alleged defect.
5. THE REMEDIES PROVIDED IN THE INITIAL WARRANTY ARE THE
SOLE AND EXCLUSIVE REMEDIES AVAILABLE TO THE BUYER.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN,
AND EVEN IF THE SOLE AND EXCLUSIVE REMEDIES FAIL OF THEIR
ESSENTIAL PURPOSE FOR ANY REASON WHATSOEVER, IN NO EVENT
SHALL SELLER BE LIABLE FOR BUYER’S MANUFACTURING COSTS, LOST
PROFITS, GOODWILL, OR ANY OTHER SPECIAL, INDIRECT, PUNITIVE,
INCIDENTAL OR CONSEQUENTIAL DAMAGES TO BUYER OR ANY THIRD
PARTY AND ALL SUCH DAMAGES ARE HEREBY DISCLAIMED.
6. Assig me t. Buyer shall not assign any of its rights or obligations
hereunder without the prior written approval of Seller; provided, however, that if
Buyer is a distributor of Seller, the rights and obligations of Buyer under these
Warranty rovisions shall inure to the benefit of and be binding upon Buyer’s
customers who provide the product’s proof of purchase to Seller pursuant to the
terms set forth herein. Seller may assign any or all of its rights or obligations
hereunder without Buyer’s prior consent.
7. Gover i g Law.
The Warranty rovisions and all questions relating to their validity, interpretation,
performance, and enforcement shall be construed in accordance with, and shall be
governed by, the substantive laws of the Commonwealth of ennsylvania without
regard to its principles of conflicts of law.
8. Waiver.
Any failure of the part of Seller to insist on strict compliance with the Warranty
rovisions shall no way constitute a waiver of such right. No claim or rights arising
out of a breach of the Warranty rovisions by Buyer may be discharged in whole
or in part by a waiver of the claim or right, unless the waiver is in writing signed by
an authorized representative of Seller. Seller’s waiver or acceptance of any breach
by Buyer of any provisions of the Warranty rovisions shall not constitute a waiver
of or an excuse for nonperformance as to any other provision of the Warranty
rovisions nor as to any prior or subsequent breach of the same provision.
9. Freight.
Buyer will arrange and pay for shipping and handling charges for the unit to be
returned to the Seller. Seller will arrange and pay for shipping and handling for the
return of the unit to the Buyer.