- InPart, Inc. (“InPart”) warrants to Buyer that for a period of 30 Days from the date of shipment of the Manufactured Goods (“Warranty Period“), such Manufactured Goods will materially conform to InPart’s published specifications (if any) in effect as of the date of this Agreement and will be free from material defects in material and workmanship.
- EXCEPT FOR THE WARRANTY SET FORTH IN SECTION 1, INPART MAKES NO WARRANTY WHAT SO EVER WITH RESPECT TO THE GOODS, INCLUDING ANY (i) WARRANTY OF MERCHANTABILITY; [OR] (ii) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; or (iii )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 OTHERWISE.
- 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 1. For the avoidance of doubt, INPART MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY THIRD PARTY PRODUCT, INCLUDING ANY (i) WARRANTY OF MERCHANTABILITY; (ii) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; (iii) WARRANTY OF TITLE; OR (iv) 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 OTHERWISE.]
- InPart shall not be liable for a breach of the warranty set forth in Section 1 unless: (i) Buyer gives written notice of the defect, reasonably described, to InPart within 5 days of the time when Buyer discovers or ought to have discovered the defect; (ii) InPart is given a reasonable opportunity after receiving the notice to examine such Goods and Buyer (if requested to do so by InPart) returns such Goods to InPart place of business at InPart’s cost for the examination to take place there; and (iii) InPart reasonably verifies Buyer’s claim that the Goods are defective.
- InPart shall not be liable for a breach of the warranty set forth in Section 8 if: (i) Buyer makes any further use of such Goods after giving such notice; (ii) the defect arises because Buyer failed to follow InPart’s oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Goods; or (iii) Buyer alters or repairs such Goods without the prior written consent of InPart.
- Subject to Sections 4 and 5 above, with respect to any such Goods during the Warranty Period, InPart shall, in its sole discretion, either: (i) repair or replace such Goods (or the defective part) or (ii) credit or refund the price of such Goods at the pro rata contract rate provided that, if InPart so requests, Buyer shall, at InPart’s expense, return such Goods to InPart.
- THE REMEDIES SET FORTH IN SECTION 8 SHALL BE THE BUYER’S SOLE AND EXCLUSIVE REMEDY AND INPART’S ENTIRE LIABILITY FOR ANY BREACH OF THE LIMITED WARRANTY SET FORTH IN SECTION 1.
- Limitation of Liability.
- IN NO EVENT SHALL INPART BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES, OR DIMINUTION IN VALUE, ARISING OUT OF, OR RELATING TO, AND/OR IN CONNECTION WITH ANY BREACH OF THIS AGREEMENT, REGARDLESS OF (i) WHETHER SUCH DAMAGES WERE FORESEEABLE, (ii) WHETHER OR NOT INPART WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, (iii) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, OR OTHERWISE) UPON WHICH THE CLAIM IS BASED, AND (D) THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.
- IN NO EVENT SHALL INPART’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED [NUMBER] TIMES] THE TOTAL OF THE AMOUNTS PAID TO INPART FOR THE GOODS SOLD HEREUNDER [OR $[AMOUNT], WHICHEVER IS LESS.
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NEITHER YOU NOR INPART IS LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THE USE OR ATTEMPTED USE OF THE SITE, THE SERVICES, OR THE CONTENT. THIS IS TRUE EVEN IF WE WERE INFORMED OF THE POSSIBILITY OF SUCH DAMAGES