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5. Warranty
5.1 Seller warrants that Products shall be delivered free from defects in material, workmanship and
title and that Services shall be performed in a competent, diligent manner in accordance with any
mutually agreed specifications.
5.2 The warranty for Products shall expire one (1) year from first use or eighteen (18) months from
delivery, whichever occurs first, except that software is warranted for ninety (90) days from delivery.
The warranty for Services shall expire one (1) year after performance of the Service, except that
software-related Services are warranted for ninety (90) days.
5.3 If Products or Services do not meet the above warranties, Buyer shall promptly notify Seller in
writing prior to expiration of the warranty period. Seller shall (i) at its option, repair or replace
defective Products and (ii) re-perform defective Services. If despite Seller’s reasonable efforts, a
non-conforming Product cannot be repaired or replaced, or non-conforming Services cannot be
re-performed, Seller shall refund or credit monies paid by Buyer for such non-conforming Products
and Services. Warranty repair, replacement or re-performance by Seller shall not extend or renew the
applicable warranty period. Buyer shall obtain Seller’s agreement on the specifications of any tests it
plans to conduct to determine whether a non-conformance exists.
5.4 Buyer shall bear the costs of access for Seller’s remedial warranty efforts (including removal and
replacement of systems, structures or other parts of Buyer’s facility), de-installation, decontamination,
re-installation and transportation of defective Products to Seller and back to Buyer.
5.5 The warranties and remedies are conditioned upon (a) proper storage, installation, use, opera-
tion, and maintenance of Products, (b) Buyer keeping accurate and complete records of operation
and maintenance during the warranty period and providing Seller access to those records, and (c)
modification or repair of Products or Services only as authorized by Seller in writing. Failure to meet
any such conditions renders the warranty null and void. Seller is not responsible for normal wear
and tear.
5.6 This Article 5 provides the exclusive remedies for all claims based on failure of or defect in
Products or Services, regardless of when the failure or defect arises, and whether a claim, however
described, is based on contract, warranty, indemnity, tort/extra-contractual liability (including
negligence), strict liability or otherwise. The warranties provided in this Article 5 are exclusive and are
in lieu of all other warranties, conditions and guarantees whether written, oral, implied or statutory.
NO IMPLIED OR STATUTORY WARRANTY, OR WARRANTY OR CONDITION OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE APPLIES.
