Warranty Agreement Document

WARRANTY AGREEMENT DOCUMENT

This Warranty Agreement (the Agreement) is made and entered into as of by and between Warrantor Name: with principal place of business at Warrantor Address: , and Customer Name: with address at Customer Address: (collectively, the Parties).

RECITALS

WHEREAS, Warrantor manufactures, sells or distributes the goods described below and represents that such goods conform to applicable specifications and standards; and

WHEREAS, Customer has purchased or will purchase the goods identified herein and requires assurances regarding the quality and performance of those goods; and

WHEREAS, the Parties desire to set forth the terms and conditions upon which Warrantor will provide a warranty for the goods delivered to Customer.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. DEFINITIONS

For purposes of this Agreement the following terms have the meanings set forth below:

"Goods" means the product(s) described as: (Model/Part No.: ; Serial No.(s): ).

2. WARRANTY GRANT

Subject to the terms and conditions of this Agreement, Warrantor warrants to Customer that the Goods delivered by Warrantor to Customer shall be free from defects in materials and workmanship under normal use and service for the Warranty Period set forth in Section 3. This warranty is limited to repair, replacement or refund as set forth in Section 5 and excludes remedies and conditions described in Section 4.

3. WARRANTY PERIOD

The Warranty Period commences on the date of delivery to Customer or, if earlier, the date of first use. Any repaired or replacement part carries the remainder of the original Warranty Period unless otherwise expressly agreed in writing.

4. EXCLUSIONS AND LIMITATIONS

This warranty does not cover: (a) defects, damage or failure resulting from accident, misuse, abuse, neglect, unauthorized modification or repair, installation not in accordance with Warrantor's instructions, or failure to perform recommended maintenance; (b) normal wear and tear or cosmetic damage; (c) consumable items unless expressly warranted; or (d) Goods used outside their intended operating environment. Any service or repair by parties other than Warrantor or its authorized service providers voids this warranty.

5. REMEDIES

Customer's sole and exclusive remedy under this warranty, and Warrantor's entire liability for breach of this warranty, shall be, at Warrantor's election: (i) repair of the defective Goods, (ii) replacement of the defective Goods with goods that materially conform to specifications, or (iii) refund of the purchase price for the defective Goods. Warrantor shall not be obligated to provide a remedy until Customer has complied with the Claim Procedure in Section 6.

6. CLAIM PROCEDURE

To make a warranty claim, Customer must: (a) provide written notice to Warrantor describing the nature of the defect, the Goods' model and serial number(s), proof of purchase, and the date of discovery; (b) allow Warrantor a reasonable opportunity to inspect the Goods; and (c) comply with any additional instructions provided by Warrantor for return, shipment or inspection. Claims not made within thirty (30) days after discovery of the defect are waived.

7. LIMITATION OF LIABILITY

EXCEPT FOR THE EXPRESS REMEDIES SET FORTH HEREIN, WARRANTOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL WARRANTOR BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES, LOSS OF PROFITS, LOSS OF USE OR DATA, OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE LIABILITY OF WARRANTOR ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE PURCHASE PRICE PAID FOR THE AFFECTED GOODS.

8. TRANSFERABILITY

This warranty is transferable to subsequent owners without charge non-transferable unless expressly authorized in writing by Warrantor. Any transfer shall require proof of original purchase and completion of transfer documentation acceptable to Warrantor.

9. INDEMNIFICATION

Each Party shall indemnify, defend and hold harmless the other Party from and against any third-party claims, liabilities, damages and expenses (including reasonable attorneys' fees) arising out of the indemnifying Party's breach of this Agreement, negligence, or willful misconduct.

10. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the state of , without regard to its conflict of laws principles.

11. ENTIRE AGREEMENT; SEVERABILITY

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and communications, whether oral or written. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

12. AMENDMENTS; WAIVER; COUNTERPARTS

No amendment, modification or waiver of any provision of this Agreement shall be effective unless in writing and signed by both Parties. Failure or delay by either Party to enforce any right or remedy shall not constitute a waiver of that right or remedy. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument.

13. ADDITIONAL PROVISIONS

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