Limited Hardware Warranty
LIMITED WARRANTY TERMS:
PRODUCT/EQUIPMENT LIMITED WARRANTY: These Limited Warranty Terms apply to the purchase of products identified on an Order by Customer (the purchasing party identified on the Order) (the “Product(s)”). Building Robotics, Inc. (hereinafter referred to as “Enlighted”) warrants to Customer that the Product(s), except for: (a) any Software and (b) any assembled products that are not Enlighted-branded, the (“Equipment”) sold by Enlighted or an Enlighted authorized reseller to Customer are at the time of delivery to Customer: (1) free of material defects in workmanship or material, and (2) for a period of Five (5) years for from the date of delivery of such Equipment – except Enlighted Tags and Badges sold for Location Intelligence which shall be warranted for a period of Two (2) years from date delivery – (the “Equipment Warranty Period”), will conform to Enlighted’s applicable specifications for such Equipment when stored, installed, operated, and maintained in accordance with any accompanying documentation and recommendations of Enlighted and when used under proper and normal use (the “Equipment Limited Warranty”). If any Equipment does not materially conform to the Equipment Limited Warranty during the Equipment Warranty Period (“Nonconforming Equipment”), Enlighted’s SOLE AND EXCLUSIVE RESPONSIBILITY AND LIABILITY AND CUSTOMER’S EXCLUSIVE REMEDY will be for Enlighted (at Enlighted’s option and subject to the Warranty Exclusions below), within a reasonable time, repair or replace the Nonconforming Equipment, provided that Customer provides written notice of a covered, reproducible defect identifying the applicable Equipment during the Equipment Warranty Period promptly upon discovery thereof; (b) returns all applicable Rejected Product(s) with Nonconforming Equipment to Enlighted pursuant to Enlighted’s RMA process described in the INSPECTION, NOTICE OF DAMAGE section below; and (c) has paid in full all amounts it owes Any Product(s) that are not eligible for return, or any Product(s) returned to Enlighted contrary to this Section or the terms of the INSPECTION, NOTICE OF DAMAGE section below, will not be accepted by Enlighted and will be returned to Customer by Enlighted, freight collect.
EMBEDDED SOFTWARE LIMITED WARRANTY: Enlighted warrants to Customer that Software embedded within the applicable Enlighted-branded Product(s) will operate substantially in compliance with the applicable Software specifications set forth in the documentation provided by Enlighted which may be updated by Enlighted from time to time (the “Software Specifications”) for a period of three (3) years from date of shipment (“Software Warranty Period”) when operated on equipment approved in the applicable documentation by Enlighted (the “Software Limited Warranty”). During the Software Warranty Period, Enlighted will provide Software updates, including without limitation bug fixes on an if-and-when available basis in accordance with Enlighted’s standard practices. If Enlighted provides any such Software updates to Customer, Customer will promptly install such Software in accordance with any accompanying documentation and the Software Limited Warranty will only apply to the updated version of the Software whether or not installed by Customer. If any Software does not conform to the Software Limited Warranty during the Software Warranty Period (“Nonconforming Software”), Enlighted’s SOLE AND EXCLUSIVE RESPONSIBILITY AND LIABILITY AND CUSTOMER’S EXCLUSIVE REMEDY will be for Enlighted (at Enlighted’s option and subject to applicable exclusions), within a reasonable time, to repair or replace the Nonconforming Software, provided that Customer (a) provides written notice of a covered, reproducible defect identifying the applicable Product(s) during the Software Warranty Period promptly upon discovery thereof; and (b) has paid in full all amounts it owes Enlighted. This Software Limited Warranty is not applicable to Software whereby the operation of such Software is adversely affected by external technical factors (including but not limited to conflicting software applications, network settings or other network capability issues) which prevent the Software from operating under normal conditions. Enlighted does not warrant any software or firmware embedded within any Product(s) that are not Enlighted- branded.
WARRANTY EXCLUSIONS: The Equipment Limited Warranty and Software Limited Warranty do not apply with respect to: (a) any Equipment or Software not in its original condition (reasonable wear and tear excepted); (b) any nonconformance or defect of any Equipment or Software caused by any modifications or alterations made to, or maintenance performed on, any Equipment or Software by Customer or any third party; (c) any nonconformance or defect of any Equipment or Software caused by third party software, hardware, equipment, or products used with, installed on, or accompanying the Equipment or Software; (d) any Equipment or Software that Enlighted reasonably determines has, by Customer or otherwise, been subjected to operating or environmental conditions in excess of limits established by the application specifications or documentation, or otherwise has been subjected to accident, mishandling or abuse, damage, misuse (including but not limited to use contrary to or not otherwise prescribed by the written specifications, or negligence), neglect or alteration, or improper or unauthorized installation, maintenance or repair, overloading, power failures, power surges, air conditioning failure, humidity, or fire, explosion, earthquake, or other force majeure events. The Equipment Limited Warranty and the Software Limited Warranty do not include or cover the cost of onsite services, labor, installation, commissioning, removal, re-installation or re-commissioning and any other work except as expressly specified in the Limited Warranty Terms herein.
NON ENLIGHTED-BRANDED ASSEMBLED PRODUCTS: If Customer believes that (i) a Product(s) that is not Enlighted-branded that Customer has purchased pursuant to an Order (a “Third Party Product(s)”) fails to conform to the applicable specifications or has material defects in workmanship or material or (ii) any software or firmware embedded on a Third Party Product(s) fails to conform to the applicable specifications, then Customer may notify Enlighted in writing of the nature of the non- conformance or defect. If Enlighted believes that such Third Party Product(s) or software or firmware embedded thereon may be covered by a warranty offered by the manufacturer thereof, Enlighted will provide to Customer information about the warranty and any steps Customer must take to receive the benefits of such warranty.
WARRANTY DISCLAIMER: CUSTOMER’S SOLE AND EXCLUSIVE REMEDIES AND ENLIGHTED’S SOLE OBLIGATION FOR ANY WARRANTY CLAIM ARE STATED ABOVE. EXCEPT AS EXPRESSLY SET FORTH IN THIS AND EXCEPT AS OTHERWISE PROVIDE IN THESE TERMS, PRODUCTS, EQUIPMENT, AND SOFTWARE ARE PROVIDED ON AN “AS-IS” BASIS WITHOUT ANY WARRANTIES BY ENLIGHTED OR ITS LICENSORS, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OR THAT THE PRODUCTS, EQUIPMENT, OR SOFTWARE WILL OPERATE UNINTERRUPTED OR ERROR-FREE OR ANY WARRANTY THAT MIGHT OTHERWISE ARISE FROM A COURSE OF DEALING OR USAGE OF TRADE.
Excluding Rejected Products which must be returned in accordance with the INSPECTION, NOTICE OF DAMAGE section above, Customer may return Product(s) within sixty (60) days of the original shipment date of such Product(s) pursuant to Enlighted’s product return procedures then in effect, as long as such Product(s) are new, unopened, and in the original shipping package and subject to Enlighted’s prior written consent. Product(s) must be returned, transport prepaid, to the place designated by Enlighted in writing (no C.O.D. or Collect Freight accepted) in original boxes and packing material, unless otherwise agreed to in writing by Enlighted. Shipping of the returned Product(s) travel at the risk and responsibility of Customer and all risk of loss shall remain with Customer until the Product(s) are received to such place as designated by Enlighted in writing. For approved returns, Customer will receive a credit equal to the lesser of the Product(s)’s invoice price or current replacement value, less any applicable charges or fees. Such credit may be used to purchase Product(s) from Enlighted. All such credits are: (a) not redeemable for and have no cash value and (b) will expire within one (1) year of the date of issuance. Any Product(s) that are not eligible for return hereunder, or are returned to Enlighted contrary to these terms, will not be accepted by Enlighted and will be returned to Customer by Enlighted, freight collected. Enlighted shall have the right to reject any returns. Returns approved by Enlighted and occurring more than sixty (60) days after the date of delivery will be accepted at the discretion of Enlighted and will be subject to a restocking fee of 20% of the invoiced price. No returns will be accepted one hundred (120) days or more from the date of delivery.
INSPECTION AND NOTICE OF DAMAGES:
Upon receipt of Product(s) from the delivery carrier, the Customer will inspect the condition of the packaging and the Product(s) itself and indicate any damage to Product(s) or receipt of any incorrect Product(s) to the delivery carrier. Damaged Product(s) (i.e. Product(s) suffering concealed loss or damage) or receipt of incorrect Product(s) shall be deemed “Rejected Product(s)” and Customer may return such Rejected Product(s) in accordance with the following terms: (i) The Customer will instruct the delivery carrier to note any Rejected Product(s) received on the carrier’s delivery documentation and request the delivery carrier’s agent sign the delivery documentation; (ii) Within two (2) days receipt of the Rejected Product(s), the Customer will contact Enlighted’s Customer Operations Team to notify Enlighted of Customer’s receipt of Rejected Product(s). Customer will request a Return Material Authorization (“RMA”) number from Enlighted by emailing the signed documentation to: email@example.com (or faxing such documentation to 408-400-2950). Customer’s email notification will include the signed delivery documentation and the carrier’s reference number(s); (iii) If Customer retains the Rejected Product(s) without giving written notice to Enlighted within the (2) two day designated period, the Customer will be deemed to have waived its right to return such Rejected Product(s). Enlighted will use commercially reasonable efforts to provide an RMA number to Customer within fifteen (15) days after receipt of any RMA request. Within ten(10) days after receipt of the RMA number, Customer shall return to Enlighted the Rejected Product(s), freight prepaid, in its original shipping carton with the RMA number displayed on the outside of the carton. Enlighted reserves the right to refuse to accept any Rejected Product(s) that do not bear an RMA number on the outside of the carton. If Customer properly returns any Rejected Product(s) pursuant to this Section, Enlighted shall, at its option and expense and as its SOLE AND EXCLUSIVE RESPONSIBILITY AND LIABILITY AND CUSTOMER’S EXCLUSIVE REMEDY, either repair or replace such Rejected Product(s) and pay the shipping charges for sending the Rejected Product(s) back to the Customer. Any other Product(s) returns for Product(s) not deemed Rejected Product(s) will only be accepted in accordance with the Limited Warranty section below.
LIMITATION OF LIABILITY:
ENLIGHTED’S AGGREGATE LIABILITY ARISING OUT OF THE SALE OF THE PRODUCT(S) (INCLUDING ANY WARRANTY EXTENDED IN CONNECTION THEREWITH) SHALL BE LIMITED TO THE AMOUNT EQUAL TO THE AMOUNTS PAID BY CUSTOMER FOR THE APPLICABLE PRODUCT(S). IN NO EVENT SHALL ENLIGHTED BE LIABLE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS BY ANYONE. IN NO EVENT SHALL ENLIGHTED BE LIABLE TO CUSTOMER OR ANY OTHER ENTITY FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR INDIRECT DAMAGES (AND, DAMAGE TO OR LOSS OF USE OF ANY PRODUCT, LOST SALES OR PROFITS, OR DAMAGES OR LOSSES DUE TO A DELAY OR FAILURE TO PERFORM ANY WARRANTY OBLIGATION UNDER THESE TERMS OR ARISING OUT OF OR IN CONNECTION WITH THE SALE, INSTALLATION, USE OF, INABILITY TO USE, OR THE REPAIR OR REPLACEMENT OF ANY PRODUCT(S)), HOWEVER CAUSED, ON ANY THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, BREACH OF CONTRACT OR OTHERWISE) AND WHETHER OR NOT ENLIGHED HAS BEEN NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED OR EXCLUSIVE REMEDY.
The limitations HEREIN shall also apply in favor of Enlighted’s suppliers and resellers. It is expressly agreed by Customer that Product(s) are not designed for use in hazardous environments requiring fail-safe performance, including operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, and life support or weapons systems, or any other system whose failure could lead to injury, death, environmental damage, or mass destruction.
These Warranty Terms will be interpreted in accordance with the law of the State of California.