SIEMENS
ROBICON Perfect Harmony
Liquid-cooled drives
7
7/5
Siemens D 16.2 – 2012
Conditions of sale and delivery (continued)
(e) Remedies for Breach of Limited Warranty. Buyer’s sole
and exclusive remedies for any breach of the Limited
Warranties are limited to Siemens’ choice of repair or
replacement of the Product, or non-conforming parts
thereof, or refund of all or part of the purchase price.
The warranty on repaired or replaced parts of the Product
shall be limited to the remainder of the original warranty
period. Unless otherwise agreed to in writing by Siemens,
(i) Buyer shall be responsible for any labor required to
gain access to the Product so that Siemens can assess
the available remedies and (ii) Buyer shall be responsible
for all costs of installation of repaired or replaced
Products. All exchanged Products replaced under this
Limited Warranty will become the property of Siemens.
(f) Transferability. The Limited Warranties shall be
transferable during the warranty period to the initial
end-user of the Product.
THE LIMITED WARRANTIES SET FORTH IN THIS SECTION
ARE SIEMENS’ SOLE AND EXCLUSIVE WARRANTIES AND
ARE SUBJECT TO THE LIMITS OF LIABILITY SET FORTH
IN SECTION 8 BELOW. SIEMENS MAKES NO OTHER
WARRANTIES, EXPRESS OR IMPLIED, INCLUDING,
WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE, COURSE OF
DEALING AND USAGE OF TRADE.
8. LIMITATION OF LIABILITY. NEITHER SIEMENS, NOR
ITS SUPPLIERS, SHALL BE LIABLE, WHETHER IN
CONTRACT, WARRANTY, FAILURE OF A REMEDY TO
ACHIEVE ITS INTENDED OR ESSENTIAL PURPOSES,
TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY,
INDEMNITY OR ANY OTHER LEGAL THEORY, FOR LOSS
OF USE, REVENUE, SAVINGS OR PROFIT, OR FOR COSTS
OF CAPITAL OR OF SUBSTITUTE USE OR PERFORMANCE,
OR FOR INDIRECT, SPECIAL, LIQUIDATED, PUNITIVE,
EXEMPLARY, COLLATERAL, INCIDENTAL OR
CONSEQUENTIAL DAMAGES, OR FOR ANY OTHER LOSS
OR COST OF A SIMILAR TYPE, OR FOR CLAIMS BY BUYER
FOR DAMAGES OF BUYER’S CUSTOMERS. SIEMENS’
MAXIMUM LIABILITY UNDER THIS CONTRACT SHALL BE
THE ACTUAL PURCHASE PRICE RECEIVED BY SIEMENS
FOR THE PRODUCT AT ISSUE OR ONE MILLION
DOLLARS, WHICHEVER IS LESS. BUYER AGREES THAT THE
EXCLUSIONS AND LIMITATIONS SET FORTH IN THIS
ARTICLE ARE SEPARATE AND INDEPENDENT FROM ANY
REMEDIES WHICH BUYER MAY HAVE HEREUNDER AND
SHALL BE GIVEN FULL FORCE AND EFFECT WHETHER
OR NOT ANY OR ALL SUCH REMEDIES SHALL BE DEEMED
TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE. THESE
LIMITATIONS OF LIABILITY ARE EFFECTIVE EVEN IF
SIEMENS HAS BEEN ADVISED BY THE BUYER OF THE
POSSIBILITY OF SUCH DAMAGES.
9. Patent and Copyright Infringement. Siemens will, at its
own expense, defend or at its option settle any suit or
proceeding brought against Buyer in so far as it is based
on an allegation that any Product (including parts
thereof), or use thereof for its intended purpose,
constitutes an infringement of any United States
patent or copyright, if Siemens is promptly provided
notice and given authority, information, and assistance
in a timely manner for the defense of said suit or
proceeding. Siemens will pay the damages and costs
awarded in any suit or proceeding so defended. Siemens
will not be responsible for any settlement of such suit or
proceeding made without its prior written consent. In
case the Product, or any part thereof, as a result of
any suit or proceeding so defended is held to constitute
infringement or its use by Buyer is enjoined, Siemens
will, at its option and its own expense, either: (a)
procure for Buyer the right to continue using said
Product; b) replace it with substantially equivalent
non-infringing Product; or (c) modify the Product so it
becomes non-infringing.
Siemens will have no duty or obligation to Buyer under
this Article to the extent that the Product is (a)
supplied according to Buyer’s design or instructions
wherein compliance therewith has caused Siemens to
deviate from its normal course of performance, (b)
modified by Buyer or its contractors after delivery,
(c) combined by Buyer or its contractors with devices,
methods, systems or processes not furnished hereunder
and by reason of said design, instruction, modification, or
combination a suit is brought against Buyer. In addition,
if by reason of such design, instruction, modification
or combination, a suit or proceeding is brought against
Siemens, Buyer shall protect Siemens in the same
manner and to the same extent that Siemens has
agreed to protect Buyer under the provisions of the
Section above.
THIS ARTICLE IS AN EXCLUSIVE STATEMENT OF ALL THE
DUTIES OF THE PARTIES RELATING TO PATENTS AND
COPYRIGHTS, AND DIRECT OR CONTRIBUTORY PATENT
OR COPYRIGHT AND OF ALL THE REMEDIES OF BUYER
RELATING TO ANY CLAIMS, SUITS, OR PROCEEDINGS
INVOLVING PATENTS AND COPYRIGHTS.
10. Compliance with Laws. Buyer agrees to comply with all
applicable laws and regulations relating to the purchase,
resale, exportation, transfer, assignment, disposal or use
of the goods.
11. Changes in Work. Siemens shall not implement any
changes in the scope of work unless Buyer and Siemens
agree in writing to the details of the change and any
Standard terms and
conditions of sales and delivery