Common use of Hardware Products Clause in Contracts

Hardware Products. a. From time to time Client may desire to purchase Hardware which the Manufacturer has authorised Hitachi Consulting to distribute. Client agrees to purchase and ▇▇▇▇▇▇▇ Consulting agrees to distribute the Hardware set forth in Orders executed under the terms and conditions of this Agreement. Any changes to an Order for Hardware are subject to acceptance by, and payment of an additional processing fee to, Hitachi Consulting. b. Client is responsible for all shipping costs and any applicable duties and surcharges, which shall be set forth in the applicable invoice. Delivery of Hardware will be FOB Shipping Point. Title and risk of loss pass to Client upon delivery of the Hardware to the carrier. The delivery dates set forth in the Order are estimates only and Hitachi Consulting is not liable for delays in delivery. Hitachi Consulting reserves the right to make partial shipments and Client will accept delivery and pay for the Hardware delivered. A delayed delivery of any part of an Order does not entitle Client to cancel other deliveries. c. Client will execute a delivery and acceptance certificate upon receipt of the Hardware, if requested by Hitachi Consulting, and/or similar documentation required by the Manufacturer, acknowledging that the Hardware has been delivered, inspected and accepted. If a delivery and acceptance certificate is not requested, Client expressly agrees that it has accepted the Hardware unless Client notifies Hitachi Consulting in writing of damage, shortage or other discrepancy pursuant to subsection (f) below. d. Responsibility for installation of the Hardware shall be specified in the applicable Order. Client shall be responsible for preparing the installation environment at its own cost according to the specifications for the Hardware. e. To the extent it has the right to do so, Hitachi Consulting will transfer to Client any Hardware warranties and indemnities provided by the Manufacturer, including any transferable warranties and indemnities for intellectual property infringement. Client agrees that its sole and exclusive remedy with respect to any alleged breach of the any warranty in respect of the Hardware, or with respect to the suitability, characteristics, functionality or performance of, or infringement of Intellectual Property Rights by, the Hardware, shall be in accordance with the terms of warranties and indemnities provided by the Manufacturer and/or any related agreements between Client and the Manufacturer, and Hitachi Consulting shall have no liability therefor. If the Manufacturer is an Affiliate of Hitachi Consulting, Hitachi Consulting will use reasonable efforts to assist in the resolution of any such matter. f. Client cannot return Hardware without a RAN. RANs will be issued only for damage, shortage, or other discrepancy to Hardware caused solely by Hitachi Consulting or the Manufacturer, and only if Client notifies Hitachi Consulting in writing of such damage, shortage or other discrepancy within ten (10) days after delivery. RANs will not be issued for damage, shortage or other discrepancy caused by Client, the carrier or freight provider, or any other third party. Returned Hardware must be in original Manufacturer's shipping cartons or the equivalent. Client must return all Hardware, freight prepaid, as specified in the RAN. g. Hardware may include certain embedded software, which Client agrees to use consistent with the underlying software licence, which shall be deemed an agreement between Client and the vendor of such software, not Hitachi Consulting.