Common use of Quality of the Products Clause in Contracts

Quality of the Products. 4.1 In entering into this contract, the Client relies on the Manufacturer’s expertise to manufacture the Goods, and the Manufacturer accordingly warrants to the Client that all goods under this contract shall: 4.1.1 Conform in all respects to the specifications in schedule 1; 4.1.2 For a period of [specify duration] from delivery, be of the quality required by the contract and free from defects in design, workmanship or materials; in case of delivery of defective or non- conforming goods, the Manufacturer shall remedy the defect or the non-conformity within 30 days after receipt of a written notice giving full particulars of the defect or the non-conformity and requiring it to be remedied. If the defect or the non-conformity amounts to a material breach of any of the provisions of this contract and the Manufacturer fails to remedy the breach within 30 days after receipt of the aforesaid written notice, the Client shall be entitled to terminate this contract in conformity with Article 7.2.1. 4.1.3 Comply with all standards and applicable statutes and regulations relating to the Goods [specify type of standards/statutes/ regulations – delete sub-Article if not applicable]. 4.2 [Only if samples are to be submitted to the Client] Subject to Article 1.6, the Client may reject any of the Goods that do not comply with Article 4.1. 4.3 For the purposes of assuring to the Client the quality of the Goods required under this contract the Manufacturer shall permit the duly authorized representative of the Client, at any time during normal working hours and on reasonable notice, to inspect any premises of the Manufacturer or any third party where any of the Goods, or any labelling or packaging for them, are manufactured or stored by or for the Manufacturer. 4.4 If any claim is made against the Client arising out of or in connection with the manufacture of or any defect in the Goods, the Manufacturer shall, except to the extent that the claim is due to any defect in the specification made by the Client or the technology or the equipment provided by the Client, indemnify the Client against all damages or other compensation awarded against the Client in connection with the claim or paid or agreed to be paid by the Client in settlement of the claim and all legal or other expenses incurred by the Client in or about the defence or settlement of the claim. The Client shall notify the Manufacturer as soon as practicable after becoming aware of the claim, and take all action reasonably requested by the Manufacturer to avoid, compromise or defend the claim and any proceedings in respect of the claim, subject to the Client being indemnified and secured to its reasonable satisfaction against all costs and expenses which may be incurred in doing so. 4.5 Notwithstanding anything to the contrary in this contract, the Manufacturer shall not, except in respect of death or personal injury caused by the negligence of the Manufacturer, be liable to the Client for any loss of profit or any indirect, special or consequential loss or damage, costs, expenses or other claims (whether occasioned by the negligence of the Manufacturer or its employees or agents or otherwise) arising out of or in connection with the manufacture or supply of the Goods (including any delay in supplying or any failure to supply the Goods in accordance with this contract or at all), their use or resale by the Client or their use by any customer of the Client, and the total liability of the Manufacturer for any other loss, damage, costs, expenses or other claims which so arise shall not exceed the price of the Goods in question.