Foxconn is contracted to manufacture and supply certain product(s) for the Company (hereinafter “Company”), and the Company whishes to clarify and limit Foxconn’s responsibilities in respect of quality and environmental protection of such products so that Foxconn can process the manufacturing work in a smoothly and rapidly manner;
NOW, THEREFORE, the Company agrees that Foxconn shall be relieved from any liability resulting from or in connection with one or more of the following circumstances listed below:
1. In no event shall Foxconn be held responsible for any and all losses, damages, costs and expenses caused by Foxconn’s compliance with the designs, specifications or directions provided by the Company.
2. In no event shall Foxconn be held responsible for any and all losses, damages, costs and expenses incurred due to any reason which could not be attributed to the negligence and default of Foxconn.
3. Except for any materials sourced by Foxconn under its sole discretion(hereinafter “Foxconn-sourced Materials”), Foxconn shall not be liable for any damages, losses, costs and expenses caused by the following materials:
a) Materials provided by suppliers who are designated by Company in Bill of Materials ( BOM ) table, email or any other written directions (hereinafter “AVL Materials”);
b) Materials purchased by Foxconn pursuant to Company’s requirements and directions as indicated in the purchase agreement or equivalent documents between the parties (hereinafter “Company Designated Materials”); and
c) Materials consigned or sold to Foxconn by Company (hereinafter “Company Provided Materials”).
4. Except for disputes caused by Foxconn-sourced Materials, Company agree to defend, hold and indemnify Foxconn, including its manager, director and employee from and against any and all claim, damages, losses, expenses (including reasonable attorneys’ fees) and any liability arising out of or in relation to AVL Materials, Company Designated Materials and/or Company Provided Materials’ non-compliance with quality or environmental protection requirements. Such indemnification shall survive the termination of this Declaration.
5. The undersigned declares that he/she has the full authority to execute this Declaration and the facsimile transmittal copy of this Declaration will be treated as the original.
6. This Declaration will be effective as of . Without the written consent of Foxconn, Company shall not withdraw or amend this declaration due to any reason.