Article 7. Contractual warranty on PRODUCTS
Under the contractual warranty on PRODUCTS, new INSTRUMENTS are covered against manufacturing defects for a period of twelve (12) months from the date of invoicing by HORIBA Medical.
In case of a manufacturing defect to an INSTRUMENT being recorded during this period, the DISTRIBUTOR shall send HORIBA Medical formal NOTIFICATION of it, together with an accurate description of this manufacturing defect. Under the contractual warranty, HORIBA Medical undertakes to replace free of charge all parts reasonably considered to be defective, in accordance with the procedure described in APPENDIX E. Replacement parts may be new or refurbished, at the election of HORIBA Medical.
This contractual warranty applies only within the strict limits of normal use of INSTRUMENTS, in conformity with the installation, maintenance and after-sales procedures as described into the IRU and the technical manuals, and in the context of their exclusive use with appropriate and approved HORIBA Medical products. Normal exchange or replacement of parts does not extend the period of warranty.
The foregoing warranty of replacement, repair or credit is in lieu of all other warranties and shall be the sole remedy of the DISTRIBUTOR in the event of a defective PRODUCT. In no event shall HORIBA Medical be liable for any other compensation or indemnification of whatever nature, nor shall it be responsible for any special or consequential damages such as, but not limited to, damage to property, loss of profit, etc., resulting from the sale, handling, possession or use of the PRODUCT.
The DISTRIBUTOR agrees and undertakes to indemnify HORIBA Medical with respect to and hold HORIBA Medical harmless from and against any and all claims against HORIBA Medical by any third party, relating to any defect or alleged defect of, or tort liability with respect to any PRODUCT or part thereof sold to the DISTRIBUTOR under this CONTRACT except to the extent such claim is caused by HORIBA Medical or its employees' gross negligence or wilful misconduct. The DISTRIBUTOR shall have to carry adequate product liability insurance to cover its liability under this provision.
Article 10. AFTER-SALES SERVICE
The DISTRIBUTOR shall assure the AFTER-SALES SERVICE of PRODUCTS on the TERRITORY to the best of its abilities. This AFTER-SALE SERVICE includes all warranty, maintenance, hot line, follow-up processes and communications to endusers, as instructed by HORIBA Medical in the manuals, technical notes and service information letters or other mean.
Except as regard to the supply of replacement parts for the PRODUCT under warranty as per Article 7, the DISTRIBUTOR will have to supply AFTER-SALE SERVICE free of charge during the first year following the installation of each INSTRUMENT.
At the end of this twelve-month period, the DISTRIBUTOR shall maintain an appropriate AFTER-SALES SERVICE satisfactory to Clients and provide PRODUCT maintenance, in accordance with the recommendations specified by HORIBA Medical, particularly in regard to obligations linked to preventive maintenance.
The DISTRIBUTOR shall report in English on a document similar to the one shown in APPENDIX D the technical details relating to interventions carried out on INSTRUMENTS installed on the TERRITORY. HORIBA Medical has right of access to these documents at all times.
Moreover, the DISTRIBUTOR shall carry out updates in compliance with the Technical Notes and Service Information Letters established by HORIBA Medical and sent to the DISTRIBUTOR.
For the AFTER-SALE SERVICE, the DISTRIBUTOR shall, for each type of medical device and INSTRUMENT installed on the TERRITORY, permanently employ one or several engineers who have been trained by HORIBA Medical.
The DISTRIBUTOR undertakes the responsibility to ensure that the PRODUCTS run according to the specifications when repair or service is performed.