TXOne’s solutions are designed to deploy on levels 1 (basic control), 2 (supervisory control) and 3 (site manufacturing operations and control) of the Purdue model.
THIS LIMITED WARRANTY (“WARRANTY”) APPLIES TO THE PRODUCTS (AS DEFINED BELOW).
THIS WARRANTY DOES NOT APPLY TO ANY SOFTWARE CONTAINED IN THE PRODUCTS, WHICH SHALL BE SUBJECT TO THE APPLICABLE END USER LICENSE AGREEMENT.
WARRANTOR (HEREINAFTER DEFINED) RESERVES THE RIGHT TO MAKE ANY CHANGES TO THIS WARRANTY FROM TIME TO TIME WITHOUT PROVIDING PRIOR NOTICE TO CUSTOMER.
SHOULD CUSTOMER NOT AGREE TO THE TERMS OF THIS WARRANTY, CUSTOMER SHOULD NOT USE ANY PRODUCTS; CUSTOMER MAY RETURN ANY PRODUCTS TO THE RESELLER OR DISTRIBUTOR FROM WHICH THEY WERE OBTAINED FOR A REFUND IN ACCORDANCE WITH SUCH RESELLER’S OR DISTRIBUTOR’S APPLICABLE RETURN POLICY.
THIS WARRANTY IS NOT AVAILABLE IN EVERY COUNTRY, AND WARRANTOR MAY REFUSE TO PROVIDE SUPPORT, SERVICES, OR OTHER BENEFITS UNDER THIS WARRANTY IF REQUESTED IN A COUNTRY OTHER THAN THAT IN WHICH A PRODUCT WAS ORIGINALLY PURCHASED OR OBTAINED.
As used in this Warranty, words in the singular include the plural and words in the plural include the singular.
1.1 “Customer” means the original purchaser of a Product from Warrantor or an authorized distributor or reseller of Warrantor.
1.2 “New Products” means (i) TXOne-branded hardware products and TXOne-branded accessories contained in their original packaging, as purchased by Customer from an authorized distributor or reseller of Warrantor and (ii) any Spare Part of a product aforementioned in (i).
1.3 “Products” refers to New Products and Refurbished Products, collectively.
1.4 “Refurbished Products” means (i) all products that were initially New Products, but have subsequently been refurbished by Warrantor (or an affiliate or authorized distributor or reseller thereof), but excluding any such products sold on an “as is,” “no warranty,” or any other similar basis by anyone and (ii) any Spare Part of a product aforementioned in (i).
1.5 “Section” refers to a numbered section of this Warranty.
1.6 “Software” means any TXOne proprietary software accompanying a Product when purchased by Customer, downloaded by Customer, or pre-installed on a Product by (or at the instruction of) Warrantor. Software includes, without limitation, any firmware, associated media, images, animations, video, audio, text, and applets incorporated into such Software or its associated Product, and any updates or upgrades to such software.
1.7 “Spare Part” means any parts, accessories, components, and other equipment that are installed or incorporated in or attached to a Product.
1.8 “TXOne” means TXOne Networks, Inc.
1.9 “Warrantor” for any New Product or Refurbished Product to which this Warranty relates is determined based on the country in which such New Product was purchased by Customer from an authorized distributor or reseller of Warrantor, or in which the Refurbished Product was refurbished by Warrantor (or an affiliate or authorized distributor or reseller thereof), as applicable:
A. if in the United States of America or Canada, then Warrantor is TXOne Networks Incorporated, 222 West Las Colinas Boulevard, Irving, TX 75062, USA, or its successor in title;
B. if in the European Economic Area, the United Kingdom, Switzerland, or Israel, then Warrantor is TXOne Networks Europe B.V., a registered branch office at High Tech Campus 5, 5656 AE Eindhoven, Netherlands, or its successor in title;
C. if in Australia, New Zealand, India, Malaysia, Singapore, Vietnam, Indonesia, Taiwan, Republic of Korea, People’s Republic of China, Hong Kong SAR, Macau SAR, the Philippines, or Thailand, then Warrantor is TXOne Networks Inc. at 5F., No. 6, Lixing 6th Rd., East Dist., Hsinchu City 300096, Taiwan, or its successor in title;
D. if in Japan, TXOne Networks Japan GK, at MAYNDS Tower, 2-1-1 Yoyogi, Shibuya-ku, Tokyo, Japan, 151-0053.
2. Warranty Period
2.1 Subject to the terms and conditions contained herein, this Warranty will commence on the date on which a Product is purchased by Customer and end on the date specified for such Product, as described https://www.txone.com/legal/hardware-warranty/ (such period, the “Warranty Period”).
Unless otherwise specified at the website specified above:
– for a Spare Part, assuming normal use, the Warranty Period is one (1) year
– for a Refurbished Product, the Warranty Period is the remainder of the original Warranty Period of the New Product from which such Refurbished Product was derived, or ninety (90) days from the earliest date such Refurbished Product is first deemed as such.
For the purpose of determining the date of purchase that will serve as the commencement date of a Warranty Period, the date of purchase on a valid receipt or invoice of purchase will control. Absent such evidence, the Warranty Period for a Product will be deemed to commence from the manufacturing date thereof, as documented in TXOne’s and/or its affiliates’ internal records.
2.2 The Warranty Period of any Product is subject to any extension thereto purchased by Customer. For applicable terms and conditions, please refer https://www.txone.com/legal/hardware-warranty/
2.3 Notwithstanding anything herein to the contrary, the Warranty Period will terminate immediately for any Product that is tampered, used for purposes beyond the scope of the applicable product specifications, or reverse-engineered.
3. Limited Warranty and Remedies
3.1 Limited Warranty. Subject to Section 3.2, Warrantor warrants to Customer that each Product will during the Warranty Period (a) be free of material defects in workmanship and (b) under normal use will perform substantially in accordance with TXOne’s published specifications for such Product. Such limited warranty does not apply to any Software contained or otherwise associated with a Product, which shall be subject to the accompanying end user license agreement provided with the Product.
Notwithstanding anything herein to the contrary, Warrantor makes no warranties for any Products that (a) are sold on an “as is,” “no warranty,” or similar basis or (b) are Refurbished Products arising from New Products for which this Warranty has ceased to apply prior to refurbishment.
This Warranty does not cover any cosmetic damage caused by normal wear and tear or otherwise due to the normal aging of a Product, including but not limited to scratches, dents and broken plastic on ports unless the same is due to a defect in materials or workmanship.
This Warranty is not transferable, only for the benefit of Customer, and will terminate upon Customer’s sale or transfer of the Product to a third party.
3.2 Exclusions. In addition to, and without prejudice to the generality of, any other exclusions contained herein, this Warranty does not apply to any Product that (a) has been installed or used in a manner not specified or described in such Product, its specifications, or its related documents, or in any way misused, abused, or damaged; (b) has been damaged in any manner, including without limitation by damage resulting from any accident, natural disaster, exposure to moisture or other environmental factors, other external factors, or improper use; (c) has been disassembled without authorization from Warrantor or an affiliate thereof; (d) has had its serial number removed or defaced; (e) becomes damaged or incompatible, or does not operate as intended, due to Customer’s failure to implement any correction, modification, enhancement, improvement or other update made available by TXOne or an affiliate thereof, or due to implementation of any of the foregoing from a third party source; or (g) becomes damaged or incompatible, or does not operate as intended, due to installation or use with any hardware, software, or other accessory other than those provided by TXOne or an affiliate thereof specifically for use with such Product.
In assessing whether any exclusions to this Warranty apply, Warrantor (or any affiliate thereof) reserves the right to conduct inspection and verification of a Product, including with respect to its appearance and function. Should Customer refuse to provide any Product for such inspection or verification, this Warranty will cease to apply to any such Product.
3.3 Warranty Support and Exclusive Remedy. If Customer gives notice of a Product’s noncompliance with any warranties set forth in Section 3.1 within the applicable Warranty Period, then, upon verification of noncompliance by Warrantor, Warrantor will at its option: (a) use commercially reasonable efforts to repair the Product or otherwise rectify any instance of noncompliance, (b) provide technical support, or (c) replace the noncomplying Product or part thereof upon return of the complete Product in accordance with Section 3.4
Customer agrees to provide all assistance reasonably requested by Warrantor to inspect, verify, diagnose, or validate any nonconformity of a Product.
Notwithstanding anything herein, in no event will Warrantor be responsible for recovery or backup of any data stored in a Product. Customer agrees to make a backup copy of any such stored data before returning a Product to TXOne.
3.4 Return. Any Product must be returned in the same condition as it was received from TXOne or TXOne certificed Warranty service provider. Warrantor to the address designated by Warrantor https://www.txone.com/contact/, freight pre-paid, in packaging sufficient to protect the contents thereof. Customer is responsible for customs duties, clearance, and all other charges relating to return of any Product and/or the shipment of any replacement thereof. Customer is responsible for insurance and risk of loss and/or damage with respect to returned items until they are properly received by Warrantor.
Any returned Product that is damaged during shipping to Warrantor for any reason will be refused and returned to Customer at Customer’s expense.
3.5 Disclaimer of Warranties; Exclusive Remedies. THE WARRANTIES, OBLIGATIONS, AND LIABILITIES OF WARRANTOR AND THE REMEDIES OF CUSTOMER SET FORTH IN THIS WARRANTY ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND CUSTOMER HEREBY WAIVES, RELEASES AND DISCLAIMS, ALL OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF WARRANTOR AND ALL OTHER RIGHTS, CLAIMS AND REMEDIES OF CUSTOMER AGAINST WARRANTOR AND/OR ITS AFFILIATES, EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE, WITH RESPECT TO ANY PRODUCT, ACCOMPANYING DOCUMENTATION OR SOFTWARE AND ANY OTHER GOODS OR SERVICES DELIVERED UNDER THIS WARRANTY, INCLUDING, BUT NOT LIMITED TO ANY: (A) IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE; (B) IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE; (C) CLAIM OF INFRINGEMENT OR MISAPPROPRIATION; OR (D) CLAIM IN TORT (WHETHER BASED ON NEGLIGENCE, STRICT LIABILITY, PRODUCT LIABILITY OR OTHER THEORY). WARRANTOR MAKES NO GUARANTEE AND SPECIFICALLY DISCLAIMS ANY WARRANTY THAT THE DATA OR INFORMATION STORED ON ANY PRODUCT WILL BE SECURE AND WITHOUT RISK OF DATA LOSS. WARRANTOR RECOMMENDS THAT CUSTOMER TAKES APPROPRIATE MEASURES TO BACK UP THE DATA STORED ON THE PRODUCT.
4. Limitations of Liability
4.1 Force Majeure. Warrantor will not be liable for, or be considered to be in breach of or default under this Warranty on account of, any delay or failure to perform as required by this Warranty as a result of any cause or condition beyond its reasonable control (including, without limitation, any act or failure to act by Customer).
4.2 Disclaimer of Certain Damages. IN NO EVENT WILL WARRANTOR OR ITS AFFILIATES BE LIABLE FOR THE COST OF COVER OR FOR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR SIMILAR DAMAGES OR LIABILITIES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO LOSS OF DATA, INFORMATION, REVENUE, PROFIT OR BUSINESS) ARISING OUT OF OR RELATING TO THE USE OR INABILITY TO USE ANY PRODUCT, ANY ACCOMPANYING DOCUMENTATION OR SOFTWARE AND ANY OTHER GOODS OR SERVICES PROVIDED UNDER THIS WARRANTY, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHER THEORY, EVEN IF WARRANTOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
4.3 Limitation of Liability. WARRANTOR’S AND ITS AFFILIATES’ LIABILITY ARISING OUT OF OR RELATING TO THE USE OR INABILITY TO USE A PRODUCT, ANY ACCOMPANYING DOCUMENTATION OR SOFTWARE AND ANY OTHER GOODS OR SERVICES PROVIDED UNDER THIS WARRANTY IS LIMITED TO THE AMOUNT ACTUALLY PAID BY CUSTOMER FOR SUCH PRODUCT REGARDLESS OF THE AMOUNT OF DAMAGES CUSTOMER MAY INCUR AND WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHER THEORY. THE FOREGOING DISCLAIMER OF CERTAIN DAMAGES AND LIMITATION OF LIABILITY WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
5.1 Contact. All notices to Warrantor should be directed to email@example.com
5.2 Proprietary Rights. Each Product and any accompanying Software and documentation provided with such Product include proprietary and intellectual property rights of TXOne, its affiliates, and/or its third-party suppliers and licensors. TXOne retains and reserves all right, title, and interest in the intellectual property rights of each Product, and no title to or ownership of any intellectual property rights in or to any Product, any accompanying Software or documentation and any other goods provided under this Warranty is transferred to Customer under this Warranty. Customer agrees (a) to comply with the terms and conditions of the TXOne end user license agreement accompanying any Software furnished by TXOne or an authorized TXOne distributor or reseller and (b) not attempt to reverse engineer any Product or component thereof or accompanying Software or otherwise misappropriate, circumvent or violate any of TXOne’s intellectual property rights.
5.3 Assignment. Customer will not assign any of its rights under this Warranty directly, by operation of law or otherwise, without the prior written consent of Warrantor.
5.4 No Additional Terms. Except as expressly permitted by this Warranty, neither party will be bound by, and each party specifically objects to, any term, condition or other provision that conflicts with the provisions of this Warranty that is made by the other party in any purchase order, receipt, acceptance, confirmation, correspondence or otherwise, unless each party specifically agrees to such provision in writing. Further, if this Warranty conflicts with any terms or conditions of any other agreement entered into by the parties with respect to the Product, this Warranty will prevail unless the other agreement specifically references the sections of this Warranty that it supersedes.
NOTWITHSTANDING THE FOREGOING OR ANYTHING HEREIN TO THE CONTRARY, OTHER THAN AS PERMITTED BY LAW, WARRANTOR DOES NOT EXCLUDE, LIMIT OR SUSPEND OTHER RIGHTS CUSTOMER MAY HAVE UNDER APPLICABLE LAW.
5.5 Governing Law. This Warranty is governed by and construed under the laws of the country in which the New Product to which this Warranty relates was purchased by Customer from an authorized distributor or reseller of Warrantor, or in which the Refurbished Product to which this Warranty related was refurbished by Warrantor (or an affiliate or authorized distributor or reseller thereof), as applicable.
5.6 Attorneys’ Fees. In any arbitration, mediation, or other legal action or proceeding to enforce rights or remedies under this Warranty, the prevailing party will be entitled to recover, in addition to any other relief to which it may be entitled, costs and reasonable attorneys’ fees.
5.7 Export Restrictions. Customer acknowledges that the Products may be subject to U.S. or other export restrictions. Customer agrees to comply with all applicable laws and regulations that apply to the Product, including without limitation the U.S. Export Administration Regulations.
5.8 Severability. If any provision of this Warranty is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the remainder of this Warranty will remain in full force and effect.
5.9 Entire Agreement. This Warranty constitutes the entire agreement, and supersedes any and all prior agreements, between Warrantor and Customer related to the subject matter hereof. No amendment, modification or waiver of any of the provisions of this Warranty will be valid unless set forth in a written instrument signed by the party to be bound thereby.
TXOne’s solutions are designed to deploy on levels 1 (basic control), 2 (supervisory control) and 3 (site manufacturing operations and control) of the Purdue model.