{"id":727,"date":"2021-06-15T16:37:51","date_gmt":"2021-06-15T16:37:51","guid":{"rendered":"https:\/\/demo.tcoders.com\/?page_id=727"},"modified":"2026-01-09T11:54:16","modified_gmt":"2026-01-09T11:54:16","slug":"terms","status":"publish","type":"page","link":"https:\/\/www.huggenberger.com\/de\/terms\/","title":{"rendered":"Terms & Conditions"},"content":{"rendered":"
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\r\n Huggenberger AG Pysik Instrumente \u2013 General Terms and Conditions \u2013 Sale <\/h5>\r\n <\/div>
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Revision<\/span> 2026-01<\/span><\/p>\n

1. AGREEMENT:<\/span><\/strong> The following <\/span>terms<\/span> and <\/span>conditions<\/span>, <\/span>including<\/span> any<\/span> documents<\/span>, <\/span>drawings<\/span> or <\/span>specifications<\/span> incorporated<\/span> therein<\/span> by <\/span>reference<\/span>, <\/span>shall<\/span> be part of <\/span>any<\/span> purchase<\/span> order<\/span> accepted<\/span> by HUGGENBERGER or <\/span>any<\/span> sale agreement <\/span>executed<\/span> between<\/span> HUGGENBERGER and <\/span>its<\/span> customer (<\/span>hereinafter<\/span> the \u201cCustomer\u201d), and <\/span>together<\/span> shall<\/span> constitute<\/span> the <\/span>entire<\/span> agreement <\/span>effective<\/span> between<\/span> HUGGENBERGER and Customer (<\/span>hereinafter<\/span> the \u201cAgreement\u201d). In <\/span>these<\/span> terms<\/span> and <\/span>conditions<\/span>, the name \u201cHUGGENBERGER\u201d <\/span>designates<\/span> Huggenberger<\/span> AG <\/span>Pysik<\/span> Instrumente<\/span>, a corporation <\/span>organized<\/span> under the <\/span>laws<\/span> of <\/span>Switzerland<\/span>, and the <\/span>terms<\/span> \u201cproduct(s)\u201d and \u201cservices\u201d <\/span>refers<\/span> to products <\/span>sold<\/span>, or services <\/span>performed<\/span> by HUGGENBERGER and <\/span>any<\/span> of <\/span>its<\/span> affiliates<\/span>, <\/span>including<\/span> products or services <\/span>sold<\/span> under the <\/span>Eddyfi<\/span>, <\/span>Senceive<\/span>, <\/span>Sisgeo<\/span> or Sensor Networks brands.<\/span><\/p>\n

2. BINDING AGREEMENT: <\/span><\/strong>The Agreement <\/span>shall<\/span> be <\/span>binding<\/span> upon<\/span> HUGGENBERGER’s<\/span> execution<\/span> or <\/span>written<\/span> acceptance<\/span> of a <\/span>purchase<\/span> order<\/span>, or <\/span>upon<\/span> commencement<\/span> of performance under the <\/span>terms<\/span> of the Agreement. In the case of <\/span>conflict<\/span> between<\/span> these<\/span> general <\/span>terms<\/span> and <\/span>conditions<\/span> and <\/span>any<\/span> terms<\/span> set <\/span>forth<\/span> on a <\/span>purchase<\/span> order<\/span> or <\/span>other<\/span> purchase<\/span> agreement, <\/span>these<\/span> general <\/span>terms<\/span> and <\/span>conditions<\/span> shall<\/span> prevail<\/span>. A <\/span>purchase<\/span> order<\/span> shall<\/span> only<\/span> be <\/span>deemed<\/span> to be <\/span>accepted<\/span> i) in the event <\/span>that<\/span> the payment <\/span>terms<\/span> in the <\/span>purchase<\/span> order<\/span> provides<\/span> for \u201cpayment in <\/span>advance<\/span> of manufacturing\u201d, <\/span>upon<\/span> full payment by Customer or ii) in <\/span>all<\/span> other<\/span> cases<\/span>, <\/span>upon<\/span> the <\/span>issuance<\/span> of a <\/span>written<\/span> order<\/span> acknowledgement<\/span> (\u201cOA\u201d) by HUGGENBERGER.<\/span><\/p>\n

3. PRICES, TAXES AND DUTIES:<\/span><\/strong> All<\/span> prices are <\/span>valid<\/span> only<\/span> as<\/span> set <\/span>forth<\/span> in a HUGGENBERGER <\/span>quotation<\/span>. <\/span>Purchase<\/span> orders<\/span> not<\/span> placed<\/span> in <\/span>accordance<\/span> with the HUGGENBERGER <\/span>quotation<\/span> (e.g. late <\/span>order<\/span> or <\/span>requesting<\/span> expedited<\/span> delivery) <\/span>may<\/span> be <\/span>accepted<\/span> or <\/span>may<\/span> be <\/span>subject<\/span> to re-<\/span>quotation<\/span> and <\/span>imposition<\/span> of <\/span>expedite<\/span> fees<\/span>, <\/span>as<\/span> determined<\/span> by HUGGENBERGER. <\/span>All<\/span> prices are <\/span>subject<\/span> to <\/span>change<\/span> without<\/span> notice<\/span> and are <\/span>subject<\/span> to <\/span>correction<\/span> of <\/span>clerical<\/span> errors<\/span>, <\/span>including<\/span> if<\/span> conditions<\/span> unforeseen<\/span> to HUGGENBERGER <\/span>arise<\/span>, or <\/span>if<\/span> material<\/span> information or <\/span>assumptions<\/span> change<\/span> at<\/span> any<\/span> time <\/span>before<\/span> or after the <\/span>order<\/span>. <\/span>All<\/span> payments <\/span>shall<\/span> be made <\/span>without<\/span> any<\/span> deduction<\/span> for or on account of <\/span>any<\/span> set-<\/span>offs<\/span>, taxes, <\/span>charges<\/span>, <\/span>fees<\/span> and <\/span>withholdings<\/span> of <\/span>any<\/span> nature (<\/span>including<\/span> but<\/span> not<\/span> limited to <\/span>additional<\/span> shipping <\/span>charges<\/span>, <\/span>premiums<\/span> for <\/span>freight<\/span> insurance, <\/span>inspection<\/span> fees<\/span>, customs, duties, import or export <\/span>fees<\/span>, <\/span>certification<\/span> costs, <\/span>assessments<\/span> and <\/span>other<\/span> fees<\/span> not<\/span> expressly<\/span> included<\/span> in the HUGGENBERGER <\/span>quotation<\/span>), <\/span>unless<\/span> if<\/span> required<\/span> by <\/span>law<\/span>. In <\/span>such<\/span> a case, Customer <\/span>will<\/span> pay<\/span> HUGGENBERGER the <\/span>additional<\/span> amounts<\/span> necessary<\/span> to <\/span>ensure<\/span> receipt<\/span> by HUGGENBERGER of the full <\/span>amount<\/span> which<\/span> would<\/span> have<\/span> been<\/span> received<\/span> but<\/span> for the <\/span>deduction<\/span>. <\/span>Without<\/span> limiting<\/span> the <\/span>generality<\/span> of the <\/span>foregoing<\/span>, Customer <\/span>assumes<\/span> all<\/span> certification<\/span> costs of a product <\/span>ordered<\/span> by Customer and <\/span>which<\/span> is<\/span> not<\/span> already<\/span> certified in the country of <\/span>destination<\/span>. <\/span>If<\/span> no prices are set for services in a <\/span>quotation<\/span> (<\/span>including<\/span> onsite<\/span> support or training), <\/span>charges<\/span> will<\/span> be <\/span>based<\/span> on <\/span>HUGGENBERGER\u2019s<\/span> standard time and <\/span>materials<\/span> rates. HUGGENBERGER <\/span>may<\/span> also<\/span> charge<\/span> Customer for <\/span>reasonable<\/span> expenses<\/span> incurred<\/span> by HUGGENBERGER in <\/span>performing<\/span> the services, <\/span>including<\/span> but<\/span> not<\/span> limited to <\/span>travelling<\/span> expenses<\/span>, <\/span>accommodation<\/span>, <\/span>subsistence<\/span>, the cost of <\/span>accessing<\/span> data <\/span>provided<\/span> by <\/span>third<\/span> parties <\/span>which<\/span> are <\/span>required<\/span> by HUGGENBERGER to <\/span>perform<\/span> the services and <\/span>materials<\/span><\/p>\n

4. PAYMENT:<\/span> <\/strong>Except<\/span> as<\/span> otherwise<\/span> agreed<\/span> to by HUGGENBERGER in writing, incoterms <\/span>shall<\/span> be FCA, and <\/span>upon<\/span> approved<\/span> credit, <\/span>invoices<\/span> will<\/span> be <\/span>issued<\/span> as<\/span> of the date of <\/span>shipment<\/span>, and <\/span>shall<\/span> become<\/span> due and <\/span>payable<\/span> in the <\/span>lawful<\/span> currency<\/span> as<\/span> per the <\/span>conditions<\/span> specified<\/span> in the <\/span>quotation<\/span> and the OA or, <\/span>if<\/span> not<\/span> expressly<\/span> provided<\/span>, 30 days following the date of the <\/span>invoice<\/span>. <\/span>All<\/span> invoiced<\/span> amounts<\/span> unpaid<\/span> and <\/span>outstanding<\/span> will<\/span> be <\/span>subject<\/span> to a <\/span>charge<\/span> of one and one <\/span>half<\/span> percent<\/span> (1\u00bd%) per <\/span>month<\/span> (18% <\/span>annually<\/span>) with <\/span>interest<\/span> on <\/span>overdue<\/span> interest<\/span> at<\/span> the <\/span>same<\/span> rate, from the date due, or, <\/span>as<\/span> the case <\/span>may<\/span> be, up to the maximum <\/span>interest<\/span> rate <\/span>allowed<\/span> by <\/span>applicable<\/span> law<\/span> from the date due and <\/span>any<\/span> additional<\/span> administrative<\/span> costs.<\/span><\/p>\n

5. DELIVERY, TITLE, AND RISK OF LOSS:<\/span> <\/strong>Unless<\/span> otherwise<\/span> specified<\/span> on the HUGGENBERGER <\/span>quotation<\/span>, delivery <\/span>is<\/span> FCA (Manufacturing Site). Customer must cover the <\/span>transport<\/span> costs of the products; the products are <\/span>deemed<\/span> delivered<\/span> to Customer, and the risks of <\/span>loss<\/span> of the products (<\/span>including<\/span> without<\/span> limitation<\/span> when<\/span> loading <\/span>them<\/span> onto<\/span> trucks, <\/span>transferring<\/span> them<\/span> to a <\/span>ship<\/span> or a <\/span>plane<\/span>, and meeting customs <\/span>regulations<\/span>) pass to Customer <\/span>when<\/span> HUGGENBERGER places the products <\/span>at<\/span> the <\/span>disposal<\/span> of Customer or <\/span>its<\/span> carrier <\/span>at<\/span> HUGGENBERGER\u2019s<\/span> manufacturing site. Title to products <\/span>shall<\/span> pass to Customer <\/span>upon<\/span> full payment of the products. In the <\/span>absence<\/span> of <\/span>specific<\/span> instructions<\/span>, <\/span>goods<\/span> are <\/span>shipped<\/span> via the carrier HUGGENBERGER <\/span>deems<\/span> most<\/span> practical<\/span>. <\/span>Subject<\/span> to the <\/span>foregoing<\/span>, the <\/span>applicable<\/span> INCOTERMS 2020 <\/span>apply<\/span> to the delivery and risks of <\/span>loss<\/span> of products. In the event Customer <\/span>wishes<\/span> to make <\/span>any<\/span> change<\/span> affecting<\/span> the delivery of the products (<\/span>including<\/span> but<\/span> not<\/span> limited to a <\/span>change<\/span> in Incoterms, <\/span>change<\/span> of <\/span>address<\/span> or carrier) <\/span>less<\/span> than<\/span> five<\/span> (5) days <\/span>prior<\/span> to the date <\/span>originally<\/span> scheduled<\/span> for <\/span>shipment<\/span> of the products, Customer <\/span>agrees<\/span> to <\/span>pay<\/span> additional<\/span> fees<\/span> reasonably<\/span> determined<\/span> by HUGGENBERGER to offset the <\/span>administrative<\/span> cost of <\/span>effecting<\/span> such<\/span> change<\/span>. HUGGENBERGER <\/span>endeavors<\/span> to <\/span>meet<\/span> all<\/span> agreed<\/span> delivery deadlines and <\/span>will<\/span> make <\/span>reasonable<\/span> efforts<\/span> to <\/span>avoid<\/span> any<\/span> delays in the supply of <\/span>its<\/span> products or services. <\/span>However<\/span>, HUGGENBERGER <\/span>shall<\/span> not<\/span> be <\/span>held<\/span> liable<\/span> for <\/span>any<\/span> penalties, <\/span>damages<\/span>, or <\/span>claims<\/span> resulting<\/span> from delays in delivery, <\/span>regardless<\/span> of the cause. HUGGENBERGER <\/span>will<\/span> promptly<\/span> notify<\/span> Customer of <\/span>any<\/span> anticipated<\/span> delays and work <\/span>diligently<\/span> to <\/span>minimize<\/span> their<\/span> impact. <\/span>If<\/span> Customer <\/span>fails<\/span> to <\/span>accept<\/span> or <\/span>collect<\/span> the products <\/span>within<\/span> a <\/span>reasonable<\/span> time after <\/span>being<\/span> notified<\/span> of <\/span>their<\/span> readiness<\/span>, HUGGENBERGER <\/span>may<\/span> enforce<\/span> the sale or <\/span>cancel<\/span> the sale and, <\/span>at<\/span> its<\/span> convenience<\/span>, <\/span>resell<\/span> or dispose of the products. After <\/span>deducting<\/span> from the resale or <\/span>disposition<\/span> price of the products the <\/span>reasonable<\/span> storage and selling costs <\/span>incurred<\/span> by HUGGENBERGER , <\/span>any<\/span> shortfall<\/span> will<\/span> be <\/span>charged<\/span> by HUGGENBERGER to Customer.<\/span><\/p>\n

6. RETURNS AND RESTOCKING FEE:<\/span> <\/strong>Except<\/span> as<\/span> provided<\/span> for under the Limited Product <\/span>Warranty<\/span>, HUGGENBERGER <\/span>does<\/span> not<\/span> allow<\/span> for <\/span>return<\/span> and <\/span>restocking<\/span> of products. <\/span>However<\/span>, <\/span>if<\/span> HUGGENBERGER <\/span>approves<\/span> a <\/span>return<\/span>, the <\/span>return<\/span> will<\/span> be <\/span>subject<\/span> to a <\/span>return<\/span>\/<\/span>restocking<\/span> fee<\/span> as<\/span> determined<\/span> by HUGGENBERGER. Special designs and non-<\/span>catalog<\/span> items can <\/span>not<\/span> be <\/span>returned<\/span>. <\/span>All<\/span> returned<\/span> products <\/span>shall<\/span> be <\/span>sent<\/span> to HUGGENBERGER <\/span>freight<\/span> prepaid<\/span> by Customer in packaging appropriate to <\/span>prevent<\/span> damage<\/span> in <\/span>transit<\/span>, with the <\/span>return<\/span> manufacturer<\/span> authorization<\/span> number<\/span> provided<\/span> by HUGGENBERGER. <\/span>Damages<\/span> to products <\/span>while<\/span> in <\/span>transit<\/span> or in the <\/span>possession<\/span> of Customer <\/span>will<\/span> be <\/span>charged<\/span> back to Customer.<\/span><\/p>\n

7. ALTERATION:<\/span><\/strong> HUGGENBERGER <\/span>reserves<\/span> the <\/span>right<\/span> to alter products or <\/span>their<\/span> component\u2019s<\/span> designs <\/span>without<\/span> notice<\/span>. HUGGENBERGER <\/span>reserves<\/span> the <\/span>right<\/span> to <\/span>periodically<\/span> elect<\/span> to discontinue <\/span>certain<\/span> products or <\/span>components<\/span>. <\/span>Reasons<\/span> may<\/span> include i) new <\/span>advancements<\/span> in the <\/span>industry<\/span> rendering the products obsolete, ii) market demand no <\/span>longer<\/span> justifies<\/span> development<\/span> resources<\/span> required<\/span> to <\/span>maintain<\/span> the product, or iii) the products <\/span>have<\/span> reached<\/span> the end of <\/span>their<\/span> technology<\/span> lifecycle. To assist Customer in a <\/span>seamless<\/span> transition<\/span> process<\/span> and to help <\/span>them<\/span> migrate to alternative HUGGENBERGER <\/span>solutions<\/span>, HUGGENBERGER <\/span>provides<\/span> an <\/span>End of Life Policy<\/span><\/a>. HUGGENBERGER <\/span>assumes<\/span> no liability to Customer or <\/span>any<\/span> third<\/span> party for the <\/span>consequences<\/span> of products or <\/span>components<\/span> being<\/span> modified<\/span>, <\/span>altered<\/span> or <\/span>discontinued<\/span>.<\/span><\/p>\n

8. OPERATION:<\/span><\/strong> Customer <\/span>shall<\/span> ensure<\/span> that<\/span> the products are <\/span>operated<\/span> by <\/span>qualified<\/span> and <\/span>experienced<\/span> personnel<\/span> and in <\/span>accordance<\/span> with: (a) training and <\/span>operating<\/span> instructions<\/span> supplied<\/span> by HUGGENBERGER from time to time; (b) <\/span>conditions<\/span> of coverage in <\/span>all<\/span> applicable<\/span> insurance policies; and (c) <\/span>all<\/span> applicable<\/span> laws<\/span>, <\/span>codes<\/span> and <\/span>regulations<\/span>. Customer <\/span>shall<\/span> use <\/span>reasonable<\/span> and <\/span>proper<\/span> care in the <\/span>custody<\/span> and <\/span>operation<\/span> of the product.<\/span><\/p>\n

9. INTELLECTUAL PROPERTY<\/span>: <\/span><\/strong>All<\/span> intellectual<\/span> property<\/span> rights<\/span> (<\/span>including<\/span>, <\/span>without<\/span> limitation<\/span>, <\/span>patents<\/span>, trademarks, <\/span>registered<\/span> designs and <\/span>any<\/span> rights<\/span> to <\/span>apply<\/span> for <\/span>same<\/span>, copyright, design <\/span>rights<\/span>, database <\/span>rights<\/span>, moral <\/span>rights<\/span>, trade secrets, software, software <\/span>development<\/span> kits, <\/span>rights<\/span> in <\/span>proprietary<\/span> information ,to <\/span>confidential<\/span> information and know-how) <\/span>in the products or services<\/span> and <\/span>any<\/span> rights<\/span> analogous<\/span> to the <\/span>same<\/span>, <\/span>anywhere<\/span> in the world and <\/span>existing<\/span> at<\/span> any<\/span> time, <\/span>whether<\/span> relating<\/span> to the design, <\/span>manufacture<\/span> or <\/span>development<\/span> of products or <\/span>otherwise<\/span>, or <\/span>arising<\/span> out of the <\/span>provision<\/span> of services to Customer, <\/span>including<\/span> but<\/span> not<\/span> limited to <\/span>any<\/span> scaling, <\/span>shaping<\/span>, <\/span>adjustments<\/span>, <\/span>amelioration<\/span>, <\/span>adaptations<\/span>, <\/span>developments<\/span>, <\/span>improvements<\/span>, <\/span>methods<\/span> or new <\/span>applications<\/span> of the products or services, <\/span>shall<\/span> belong<\/span> to and <\/span>remain<\/span> vested<\/span> in HUGGENBERGER, <\/span>whether<\/span> considered<\/span> background or <\/span>foreground<\/span> intellectual<\/span> property<\/span>. <\/span><\/p>\n

Customer <\/span>shall<\/span> refrain from <\/span>registering<\/span> or <\/span>applying<\/span> for <\/span>registration<\/span> of <\/span>any<\/span> intellectual<\/span> property<\/span> right<\/span> relating<\/span> to the products or services <\/span>which<\/span> would<\/span> have<\/span> the <\/span>effect<\/span> of <\/span>directly<\/span> or <\/span>indirectly<\/span> (i) <\/span>restricting<\/span> HUGGENBERGER’s<\/span> ability<\/span> to market and sell the products or services; or (ii) <\/span>limiting<\/span> any<\/span> third<\/span> party\u2019s<\/span> (<\/span>such<\/span> as<\/span> HUGGENBERGER\u2019s<\/span> other<\/span> customers) use of the products or services. <\/span>Without<\/span> limiting<\/span> the <\/span>generality<\/span> of the <\/span>foregoing<\/span>, Customer <\/span>shall<\/span> not<\/span> register<\/span> or <\/span>apply<\/span> for <\/span>registration<\/span> of a <\/span>method<\/span> patent<\/span> (<\/span>also<\/span> known<\/span> as<\/span> a \u201c<\/span>process<\/span>\u201d <\/span>patent<\/span>) in <\/span>which<\/span> one or more of the <\/span>claims<\/span> relate to the use of a product or of a <\/span>similar<\/span> instrument<\/span> or <\/span>equipment<\/span> or services. <\/span>If<\/span> by <\/span>operation<\/span> of <\/span>law<\/span> any<\/span> such<\/span> intellectual<\/span> property<\/span> is<\/span> not<\/span> owned<\/span> in <\/span>its<\/span> entirety<\/span> by HUGGENBERGER, <\/span>then<\/span> the Customer <\/span>agrees<\/span> to transfer and <\/span>assign<\/span> to HUGGENBERGER, the <\/span>entire<\/span> right<\/span>, <\/span>title<\/span>, and <\/span>interest<\/span> throughout<\/span> the world to <\/span>such<\/span> intellectual<\/span> property<\/span>. <\/span><\/p>\n

Customer must <\/span>not<\/span> rebrand<\/span> any<\/span> product or container, <\/span>document<\/span> or <\/span>object<\/span> associated<\/span> with <\/span>same<\/span>, or <\/span>otherwise<\/span> alter, <\/span>remove<\/span>, or <\/span>tamper<\/span> with <\/span>any<\/span> trademark or <\/span>other<\/span> marking<\/span> appearing<\/span> on <\/span>any<\/span> product or container, <\/span>document<\/span> or <\/span>object<\/span> associated<\/span> with <\/span>same<\/span>, <\/span>unless<\/span> prior<\/span> written<\/span> approval<\/span> is<\/span> given<\/span> by HUGGENBERGER (<\/span>which<\/span> approval<\/span> can be <\/span>given<\/span> or <\/span>denied<\/span> by HUGGENBERGER <\/span>at<\/span> its<\/span> discretion<\/span>). <\/span>Without<\/span> limiting<\/span> the <\/span>foregoing<\/span>, Customer must <\/span>not<\/span> label or <\/span>relabel<\/span> a product or a container, <\/span>document<\/span> or <\/span>object<\/span> associated<\/span> with <\/span>same<\/span> or include <\/span>any<\/span> marking<\/span> that<\/span> could<\/span> lead <\/span>anyone<\/span> to <\/span>believe<\/span> that<\/span> Customer or <\/span>any<\/span> person<\/span> other<\/span> than<\/span> HUGGENBERGER <\/span>is<\/span> the <\/span>manufacturer<\/span> of the product. <\/span><\/p>\n

Customer <\/span>may<\/span> provide<\/span>, <\/span>at<\/span> its<\/span> sole <\/span>discretion<\/span>, input on the products or services, <\/span>including<\/span>, <\/span>without<\/span> limitation<\/span>, <\/span>comments<\/span> or <\/span>suggestions<\/span> regarding<\/span> the <\/span>possible<\/span> creation<\/span>, <\/span>modification<\/span>, <\/span>correction<\/span>, <\/span>improvement<\/span> or <\/span>enhancement<\/span> of the products or services, and HUGGENBERGER <\/span>may<\/span> use <\/span>it<\/span> freely<\/span> without<\/span> notice<\/span>, <\/span>restriction<\/span>, or <\/span>compensation<\/span>.<\/span><\/p>\n

10. LIMITED PRODUCT WARRANTY:<\/strong><\/span> Except<\/span> as<\/span> otherwise<\/span> agreed<\/span> to by HUGGENBERGER in writing, products <\/span>such<\/span> as<\/span> instruments<\/span>, <\/span>mechanical<\/span> products, <\/span>spare<\/span> parts, probes, <\/span>cables<\/span>, <\/span>sensors<\/span> and <\/span>other<\/span> monitoring devices are <\/span>warranted<\/span> against<\/span> defects<\/span> in <\/span>material<\/span> and <\/span>workmanship<\/span> for a <\/span>period<\/span> of <\/span>twelve<\/span> (12) <\/span>months<\/span> from the date of delivery. <\/span>Additional<\/span> coverage <\/span>may<\/span> be <\/span>provided<\/span> under <\/span>additional<\/span> packages <\/span>purchased<\/span> by Customer. Probes and <\/span>cables<\/span> are <\/span>considered<\/span> consumables<\/span> and <\/span>require<\/span> periodic<\/span> replacement<\/span> due to <\/span>wear<\/span> and <\/span>tear<\/span>. <\/span>Accordingly<\/span>, probes and <\/span>cables<\/span> may<\/span> require<\/span> replacement<\/span> at<\/span> the <\/span>customer\u2019s<\/span> expense<\/span> when<\/span> consumed<\/span> through<\/span> regular <\/span>operation<\/span>, <\/span>irrespective<\/span> of the duration <\/span>since<\/span> delivery.HUGGENBERGER<\/span> does<\/span> not<\/span> warrant <\/span>any<\/span> products <\/span>against<\/span> damages<\/span> or <\/span>defects<\/span> caused<\/span> by <\/span>wear<\/span> and <\/span>tear<\/span>, <\/span>negligence<\/span>, <\/span>misuse<\/span>, <\/span>accident<\/span>, <\/span>meddling<\/span> with the enclosures in <\/span>which<\/span> the <\/span>electronic<\/span> components<\/span> are <\/span>contained<\/span>, <\/span>abnormal<\/span> operating<\/span> conditions<\/span>, <\/span>alterations<\/span> or <\/span>damage<\/span> caused<\/span> by events <\/span>beyond<\/span> the control of HUGGENBERGER. HUGGENBERGER <\/span>shall<\/span> not<\/span> be <\/span>liable<\/span> for product <\/span>defects<\/span> caused<\/span> by or <\/span>resulting<\/span> from <\/span>any<\/span> inaccuracies<\/span> in <\/span>any<\/span> drawing<\/span>, <\/span>description<\/span> or <\/span>specification<\/span> supplied<\/span> by the Customer. <\/span><\/p>\n

Upon<\/span> Customers <\/span>written<\/span> request<\/span> during<\/span> the <\/span>warranty<\/span> period<\/span>, HUGGENBERGER, <\/span>at<\/span> its<\/span> choice<\/span>, <\/span>will<\/span> repair<\/span> or <\/span>replace<\/span> defective<\/span> products <\/span>within<\/span> a <\/span>reasonable<\/span> time. The <\/span>original<\/span> term<\/span> of <\/span>warranty<\/span> applies<\/span>, <\/span>without<\/span> extension, for <\/span>repaired<\/span> or <\/span>replacement<\/span> products. <\/span>All<\/span> defective<\/span> products <\/span>shall<\/span> be <\/span>sent<\/span> to HUGGENBERGER <\/span>freight<\/span> prepaid<\/span> by Customer in packaging appropriate to <\/span>prevent<\/span> damage<\/span> in <\/span>transit<\/span>, with the <\/span>return<\/span> manufacturer<\/span> authorization<\/span> number<\/span> provided<\/span> by HUGGENBERGER. The Limited Product <\/span>Warranty<\/span> does<\/span> not<\/span> apply<\/span> to <\/span>periodic<\/span> calibration<\/span> or minor <\/span>maintenance<\/span> as<\/span> described<\/span> in products <\/span>operating<\/span> manuals<\/span>.<\/span><\/p>\n

All<\/span> Customer <\/span>paid<\/span> repairs<\/span> performed<\/span> by HUGGENBERGER are <\/span>warranted<\/span> against<\/span> defects<\/span> in <\/span>materials<\/span> and <\/span>workmanship<\/span> for <\/span>ninety<\/span> (90) days from the <\/span>completion<\/span> of <\/span>repair<\/span>. <\/span>Upon<\/span> Customer\u2019s<\/span> written<\/span> notice<\/span> of <\/span>defect<\/span> within<\/span> the <\/span>ninety<\/span> (90) day <\/span>period<\/span>, HUGGENBERGER <\/span>will<\/span>, <\/span>at<\/span> its<\/span> choice<\/span>, <\/span>replace<\/span> or <\/span>repair<\/span> the <\/span>defective<\/span> part(s). <\/span>This<\/span> warranty<\/span> is<\/span> limited to <\/span>failures<\/span> in <\/span>areas<\/span> directly<\/span> related<\/span> to the <\/span>repair<\/span> performed<\/span>. After a <\/span>warranty<\/span> repair<\/span>, <\/span>if<\/span> a <\/span>calibration<\/span> is<\/span> required<\/span>, <\/span>it<\/span> is<\/span> validated<\/span> for the <\/span>remaining<\/span> term<\/span> of the <\/span>original<\/span> calibration<\/span> certificate. <\/span><\/p>\n

This<\/span> limited product <\/span>warranty<\/span> only<\/span> applies<\/span> to <\/span>Huggenberger<\/span> branded<\/span> products, <\/span>including<\/span> those<\/span> from <\/span>its<\/span> affiliates<\/span> and <\/span>does<\/span> not<\/span> warrant <\/span>any<\/span> non-HUGGENBERGER products.<\/span><\/p>\n

11. LIMITED SERVICE WARRANTY:<\/span><\/strong> HUGGENBERGER <\/span>agrees<\/span> to <\/span>perform<\/span> services for Customer on the <\/span>expressed<\/span> condition<\/span> that<\/span> HUGGENBERGER\u2019s<\/span> sole <\/span>obligation<\/span> will<\/span> be <\/span>that<\/span> the services be <\/span>performed<\/span> in a <\/span>professional<\/span> and <\/span>competent<\/span> manner<\/span> and be of the <\/span>kind<\/span> and <\/span>quality<\/span> described<\/span> in the HUGGENBERGER <\/span>quotation<\/span>. HUGGENBERGER <\/span>does<\/span> not<\/span> warrant the fitness, <\/span>suitability<\/span> or <\/span>condition<\/span> of <\/span>Customer\u2019s<\/span> equipment<\/span> upon<\/span> which<\/span> HUGGENBERGER services are <\/span>performed<\/span>. <\/span>If<\/span> there<\/span> is<\/span> a <\/span>specific<\/span> problem<\/span> with the <\/span>quality<\/span> of the service <\/span>performed<\/span>, Customer <\/span>shall<\/span> inform<\/span> HUGGENBERGER in writing and, <\/span>if<\/span> feasible<\/span>, the service <\/span>will<\/span> be re-<\/span>performed<\/span> at<\/span> no <\/span>additional<\/span> charge<\/span>. In the event <\/span>corrective<\/span> services are <\/span>performed<\/span> by HUGGENBERGER, Customer must <\/span>provide<\/span> adequate<\/span> access to the <\/span>equipment<\/span> to <\/span>allow<\/span> HUGGENBERGER to <\/span>perform<\/span> these<\/span> services. <\/span>Any<\/span> additional<\/span> costs <\/span>incurred<\/span> to <\/span>provide<\/span> access to the <\/span>equipment<\/span> will<\/span> be the <\/span>responsibility<\/span> of Customer. <\/span>If<\/span> re-performance of the service <\/span>is<\/span> not<\/span> feasible<\/span>, HUGGENBERGER and Customer <\/span>shall<\/span> negotiate<\/span> in good <\/span>faith<\/span> to <\/span>arrive<\/span> at<\/span> an <\/span>equitable<\/span> solution<\/span>. <\/span><\/p>\n

REGARDLESS OF WHETHER UNDER CONTRACT, TORT, NEGLIGENCE, OR ANY OTHER LEGAL THEORY, THE LIMITED PRODUCT WARRANTY AND THE LIMITED SERVICES WARRANTY SET FORTH HEREIN ARE EXCLUSIVE AND ARE LIEU OF ANY OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE. THE LIMITED PRODUCT WARRANTY AND THE LIMITED SERVICE WARRANTY ARE THE SOLE LIABILITY OF HUGGENBERGER WITH REGARD TO ITS PRODUCTS AND SERVICES.<\/span><\/p>\n

12. ADDITIONAL BENEFITS:<\/span><\/strong> HUGGENBERGER <\/span>may<\/span> offer<\/span> optional service packages <\/span>that<\/span> provide<\/span> enhanced<\/span> services <\/span>beyond<\/span> the standard <\/span>warranty<\/span> and support. <\/span>These<\/span> may<\/span> include, <\/span>but<\/span> are <\/span>not<\/span> limited to, <\/span>extended<\/span> warranty<\/span> coverage and <\/span>other<\/span> value-added<\/span> services.<\/span><\/p>\n

Die <\/span>specific<\/span> terms<\/span> and <\/span>conditions<\/span> applicable<\/span> to <\/span>any<\/span> such<\/span> additional<\/span> benefits <\/span>will<\/span> be <\/span>outlined<\/span> in a separate agreement <\/span>provided<\/span> at<\/span> the time of <\/span>purchase<\/span> of the <\/span>additional<\/span> benefit package. In the event Customer <\/span>purchases<\/span> an access to <\/span>such<\/span> package, Customer <\/span>agrees<\/span> to <\/span>comply<\/span> with <\/span>its<\/span> specific<\/span> applicable<\/span> terms<\/span> and <\/span>conditions<\/span> provided<\/span> by HUGGENBERGER.<\/span><\/p>\n

13. SOFTWARE:<\/span> <\/strong>Any<\/span> software <\/span>associated<\/span> to the products <\/span>is<\/span> subject<\/span> to a <\/span>specific<\/span> Software License Agreement. The software <\/span>is<\/span> not<\/span> sold<\/span> but<\/span> granted<\/span> under a non-<\/span>exclusive<\/span> and <\/span>restrictive<\/span> license<\/span>. The software must be <\/span>used<\/span> only<\/span> with the software-<\/span>enable<\/span> hardware or software key <\/span>supplied<\/span> by HUGGENBERGER.<\/span><\/p>\n

14. TECHNICAL SUPPORT:<\/span><\/strong> HUGGENBERGER <\/span>shall<\/span> have<\/span> no <\/span>obligations<\/span> to <\/span>provide<\/span> technical support and expertise for i) hardware products <\/span>that<\/span> are <\/span>not<\/span> under a <\/span>valid<\/span> calibration<\/span> certificate or under a <\/span>valid<\/span> additional<\/span> benefit package, and ii) software <\/span>that<\/span> has<\/span> not<\/span> been<\/span> updated<\/span> to the <\/span>latest<\/span> version<\/span> available<\/span> under an <\/span>additional<\/span> benefit package.<\/span><\/p>\n

15. INDEMNIFICATION BY CUSTOMER:<\/span><\/strong> Customer <\/span>acknowledges<\/span> that<\/span> it<\/span> shall<\/span> use the products and services <\/span>provided<\/span> under <\/span>this<\/span> Agreement <\/span>at<\/span> its<\/span> own<\/span> risk. Customer <\/span>agrees<\/span> to <\/span>indemnify<\/span> and <\/span>hold<\/span> HUGGENBERGER <\/span>harmless<\/span> against<\/span> all<\/span> third<\/span>-party <\/span>claims<\/span>, liabilities, <\/span>losses<\/span>, <\/span>damages<\/span>, <\/span>expenses<\/span>, <\/span>suits<\/span>, and <\/span>judgments<\/span> directly<\/span> arising<\/span> from (i) <\/span>Customer\u2019s<\/span> use, <\/span>operation<\/span>, storage, or <\/span>transportation<\/span> of the products or services; (ii) <\/span>Customer\u2019s<\/span> failure<\/span> to <\/span>comply<\/span> with <\/span>applicable<\/span> laws<\/span> or <\/span>safety<\/span> regulations<\/span> in connection with the products or services; or (iii) <\/span>any<\/span> modifications<\/span> or <\/span>misuse<\/span> of the products or services by the Customer or <\/span>third<\/span> parties under <\/span>its<\/span> control.<\/span><\/p>\n

16. LIMITATION OF LIABILITY:<\/span><\/strong> Subject<\/span> to <\/span>applicable<\/span> mandatory<\/span> provisions<\/span>, <\/span>HUGGENBERGER\u2019s<\/span> total<\/span> liability for <\/span>any<\/span> and <\/span>all<\/span> losses<\/span> and <\/span>damages<\/span> arising<\/span> out of <\/span>any<\/span> and <\/span>all<\/span> causes<\/span> whatsoever<\/span> including<\/span>, <\/span>without<\/span> limitation<\/span>, <\/span>defects<\/span> in the products, services, software, <\/span>documentation<\/span>, or <\/span>sitework<\/span> supplied<\/span> under <\/span>this<\/span> Agreement, <\/span>shall<\/span> in no event <\/span>exceed<\/span> the <\/span>purchase<\/span> price of the <\/span>applicable<\/span> item(s). In no case <\/span>shall<\/span> HUGGENBERGER be <\/span>liable<\/span> for <\/span>any<\/span> special, <\/span>incidental<\/span> or <\/span>consequential<\/span> damages<\/span> based<\/span> upon<\/span> breach<\/span> of <\/span>warranty<\/span>, <\/span>breach<\/span> of <\/span>contract<\/span>, <\/span>negligence<\/span>, <\/span>direct<\/span> liability or <\/span>any<\/span> other<\/span> legal<\/span> theory. <\/span>Excluded<\/span> damages<\/span> include, <\/span>but<\/span> are <\/span>not<\/span> limited to; <\/span>loss<\/span> of profit, <\/span>loss<\/span> of <\/span>savings<\/span>, revenue or <\/span>other<\/span> commercial or <\/span>economics<\/span> losses<\/span>, <\/span>loss<\/span> of use of the product or <\/span>any<\/span> associated<\/span> equipment<\/span>, <\/span>downtime<\/span>, <\/span>loss<\/span> of data, <\/span>claims<\/span> of <\/span>third<\/span> parties, <\/span>including<\/span> customers, <\/span>damage<\/span> to <\/span>property<\/span> or <\/span>injury<\/span> to <\/span>personnel<\/span>.<\/span><\/p>\n

17. COMPLIANCE WITH LAW AND EXPORT CONTROL REGULATIONS:<\/span><\/strong> Customer <\/span>agrees<\/span> to <\/span>comply<\/span> with <\/span>all<\/span> applicable<\/span> sanctions<\/span> and export control <\/span>laws<\/span>, <\/span>including<\/span> but<\/span> not<\/span> limited to <\/span>those<\/span> of the United States, Canada, the <\/span>European<\/span> Union and the United Kingdom (<\/span>collectively<\/span>, the “Export <\/span>Laws<\/span>“). The Customer <\/span>further<\/span> agrees<\/span> to take no action <\/span>that<\/span> would<\/span> cause HUGGENBERGER to violate <\/span>these<\/span> laws<\/span>.<\/span><\/p>\n

Without<\/span> limiting<\/span> the <\/span>generality<\/span> of the <\/span>foregoing<\/span>, Customer <\/span>represents<\/span> and warrants <\/span>that<\/span> neither<\/span> Customer <\/span>nor<\/span> its<\/span> employees<\/span>, agents, <\/span>distributors<\/span>, <\/span>subcontractors<\/span>, or <\/span>representatives<\/span> nor<\/span>, to the knowledge of Customer, <\/span>any<\/span> third<\/span> party <\/span>dealing<\/span> with the products or services, are in <\/span>violation<\/span> of Export <\/span>Laws<\/span>. <\/span>Specifically<\/span>, Customer <\/span>hereby<\/span> represents<\/span> and warrants <\/span>that<\/span> neither<\/span> of the <\/span>aforementioned<\/span> are: (i) <\/span>designated<\/span> under Export <\/span>Laws<\/span> (\u201c<\/span>Designated<\/span> Person<\/span>\u201d), or (ii) <\/span>deemed<\/span> to be <\/span>owned<\/span> by a <\/span>Designated<\/span> Person<\/span>, or (iii) <\/span>ordinarily<\/span> resident<\/span> in Iran, Syria, Sudan, North Korea, Russia, or the Russian-<\/span>occupied<\/span> areas<\/span> of Ukraine, or (iv) a <\/span>department<\/span>, body, or agency of, or a <\/span>person<\/span> otherwise<\/span> controlled<\/span> by or <\/span>acting<\/span> on or <\/span>behalf<\/span> of, <\/span>directly<\/span> or <\/span>indirectly<\/span>, (a) the government of <\/span>any<\/span> country <\/span>that<\/span> is<\/span> the target of Export <\/span>Laws<\/span> or (b) <\/span>any<\/span> Designated<\/span> Person<\/span>. Customer <\/span>shall<\/span> not<\/span>, and <\/span>will<\/span> ensure<\/span> that<\/span> others<\/span>, <\/span>including<\/span> employees<\/span>, <\/span>consultants<\/span>, <\/span>representatives<\/span>, customers and <\/span>third<\/span> parties, <\/span>shall<\/span> not<\/span>, export, re-export, transfer, or broker the products or services in <\/span>violation<\/span> of Export <\/span>Laws<\/span>; or use the products or services for <\/span>any<\/span> purposes<\/span> prohibited<\/span> by Export <\/span>Laws<\/span>. <\/span><\/p>\n

If<\/span> Customer <\/span>intends<\/span> to <\/span>resell<\/span> or transfer the products to a <\/span>third<\/span> party, Customer <\/span>shall<\/span> ensure<\/span> that<\/span> the resale or transfer <\/span>is<\/span> in compliance with Export <\/span>Laws<\/span>. Customer must <\/span>also<\/span> provide<\/span> HUGGENBERGER with accurate end-user and end-use information. Customer <\/span>shall<\/span> cooperate <\/span>fully<\/span> with HUGGENBERGER in <\/span>obtaining<\/span> any<\/span> required<\/span> licenses<\/span>, <\/span>permits<\/span>, or <\/span>authorizations<\/span> from <\/span>governmental<\/span> authorities<\/span>, <\/span>including<\/span> by <\/span>providing<\/span> requested<\/span> information, <\/span>certifications<\/span>, or <\/span>documents<\/span>. HUGGENBERGER <\/span>reserves<\/span> the <\/span>right<\/span> to terminate <\/span>this<\/span> Agreement, in <\/span>whole<\/span> or in part, <\/span>without<\/span> liability to the Customer, <\/span>should<\/span> HUGGENBERGER be <\/span>unable<\/span> to <\/span>obtain<\/span>, in a <\/span>timely<\/span> manner<\/span>, <\/span>any<\/span> required<\/span> export <\/span>licenses<\/span>, <\/span>permits<\/span>, <\/span>authorizations<\/span>, or <\/span>approvals<\/span> necessary<\/span> to export the products or <\/span>provide<\/span> any<\/span> services <\/span>pertaining<\/span> to the products or <\/span>any<\/span> required<\/span> information <\/span>regarding<\/span> the end-user. <\/span><\/p>\n

The Customer <\/span>assumes<\/span> full <\/span>responsibility<\/span>, and must <\/span>indemnify<\/span> HUGGENBERGER, in the event <\/span>where<\/span> the products or services are (i) <\/span>exported<\/span>, <\/span>reexported<\/span>, <\/span>directed<\/span> or <\/span>transferred<\/span> to <\/span>any<\/span> destination<\/span>, <\/span>person<\/span> or <\/span>entity<\/span> restricted or <\/span>prohibited<\/span> by <\/span>sanctions<\/span> or Export <\/span>Laws<\/span> or (ii) <\/span>used<\/span> in <\/span>violation<\/span> of Export <\/span>Laws<\/span> or <\/span>without<\/span> proper<\/span> licenses<\/span>, <\/span>permits<\/span>, <\/span>approvals<\/span> or <\/span>authorizations<\/span>.<\/span><\/p>\n

18. TERMINATION, CANCELLATION AND MODIFICATION BY CUSTOMER:<\/span><\/strong> Once <\/span>accepted<\/span> by HUGGENBERGER, <\/span>whether<\/span> expressly<\/span> or <\/span>impliedly<\/span>, a <\/span>purchase<\/span> order<\/span> cannot<\/span> be <\/span>canceled<\/span> by Customer <\/span>unless<\/span> HUGGENBERGER <\/span>provides<\/span> its<\/span> prior<\/span> written<\/span> consent<\/span>, <\/span>which<\/span> consent<\/span> is<\/span> discretionary<\/span>. <\/span>Any<\/span> cancellation<\/span> approved<\/span> by HUGGENBERGER <\/span>will<\/span> be <\/span>subject<\/span> to a <\/span>cancellation<\/span> fee<\/span> determined<\/span> at<\/span> HUGGENBERGER ‘s <\/span>discretion.In<\/span> the event of an <\/span>unauthorized<\/span> cancellation<\/span> or <\/span>termination<\/span> of a <\/span>purchase<\/span> order<\/span> by Customer: (i) the full price of the <\/span>order<\/span> shall<\/span> remain<\/span> payable<\/span> to HUGGENBERGER; and (ii) HUGGENBERGER <\/span>reserves<\/span> the <\/span>right<\/span> to <\/span>seek<\/span> additional<\/span> damages<\/span> for <\/span>any<\/span> losses<\/span> incurred<\/span>. <\/span>If<\/span> Customer <\/span>partially<\/span> cancels<\/span> a <\/span>purchase<\/span> order<\/span>, <\/span>all<\/span> discounts <\/span>shall<\/span> become<\/span> void<\/span>, and products <\/span>will<\/span> be <\/span>charged<\/span> at<\/span> HUGGENBERGER\u2019s<\/span> standard prices. <\/span>Any<\/span> previously<\/span> delivered<\/span>, <\/span>discounted<\/span> products <\/span>will<\/span> be <\/span>adjusted<\/span> pro-rata. <\/span>Any<\/span> modification<\/span> to an <\/span>accepted<\/span> purchase<\/span> order<\/span> must <\/span>receive<\/span> HUGGENBERGER\u2019s<\/span> prior<\/span> written<\/span> approval<\/span>, <\/span>which<\/span> consent<\/span> is<\/span> discretionary<\/span>. <\/span>Such<\/span> modifications<\/span> may<\/span> result<\/span> in an extension of the delivery timeline, and under no <\/span>circumstances<\/span> shall<\/span> the price or <\/span>other<\/span> terms<\/span> of the <\/span>purchase<\/span> order<\/span> shall<\/span> be <\/span>revised<\/span> to HUGGENBERGER ‘s <\/span>detriment<\/span> as<\/span> a <\/span>result<\/span> of <\/span>such<\/span> extension.<\/span><\/p>\n

19. TERMINATION, CANCELLATION AND MODIFICATION BY HUGGENBERGER:<\/span> <\/strong>Without<\/span> limiting<\/span> its<\/span> other<\/span> rights<\/span> or <\/span>remedies<\/span> under the Agreement, HUGGENBERGER <\/span>may<\/span> terminate the Agreement with immediate <\/span>effect<\/span> by giving <\/span>written<\/span> notice<\/span> to the Customer in the event <\/span>that<\/span>: <\/span><\/p>\n

(i) Customer <\/span>is<\/span> still<\/span> in default of <\/span>any<\/span> other<\/span> obligation<\/span> hereunder<\/span> ten<\/span> (10) days after <\/span>receiving<\/span> a <\/span>written<\/span> notice<\/span> from HUGGENBERGER <\/span>referring<\/span> to the default and <\/span>requiring<\/span> Customer to <\/span>remedy<\/span> the default; or (ii) Customer <\/span>proceeds<\/span> to, or <\/span>gives<\/span> notice<\/span> of <\/span>intent<\/span> to <\/span>proceed<\/span> to, <\/span>any<\/span> kind<\/span> of <\/span>proposition<\/span> or <\/span>arrangement<\/span> with <\/span>its<\/span> creditors<\/span>, or Customer <\/span>assigns<\/span> its<\/span> assets for the benefit of <\/span>its<\/span> creditors<\/span>, or a <\/span>bankruptcy<\/span> motion<\/span> is<\/span> filed<\/span> against<\/span> Customer, or a trustee or <\/span>another<\/span> bankruptcy<\/span> officer<\/span> is<\/span> named<\/span> to Customer under <\/span>any<\/span> statute<\/span> on <\/span>insolvency<\/span>, or a <\/span>seizure<\/span> or <\/span>judgment<\/span> is<\/span> executed<\/span> on <\/span>all<\/span> or part of <\/span>Customer\u2019s<\/span> assets (<\/span>unless<\/span> the <\/span>seizure<\/span> is<\/span> properly<\/span> opposed<\/span> within<\/span> five<\/span> (5) days of <\/span>its<\/span> execution<\/span>), or Customer <\/span>otherwise<\/span> becomes<\/span> insolvent<\/span>. <\/span><\/p>\n

If<\/span> a <\/span>purchase<\/span> order<\/span> has<\/span> not<\/span> been<\/span> delivered<\/span> within<\/span> twelve<\/span> (12) <\/span>months<\/span> from <\/span>issuance<\/span> of the OA due to <\/span>reasons<\/span> caused<\/span> by Customer, HUGGENBERGER <\/span>may<\/span>, <\/span>at<\/span> its<\/span> choice<\/span>, <\/span>cancel<\/span> the <\/span>purchase<\/span> order<\/span>, or <\/span>modify<\/span> the <\/span>purchase<\/span> order<\/span> to <\/span>adjust<\/span> it<\/span> to the <\/span>current<\/span> price list. <\/span><\/p>\n

Upon<\/span> termination<\/span>:<\/span><\/p>\n

a. Customer must <\/span>immediately<\/span> pay<\/span> all<\/span> outstanding<\/span> invoices<\/span>, <\/span>including<\/span> those<\/span> for services <\/span>not<\/span> yet<\/span> invoiced<\/span>;<\/span><\/p>\n

b. HUGGENBERGER\u2019S <\/span>accrued<\/span> rights<\/span> and <\/span>remedies<\/span> remain<\/span> unaffected<\/span>, <\/span>including<\/span> claims<\/span> for <\/span>prior<\/span> breaches<\/span>;<\/span><\/p>\n

c. The <\/span>obligations<\/span> set <\/span>forth<\/span> in <\/span>articles<\/span> 9 (<\/span>Intellectual<\/span> Property<\/span>), 15 (<\/span>Indemnification<\/span> by Customer), 17 (Compliance with <\/span>Laws<\/span> and Export Control <\/span>Regulations<\/span>) and 21 (<\/span>Confidentiality<\/span>) <\/span>as<\/span> well<\/span> as<\/span> the <\/span>other<\/span> obligations<\/span> set <\/span>forth<\/span> herein<\/span> which<\/span> by <\/span>their<\/span> nature are <\/span>intended<\/span> to <\/span>survive<\/span> the <\/span>termination<\/span> of <\/span>this<\/span> Agreement, <\/span>shall<\/span> survive<\/span> the <\/span>termination<\/span> of <\/span>this<\/span> Agreement, for <\/span>any<\/span> reason<\/span> whatsoever<\/span>.<\/span><\/p>\n

20. FORCE MAJEURE:<\/span><\/strong> HUGGENBERGER <\/span>shall<\/span> not<\/span> be <\/span>liable<\/span> for <\/span>any<\/span> delay or <\/span>failure<\/span> to <\/span>ship<\/span> or <\/span>provide<\/span> services <\/span>if<\/span> such<\/span> delay or <\/span>failure<\/span> is<\/span> caused<\/span> by <\/span>circumstance<\/span> beyond<\/span> HUGGENBERGER control, <\/span>including<\/span> but<\/span> not<\/span> limited to <\/span>labor<\/span> dispute, strike, embargo, war, <\/span>riot<\/span>, <\/span>insurrection<\/span>, <\/span>civil<\/span> commotion<\/span>, <\/span>fire<\/span>, flood, <\/span>accident<\/span>, <\/span>storm<\/span>, <\/span>epidemic<\/span> or <\/span>any<\/span> act of <\/span>God<\/span>, <\/span>failure<\/span> of supplies or <\/span>transportation<\/span>, <\/span>governmental<\/span> action or <\/span>other<\/span> causes<\/span> beyond<\/span> HUGGENBERGER\u2019s<\/span> reasonable<\/span> control.<\/span><\/p>\n

21. CONFIDENTIALITY:<\/span> <\/strong>Each<\/span> party <\/span>shall<\/span> keep<\/span> confidential<\/span> all<\/span> information <\/span>disclosed<\/span> by the <\/span>other<\/span> party or <\/span>its<\/span> representatives<\/span> which<\/span> is<\/span> marked<\/span> as<\/span> \u201c<\/span>confidential<\/span>\u201d or <\/span>which<\/span> should<\/span> reasonably<\/span> be <\/span>understood<\/span> as<\/span> confidential<\/span> considering<\/span> its<\/span> nature or the <\/span>circumstances<\/span> of <\/span>its<\/span> disclosure<\/span>. Disclosure by a party of information <\/span>received<\/span> from the <\/span>other<\/span> party <\/span>shall<\/span> be limited to <\/span>its<\/span> representatives<\/span> who<\/span> need<\/span> it<\/span> for the <\/span>purpose<\/span> of <\/span>this<\/span> Agreement and are <\/span>bound<\/span> by <\/span>equivalent<\/span> confidentiality<\/span> obligations<\/span>. <\/span>Each<\/span> party <\/span>is<\/span> responsible<\/span> to the <\/span>other<\/span> party for <\/span>any<\/span> breach<\/span> of <\/span>this<\/span> confidentiality<\/span> obligation<\/span> by <\/span>its<\/span> representatives<\/span>. <\/span>This<\/span> obligation<\/span> survives<\/span> indefinitely<\/span> for trade secrets and personal data and for <\/span>three<\/span> (3) <\/span>years<\/span> after the <\/span>termination<\/span> of <\/span>this<\/span> Agreement for <\/span>all<\/span> other<\/span> confidential<\/span> information.<\/span><\/p>\n

22. CONFLICTING TERMS:<\/span><\/strong> In the case of <\/span>conflict<\/span> between<\/span> the <\/span>terms<\/span> or <\/span>conditions<\/span> of <\/span>Customer’s<\/span> purchase<\/span> order<\/span> and <\/span>these<\/span> HUGGENBERGER general <\/span>terms<\/span> and <\/span>conditions<\/span>, <\/span>HUGGENBERGER\u2019s<\/span> terms<\/span> and <\/span>conditions<\/span> shall<\/span> prevail<\/span>.<\/span><\/p>\n

23. APPLICABLE LAW:<\/span><\/strong> This<\/span> Agreement <\/span>shall<\/span>, in <\/span>all<\/span> respects<\/span>, be <\/span>governed<\/span> by and <\/span>construed<\/span> in <\/span>accordance<\/span> with the <\/span>laws<\/span> of <\/span>Switzerland<\/span>. <\/span>Any<\/span> legal<\/span> dispute of <\/span>any<\/span> kind<\/span> or nature <\/span>whatsoever<\/span> shall<\/span> be <\/span>brought<\/span> exclusively<\/span> in the <\/span>courts<\/span> of <\/span>Horgen<\/span>, <\/span>Switzerland<\/span>, <\/span>notwithstanding<\/span> any<\/span> clauses<\/span> to the <\/span>contrary<\/span> that<\/span> may<\/span> appear<\/span> on <\/span>any<\/span> document<\/span> from Customer.<\/span><\/p>\n

24. WASTE MANAGEMENT:<\/span> <\/strong>It<\/span> is<\/span> the <\/span>Customer\u2019s<\/span> responsibility<\/span> to <\/span>ensure<\/span> that<\/span> HUGGENBERGER\u2019s<\/span> equipment<\/span> is<\/span> disposed<\/span> of in <\/span>accordance<\/span> with <\/span>local<\/span> waste<\/span>, <\/span>electrical<\/span> electronic<\/span> equipment<\/span> and <\/span>hazardous<\/span> material<\/span> regulations<\/span>.<\/span><\/p>\n

25. IN THE CASE OF REMOTE MONITORING PRODUCTS, INCLUDING THOSE SOLD UNDER THE SENCEIVE, SENSOR NETWORKS, SISGEO OR EDDYFI BRANDS, THE FOLLOWING ADDITIONAL TERMS AND CONDITIONS SHALL ALSO APPLY: <\/span><\/strong><\/p>\n

I. DEFINITIONS<\/span><\/p>\n

(i) \u201cData\u201d <\/span>means<\/span> the field data <\/span>collected<\/span> or <\/span>otherwise<\/span> generated<\/span> by the products to be made <\/span>accessible<\/span> to Customer <\/span>as<\/span> set out in the Project Data <\/span>Specifications<\/span>, <\/span>which<\/span> data <\/span>shall<\/span> include no <\/span>personally<\/span> identifiable<\/span> information.<\/span><\/p>\n

(ii) \u201cData Access Services\u201d <\/span>means<\/span> the web-<\/span>based<\/span> platform<\/span> supplied<\/span> by HUGGENBERGER to <\/span>view<\/span>, access or broker the Data <\/span>generated<\/span> by the products.<\/span><\/p>\n

(iii) \u201cData Access Services Update\u201d <\/span>means<\/span> any<\/span> and <\/span>all<\/span> improvements<\/span>, <\/span>modifications<\/span>, updates, <\/span>fixes<\/span> and <\/span>additions<\/span> to the Data Access Services to <\/span>correct<\/span> deficiencies<\/span> or <\/span>enhance<\/span> the capabilities of the Data Access Services and <\/span>released<\/span> in <\/span>accordance<\/span> with <\/span>HUGGENBERGER\u2019s<\/span> release schedule from time to time.<\/span><\/p>\n

(iv) \u201cData <\/span>Period<\/span>\u201d <\/span>means<\/span> the <\/span>period<\/span> of time <\/span>during<\/span> which<\/span> Data <\/span>shall<\/span> be made <\/span>accessible<\/span> to Customer by HUGGENBERGER <\/span>as<\/span> set out in the Project Data <\/span>Specifications<\/span>.<\/span><\/p>\n

(v) \u201cProject Data <\/span>Specifications<\/span>\u201d <\/span>means<\/span> any<\/span> description<\/span> or <\/span>specification<\/span> for the Data <\/span>provided<\/span> in writing by HUGGENBERGER to Customer.<\/span><\/p>\n

(vi) \u201cRental <\/span>Period<\/span>\u201d <\/span>means<\/span> the <\/span>period<\/span> of time <\/span>during<\/span> which<\/span> the products are <\/span>rented<\/span> to Customer <\/span>as<\/span> set out in <\/span>HUGGENBERGER\u2019s<\/span> final<\/span> quotation<\/span>, <\/span>which<\/span>, <\/span>unless<\/span> otherwise<\/span> specified<\/span> in <\/span>such<\/span> quotation<\/span>, <\/span>shall<\/span> be <\/span>deemed<\/span> to start on the date of delivery and end on the <\/span>earlier<\/span> of (i) the <\/span>expiration<\/span> of <\/span>such<\/span> period<\/span> of time; (ii) <\/span>title<\/span> to the products <\/span>passing<\/span> to Customer <\/span>pursuant<\/span> to a separate agreement; or (iii) HUGGENBERGER <\/span>receiving<\/span> the <\/span>returned<\/span> products <\/span>prior<\/span> to the <\/span>expiration<\/span> of <\/span>such<\/span> period<\/span> of time <\/span>pursuant<\/span> to the <\/span>exercise<\/span> of <\/span>HUGGENBERGER\u2019s<\/span> rights<\/span> hereunder<\/span>.<\/span><\/p>\n

(vii) \u201cServices\u201d <\/span>means<\/span> the services to be <\/span>performed<\/span> by HUGGENBERGER under the Agreement, <\/span>which<\/span> may<\/span> include <\/span>commissioning<\/span>, <\/span>calibration<\/span>, support and Data Access Services.<\/span><\/p>\n

(viii) \u201cServices <\/span>Specifications<\/span>\u201d <\/span>means<\/span> any<\/span> description<\/span> or <\/span>specification<\/span> for the Services to be <\/span>performed<\/span> provided<\/span> in writing by HUGGENBERGER to Customer, <\/span>including<\/span> Project Data <\/span>Specifications<\/span>.<\/span><\/p>\n

(ix) \u201cTrial Kit\u201d <\/span>means<\/span> the products <\/span>rented<\/span> to Customer free of <\/span>charge<\/span> for the Trial <\/span>Period<\/span>.<\/span><\/p>\n

(x) \u201cTrial <\/span>Period<\/span>\u201d <\/span>means<\/span> the <\/span>period<\/span> of time <\/span>during<\/span> which<\/span> the Trial Kit <\/span>is<\/span> rented<\/span> to Customer <\/span>as<\/span> set out in <\/span>HUGGENBERGER\u2019s<\/span> final<\/span> quotation<\/span>, <\/span>which<\/span>, <\/span>unless<\/span> otherwise<\/span> specified<\/span> in <\/span>such<\/span> quotation<\/span>, <\/span>shall<\/span> be <\/span>deemed<\/span> start on the date of delivery and end on the <\/span>earlier<\/span> of (i) <\/span>eight<\/span> (8) weeks following delivery or (ii) HUGGENBERGER <\/span>receiving<\/span> the <\/span>returned<\/span> Trial Kit <\/span>prior<\/span> to the <\/span>expiration<\/span> of <\/span>such<\/span> period<\/span> of time <\/span>pursuant<\/span> to the <\/span>exercise<\/span> of a <\/span>Huggenberger\u2019s<\/span> right<\/span> hereunder<\/span><\/p>\n

II. PERFORMANCE OF SERVICES<\/span><\/strong><\/p>\n

HUGGENBERGER <\/span>shall<\/span> perform<\/span> the Services in <\/span>accordance<\/span> with the Service <\/span>Specifications<\/span>.<\/span><\/p>\n

HUGGENBERGER <\/span>may<\/span>, <\/span>without<\/span> further<\/span> notice<\/span> to Customer, <\/span>subcontract<\/span> any<\/span> part of the Services with <\/span>any<\/span> affiliates<\/span> or <\/span>unaffiliated<\/span> subcontractors<\/span>.<\/span><\/p>\n

With <\/span>respect<\/span> to Data Access Services:<\/span><\/p>\n

(i) HUGGENBERGER (<\/span>directly<\/span> or <\/span>through<\/span> a <\/span>third<\/span>-party service provider) <\/span>will<\/span> host<\/span> the Data on <\/span>behalf<\/span> of Customer or, <\/span>if<\/span> set <\/span>forth<\/span> in the Project Data <\/span>Specifications<\/span>, <\/span>will<\/span> provide<\/span> a web <\/span>environment<\/span> to Customer for the hosting of Data;<\/span><\/p>\n

(ii) HUGGENBERGER <\/span>will<\/span> use <\/span>commercially<\/span> reasonable<\/span> efforts<\/span> to <\/span>provide<\/span> access to the Data to Customer in <\/span>accordance<\/span> with the Project Data <\/span>Specifications<\/span> for the Data <\/span>Period<\/span>;<\/span><\/p>\n

(iii) HUGGENBERGER <\/span>reserves<\/span> the <\/span>right<\/span> to <\/span>withhold<\/span> access to Data to the Customer <\/span>during<\/span> the Data <\/span>Period<\/span>, <\/span>if<\/span> any<\/span> fees<\/span> relating<\/span> to the Data Access Services are <\/span>not<\/span> paid<\/span> in <\/span>accordance<\/span> with the Agreement;<\/span><\/p>\n

(iv) Customer <\/span>acknowledges<\/span> and <\/span>agrees<\/span> that<\/span> the performance of Data Access Services Updates by HUGGENBERGER <\/span>may<\/span> suspend<\/span> temporarily<\/span> the <\/span>Customer\u2019s<\/span> access to the Data. HUGGENBERGER <\/span>will<\/span> notify<\/span> Customer in <\/span>advance<\/span> of <\/span>planned<\/span> Data Access Services Updates <\/span>that<\/span> would<\/span> temporarily<\/span> affect<\/span> Customer\u2019s<\/span> access to the Data. HUGGENBERGER and the Customer <\/span>will<\/span> use <\/span>reasonable<\/span> commercial <\/span>efforts<\/span> to <\/span>agree<\/span> on a schedule to <\/span>launch<\/span> the Data Access Services Updates in <\/span>order<\/span> to <\/span>limit<\/span> the impact of <\/span>such<\/span> temporary<\/span> suspension<\/span> on Customer. In the event <\/span>that<\/span> HUGGENBERGER and Customer are <\/span>unable<\/span> to <\/span>agree<\/span> on a schedule <\/span>allowing<\/span> the Data Access Services Updates to be <\/span>performed<\/span> within<\/span> 30 days following the <\/span>notification<\/span> to Customer, the Data Access Services Updates can be <\/span>launched<\/span> by HUGGENBERGER <\/span>at<\/span> any<\/span> convenient<\/span> time for HUGGENBERGER (the \u201cUpdate <\/span>Period<\/span>\u201d). HUGGENBERGER <\/span>shall<\/span> not<\/span> be <\/span>required<\/span> to <\/span>provide<\/span> any<\/span> maintenance<\/span> or support services <\/span>relating<\/span> to <\/span>problems<\/span> or <\/span>issues<\/span> arising<\/span> from <\/span>Customer\u2019s<\/span> use of the Data Access Services <\/span>that<\/span> have<\/span> not<\/span> been<\/span> updated<\/span> as<\/span> per <\/span>above<\/span>.<\/span><\/p>\n

(v) HUGGENBERGER <\/span>reserves<\/span> the <\/span>right<\/span> to <\/span>temporarily<\/span> suspend<\/span> access to Data and Data Access Services, <\/span>without<\/span> prior<\/span> notice<\/span>, <\/span>when<\/span> required<\/span> to <\/span>perform<\/span> unplanned<\/span> or <\/span>emergency<\/span> work on the Data Access Services.<\/span><\/p>\n

(vi) HUGGENBERGER <\/span>will<\/span> not<\/span> be <\/span>obliged<\/span> to <\/span>provide<\/span> access to the Data to <\/span>any<\/span> third<\/span> party <\/span>other<\/span> than<\/span> Customer (<\/span>including<\/span> if<\/span> Customer transfers ownership of products to <\/span>such<\/span> third<\/span> party) <\/span>unless<\/span> and <\/span>until<\/span> such<\/span> third<\/span> party <\/span>enters<\/span> into<\/span> a <\/span>contract<\/span> with HUGGENBERGER for the Data Access Services; <\/span>and<\/span><\/p>\n

(vii) <\/span>As<\/span> between<\/span> the parties, Customer <\/span>shall<\/span> retain<\/span> all<\/span> right<\/span>, <\/span>title<\/span> and <\/span>interest<\/span> in the Data, <\/span>provided<\/span>, <\/span>however<\/span> that<\/span> (i) HUGGENBERGER <\/span>shall<\/span> retain<\/span> all<\/span> intellectual<\/span> property<\/span> rights<\/span> in databases, <\/span>original<\/span> compilations and <\/span>other<\/span> expressions<\/span> of <\/span>such<\/span> Data; and (ii) Customer <\/span>hereby<\/span> grants<\/span> to HUGGENBERGER a non-<\/span>exclusive<\/span>, <\/span>perpetual<\/span>, <\/span>irrevocable<\/span>, <\/span>worldwide<\/span>, royalty free, <\/span>transferable<\/span> and <\/span>sublicensable<\/span> to <\/span>affiliates<\/span>, <\/span>license<\/span> to <\/span>collect<\/span>, use, copy, store, <\/span>transmit<\/span>, <\/span>modify<\/span> and create derivative works of the Data for the <\/span>provision<\/span> of the Services or for <\/span>HUGGENBERGER\u2019s<\/span> other<\/span> internal<\/span> business <\/span>purposes<\/span>, <\/span>including<\/span> the <\/span>overall<\/span> improvement<\/span> of <\/span>HUGGENBERGER\u2019s<\/span> products and Services.<\/span><\/p>\n

(viii) In case of a <\/span>Customer\u2019s<\/span> breach<\/span> of the Agreement, HUGGENBERGER <\/span>shall<\/span>, <\/span>without<\/span> limiting<\/span> its<\/span> other<\/span> rights<\/span> or <\/span>remedies<\/span> under the Agreement, <\/span>have<\/span> the <\/span>right<\/span> to <\/span>suspend<\/span> access to Data or <\/span>all<\/span> further<\/span> performance of Data Access Services under the Agreement or <\/span>any<\/span> other<\/span> agreement <\/span>between<\/span> Customer and HUGGENBERGER <\/span>until<\/span> Customer <\/span>remedies<\/span> the <\/span>breach<\/span> (to the <\/span>extent<\/span> remediable<\/span>), and to <\/span>rely<\/span> on the <\/span>Customer\u2019s<\/span> breach<\/span> to <\/span>relieve<\/span> it<\/span> from the performance of <\/span>any<\/span> of <\/span>its<\/span> obligations<\/span> to the <\/span>extent<\/span> the <\/span>breach<\/span> prevents<\/span> or delays <\/span>HUGGENBERGER\u2019s<\/span> performance of <\/span>any<\/span> of <\/span>its<\/span> obligations<\/span>.<\/span><\/p>\n

III. SPECIFIC ADDITIONAL PROVISIONS AS TO RENTALS AND TRIAL KITS: <\/span><\/strong><\/p>\n

(i) The products <\/span>remain<\/span> the <\/span>property<\/span> of HUGGENBERGER <\/span>throughout<\/span> the Rental <\/span>Period<\/span> or Trial <\/span>Period<\/span>;<\/span><\/p>\n

(ii) For the <\/span>entire<\/span> duration of the Rental <\/span>Period<\/span> or Trial <\/span>Period<\/span>, Customer <\/span>shall<\/span> strictly<\/span> comply<\/span> with the following <\/span>obligations<\/span>: <\/span><\/p>\n

a. store the <\/span>rented<\/span> products <\/span>separately<\/span> from <\/span>all<\/span> other<\/span> products <\/span>held<\/span> by Customer so <\/span>that<\/span> they<\/span> remain<\/span> readily<\/span> identifiable<\/span> as<\/span> HUGGENBERGER\u2019s<\/span> property<\/span>;<\/span><\/p>\n

b. <\/span>not<\/span> sell, <\/span>assign<\/span>, transfer, <\/span>pledge<\/span>, <\/span>hypothecate<\/span>, or <\/span>otherwise<\/span> dispose of or <\/span>encumber<\/span> any<\/span> of the products;<\/span><\/p>\n

c<\/span>.<\/span> maintain<\/span> the products in <\/span>satisfactory<\/span> condition<\/span> and <\/span>keep<\/span> them<\/span> insured<\/span> against<\/span> all<\/span> risks for <\/span>their<\/span> full <\/span>value<\/span> on <\/span>HUGGENBERGER\u2019s<\/span> behalf<\/span> from the date of delivery;<\/span><\/p>\n

d<\/span>.<\/span> not<\/span> make <\/span>any<\/span> alterations<\/span> to or <\/span>otherwise<\/span> modify<\/span> the products <\/span>without<\/span> the <\/span>prior<\/span> written<\/span> consent<\/span> of <\/span>Huggenberger<\/span>;<\/span><\/p>\n

(iii) <\/span>Damages<\/span> to products <\/span>while<\/span> in <\/span>transit<\/span> or in the <\/span>possession<\/span> of Customer, <\/span>beyond<\/span> reasonable<\/span> wear<\/span> and <\/span>tear<\/span>, <\/span>will<\/span> be <\/span>charged<\/span> back to Customer.<\/span><\/p>\n

IV.TERMINATION OF SERVICES<\/span><\/strong><\/p>\n

In the event of <\/span>termination<\/span> of the Agreement:<\/span><\/p>\n

(i) Customer <\/span>shall<\/span> immediately<\/span> pay<\/span> to HUGGENBERGER <\/span>all<\/span> of the <\/span>HUGGENBERGER\u2019s<\/span> outstanding<\/span> unpaid<\/span> invoices<\/span> and <\/span>interest<\/span> and, in <\/span>respect<\/span> of rentals and Services (<\/span>including<\/span> Data access Services) for <\/span>which<\/span> no <\/span>invoice<\/span> has<\/span> yet<\/span> been<\/span> issued<\/span>, HUGGENBERGER <\/span>shall<\/span> issue<\/span> an <\/span>invoice<\/span>, <\/span>which<\/span> shall<\/span> be <\/span>payable<\/span> by Customer <\/span>immediately<\/span> on <\/span>receipt<\/span>;<\/span><\/p>\n

(ii) At the end of the Rental <\/span>Period<\/span> or Trial <\/span>Period<\/span>, Customer <\/span>shall<\/span>, <\/span>at<\/span> their<\/span> own<\/span> cost, <\/span>return<\/span> to HUGGENBERGER <\/span>all<\/span> rented<\/span> products, Trial Kits and <\/span>other<\/span> products <\/span>which<\/span> have<\/span> not<\/span> been<\/span> fully<\/span> paid<\/span> for, <\/span>ensuring<\/span> compliance with <\/span>all<\/span> applicable<\/span> laws<\/span>, <\/span>including<\/span> those<\/span> on <\/span>transporting<\/span> dangerous<\/span> goods<\/span>. The products must be <\/span>packaged<\/span> per <\/span>HUGGENBERGER\u2019s<\/span> instructions<\/span> to <\/span>prevent<\/span> damage<\/span> or <\/span>deterioration<\/span> during<\/span> transit<\/span>, <\/span>considering<\/span> the <\/span>destination\u2019s<\/span> remoteness<\/span> and <\/span>handling<\/span> limitations<\/span>. <\/span>If<\/span> Customer <\/span>fails<\/span> to <\/span>return<\/span> the products, Customer <\/span>shall<\/span> be <\/span>liable<\/span> for the full payment of the <\/span>product\u2019s<\/span> value<\/span>, <\/span>which<\/span> shall<\/span> become<\/span> immediately<\/span> due and <\/span>payable<\/span> to HUGGENBERGER;<\/span><\/p>\n

V. LIMITATION OF LIABILITY<\/span><\/strong><\/p>\n

In <\/span>addition<\/span> to <\/span>article<\/span> 16, HUGGENBERGER <\/span>shall<\/span> in no event be <\/span>liable<\/span> for:<\/span><\/p>\n

(i) <\/span>issues<\/span> related<\/span> to <\/span>physical<\/span> installation<\/span> of the products <\/span>that<\/span> are <\/span>necessary<\/span> to <\/span>enable<\/span> the access to Data;<\/span><\/p>\n

(ii) <\/span>issues<\/span> pertaining<\/span> to the <\/span>ability<\/span> or <\/span>otherwise<\/span> of HUGGENBERGER to make the Data or Data Access Services <\/span>accessible<\/span> to Customer <\/span>arising<\/span> from an incomplete or <\/span>incorrect<\/span> installation<\/span> of the products by Customer <\/span>at<\/span> the project site or from <\/span>any<\/span> software, hardware, firmware, data, or <\/span>technology<\/span> in <\/span>possession<\/span> or control of Customer;<\/span><\/p>\n

(iii) <\/span>any<\/span> loss<\/span> of Data or storage media in the <\/span>possession<\/span> or control of Customer;<\/span><\/p>\n

(iv) <\/span>any<\/span> suspension<\/span> or <\/span>interruption<\/span> of the Data Access Services, Data access or <\/span>other<\/span> Services <\/span>caused<\/span> by a breakdown, <\/span>interruption<\/span>, <\/span>malfunction<\/span> or <\/span>defect<\/span> of <\/span>any<\/span> telecommunication<\/span> services or <\/span>other<\/span> installation<\/span> or <\/span>equipment<\/span> used<\/span> or <\/span>required<\/span> for the <\/span>purpose<\/span> of making the Data, Data Access Services or <\/span>other<\/span> Services <\/span>accessible<\/span> to Customer, for whatever <\/span>reason<\/span> or <\/span>period<\/span> of time;<\/span><\/p>\n

(v) costs or <\/span>losses<\/span> incurred<\/span> by Customer, <\/span>directly<\/span> or <\/span>indirectly<\/span>, due to <\/span>HUGGENBERGER\u2019s<\/span> failure<\/span> or delay in <\/span>performing<\/span> obligations<\/span> that<\/span> are <\/span>prevented<\/span> or <\/span>delayed<\/span> by <\/span>Customer\u2019s<\/span> breach<\/span> of the Agreement, <\/span>including<\/span> payment <\/span>obligations<\/span>, <\/span>if<\/span> not<\/span> cured<\/span> within<\/span> the <\/span>applicable<\/span> notice<\/span> period<\/span>.<\/span><\/p>\n

ALL SALES OR RENTALS ARE MADE PURSANT TO THESE TERMS AND CONDITIONS AND THE TERMS OF THE QUOTATION DOCUMENT. ALL PURCHASE ORDERS ARE RECEIVED WITH THE UNDERSTANDING THAT THEY ARE PLACED UNDER THESE TERMS AND CONDITIONS AND APPLICABLE QUOTATION DOCUMENT. CONTRARY TERMS AND CONDITIONS CONTAINED IN A PURCHASE ORDER OR ANY OTHER DOCUMENT ISSUED BY CUSTOMER ARE SPECIFICALLY EXCLUDED. <\/span><\/p>\n

 <\/p>\n

Die HUGGENBERGER AG <\/span>Pysik<\/span> Instrumente<\/span><\/strong><\/p>\n

Via Pedemonte 5<\/span><\/p>\n

CH-6715 <\/span>Dongio<\/span><\/p>\n

Schweiz<\/span>, <\/span>Switzerland<\/span><\/p>\n

info@huggenberger.com<\/span><\/a><\/p>\n

 <\/p>\n

 <\/p>\n

<\/p>\n<\/div><\/div><\/div><\/div><\/div>","protected":false},"excerpt":{"rendered":"Huggenberger AG Pysik Instrumente \u2013 General Terms and Conditions \u2013 Sale Revision 2026-01 1. 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