1. Warranty. Control Technology Inc. ("CTI") warrants that this CTI Industrial Product (the "Product") shall be free from defects in material and workmanship for a period of one (1) year from the date of purchase from CTI or from an authorized CTI Industrial Distributor, as the case may be. Repaired or replacement CTI products provided under this warranty are similarly warranted for a period of 6 months from the date of shipment to the customer or the remainder of the original warranty term, whichever is longer. This Product and any repaired or replacement products will be manufactured from new and/or serviceable used parts which are equal to new in the Product. This warranty is limited to the initial purchaser of the Product from CTI or from an authorized CTI Industrial Distributor and may not be transferred or assigned.
2. Remedies. Remedies under this warranty shall be limited, at CTI's option, to the replacement or repair of this Product, or the parts thereof, only after shipment by the customer at the customer's expense to a designated CTI service location along with proof of purchase date and an associated serial number. Repair parts and replacement products furnished under this warranty will be on an exchange basis and all exchanged parts or products become the property of CTI. Should any product or part returned to CTI hereunder be found by CTI to be without defect, CTI will return such product or part to the customer. The foregoing will be the exclusive remedies for any breach of warranty or breach of contract arising therefrom.
3. General. This warranty is only available if (a) the customer provides CTI with written notice of a warranty claim within the warranty period set forth above in Section 1 and (b) CTI's examination of the Product or the parts thereof discloses that any alleged defect has not been caused by a failure to provide a suitable environment as specified in the CTI Standard Environmental Specification and applicable Product specifications, or damage caused by accident, disaster, acts of God, neglect, abuse, misuse, transportation, alterations, attachments, accessories, supplies, non-CTI parts, non-CTI repairs or activities, or to any damage whose proximate cause was utilities or utility-like services, or faulty installation or maintenance done by someone other than CTI.
4. Product Improvement. CTI reserves the right to make changes to the Product in order to improve reliability, function or design in the pursuit of providing the best possible products.
5. Exclusive Warranty. THE WARRANTIES SET FORTH HEREIN ARE CUSTOMER'S EXCLUSIVE WARRANTIES. CTI HEREBY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, CTI SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COURSE OF DEALING AND USAGE OF TRADE.
6. Disclaimer and Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CTI WILL NOT BE LIABLE FOR ANY BUSINESS INTERRUPTION OR LOSS OF PROFIT, REVENUE, MATERIALS, ANTICIPATED SAVINGS, DATA, CONTRACT, GOODWILL OR THE LIKE (WHETHER DIRECT OR INDIRECT IN NATURE) OR FOR ANY OTHER FORM OF INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND. CTI'S MAXIMUM CUMULATIVE LIABILITY RELATIVE TO ALL OTHER CLAIMS AND LIABILITIES, INCLUDING OBLIGATIONS UNDER ANY INDEMNITY, WHETHER OR NOT INSURED, WILL NOT EXCEED THE COST OF THE PRODUCT(S) GIVING RISE TO THE CLAIM OR LIABILITY. CTI DISCLAIMS ALL LIABILITY RELATIVE TO GRATUITOUS INFORMATION OR ASSISTANCE PROVIDED BY, BUT NOT REQUIRED OF CTI HEREUNDER. ANY ACTION AGAINST CTI MUST BE BROUGHT WITHIN EIGHTEEN (18) MONTHS AFTER THE CAUSE OF ACTION ACCRUES. THESE DISCLAIMERS AND LIMITATIONS OF LIABILITY WILL APPLY REGARDLESS OF ANY OTHER CONTRARY PROVISION HEREOF AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE, AND FURTHER WILL EXTEND TO THE BENEFIT OF CTI'S VENDORS, APPOINTED DISTRIBUTORS AND OTHER AUTHORIZED RESELLERS AS THIRD-PARTY BENEFICIARIES. EACH PROVISION HEREOF WHICH PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTY OR CONDITION OR EXCLUSION OF DAMAGES IS SEVERABLE AND INDEPENDENT OF ANY OTHER PROVISION AND IS TO BE ENFORCED AS SUCH.
7. Adequate Remedy. The customer is limited to the remedies specified herein and shall have no others for a nonconformity in the Product. The customer agrees that these remedies provide the customer with a minimum adequate remedy and are its exclusive remedies, whether based on contract, warranty, tort (including negligence), strict liability, indemnity, or any other legal theory, and whether arising out of warranties, representations, instructions, installations, or non-conformities from any cause. The customer further acknowledges that the purchase price of the Product reflects these warranty terms and remedies.
8. Force Majeure. CTI will not be liable for any loss, damage or delay arising out of its failure (or that of its subcontractors) to perform hereunder due to causes beyond its reasonable control, including without limitation, acts of God, acts or omissions of the customer, acts of civil or military authority, fires, strikes, floods, epidemics, quarantine restrictions, war, riots, acts of terrorism, delays in transportation, or transportation embargoes. In the event of such delay, CTI's performance date(s) will be extended for such length of time as may be reasonably necessary to compensate for the delay.
9. Governing Law. The laws of the State of Tennessee shall govern the validity, interpretation and enforcement of this warranty, without regard to its conflicts of law principles. The application of the United Nations Convention on Contracts for the International Sale of Goods shall be excluded.