Product Warranties


The Product Warranties clause represents that all warranties related to the Company's products have been disclosed. Additionally, the clause may represent that all products are in compliance with the warranties and/or there are no material claims with regard to any of those warranties.

Clause examples include various combinations of the Standard Clause and the Optional Clauses. The Standard Clause is found in nearly all examples in some form, however, language differs significantly. Most examples also include at least one of the optional clause elements, however, there does not appear to be consistency as to whether one is more standard than the other.

Standard Clause

Product Warranties. The Warranty Disclosure Schedule sets forth a complete and accurate statement [including all terms and conditions] of all written warranties, warranty policies, service, and maintenance agreements of the Company to any of its services or products. No products previously sold, delivered or leased nor any services performed by the Company are subject to any guarantee, warranty or other indemnity, other than those sold, delivered, leased or performed in accordance with the standard terms and conditions of sale or lease of the Company.

Optional Additional Clause Elements

Compliance. Each product manufactured, sold, leased or delivered by the Company is in compliance [in all material respects] [with all applicable federal, state, local and foreign laws and] with all warranties described in the Warranty Disclosure Schedule.

Claims. The Warranty Disclosure Schedule also indicates all warranty and indemnity claims currently pending against Seller. Other than claims disclosed in the Warranty Disclosure Schedule, the Company has no Knowledge of any threatened claims for any product returns, warranty obligations or product services [that would exceed (a dollar amount) individually or in the aggregate] relating to any of its products or services.

Examples from EDGAR

Product Warranties. Each product sold, licensed, distributed or delivered by the Company has been in conformity with all applicable contractual commitments and all express and implied warranties, and the Company has no liability (and, to the Knowledge of the Company, there is no basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against the Company giving rise to any liability) for violations thereof or other damages in connection therewith, subject only to the reserve set forth in the Financial Statements. Except as set forth on Schedule 3.24, no product sold, licensed, distributed or delivered by the Company is subject to any guaranty, warranty, or other indemnity beyond the applicable standard terms and conditions of sale or lease. Schedule 3.24 includes copies of the standard terms and conditions of sale or lease for the Company (containing applicable guaranty, warranty, and indemnity provisions)

Agreement and Plan of Merger, June 23, 2011, [Hawley Troxell Ennis & Hawley LLP]

Product Warranties. Each product manufactured, sold, or delivered by the Company has been in conformity with all applicable contractual commitments and all express and implied warranties, and The Company has no Liability (and there is no basis for any present or future Proceedings against it giving rise to any Liability) for replacement or repair thereof or other damages in connection therewith, subject only to the reserve for product warranty claims set forth on the face of the Financial Statements (and in any notes thereto) as adjusted for the passage of time through the Closing Date in the Ordinary Course of Business. No product manufactured, sold, leased, or delivered by the Company is subject to any guaranty, warranty, or other indemnity beyond the applicable standard terms and conditions of sale.

Stock Purchase Agreement, June 24, 2011, [Andrzej Piatkowski; Multi-Color Corporation]