Hardware

Article 8. Warranty and liability

8.1.1 Equipment: Subject to the provisions of Article 8 and Article 9 Marel warrants that for a period of 12 months from the Delivery all Equipment delivered by Marel shall be free of defects in design, materials and workmanship, conform in all material aspects with the description of the Equipment in the Contract and be fit for the purpose specified in the Contract. No warranty is given for wear and tear parts and consumables. This warranty is conditioned on a maximum of eight (8) running hours for the Equipment in each twenty-four (24) hour period in a five-day work week. If the running hours exceed said number of hours, the warranty period shall be reduced proportionally.

8.1.2 Services: Any Services by Marel shall be performed using reasonable care and skill in a workmanlike manner, but shall imply no warranty as to the completeness of the Service or as to the overall performance of the Equipment.

8.2 Marel incurs no warranty obligations (including liability obligations) if and to the extent the defect is caused as a result of any of the following situations:

1. Customer fails to observe Marel’s instructions, manuals, documentation.
2. Customer modifies or repairs the Equipment, allows a third party to do so or uses parts not approved by Marel without Marel’s prior written consent.
3. Customer fails to notify Marel in writing of any defect within ten (10) business days after the discovery of the defect or Customer should have reasonably discovered such defect.
4. the defect is due to normal wear and tear, misuse, sub-standard operator performance, negligence, external causes (crash, irregular power supply, and the like), storage conditions, use of other raw materials than specified or is caused by force majeure.
5. the defect arises because of Marel following any specification supplied by Customer.
6. the defect arises because of electromagnetic interference (EMI), radio frequency interference (RFI), lack of electromagnetic compatibility (EMC), lightning or similar causes
7. the defect could have been avoided if the Customer would have implemented the upgrades/enhancements made available by Marel and/or third parties within the timeframe requested by Marel (such timeframe to be reasonable in the circumstance).

8.3 The Customer has to file a warranty claim according to the Marel procedures applicable at the time of the warranty claim, which can be found at www.marel.com

8.4 Subject to the provision of this Article 8, Marel shall have the option at its sole discretion to remedy faults falling under Marel’s warranty free of charge either i) by repair of the defect in the faulty Equipment, whether or not at Customer’s location, or ii) by making replacement Equipment (which may include refurbished parts) available, or iii) refund the price of the defective Equipment in full, or iv) by executing the defect Service again in a workmanlike manner. If the Equipment has been installed or the Services have been rendered on a vessel then Customer’s location shall be deemed to be the closest harbor to Marel’s premises. If these remedies, after a reasonable number of attempts, do not remedy the defect, Customer may as the sole and exclusive remedy ask for reimbursement of the purchase price paid for the defective part (or the specific piece of Equipment in which the defect part is incorporated if as a consequence of the defect such piece of Equipment cannot be used) or the defective Service, plus an amount of liquidated damages not exceeding 15% (fifteen percent) of the purchase price of the defective part or Service. The warranty includes the costs of Marel’s labor and the repair or replacement part, but excludes taxes and (import) duties and Marel’s travel costs, which will be charged to Customer. Further Customer should make available free of charge and in a timely manner auxiliary labor and items needed for repair or replacement and if requested return the defect part to Marel.

8.5 MAREL MAKES NO WARRANTIES, EXCEPT AS SET FORTH IN ARTICLES 8.1.1, AND 8.1.2, AND ALL OTHER WARRANTIES, WHETHER EXPRESSED OR IMPLIED BY LAW OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORILY QUALITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW.

Reference: GENERAL TERMS AND CONDITIONS OF SALE APPLIED BY THE MAREL COMPANIES (Version 1.0)

Software

Article 5. Warranty and liability

5.1. Marel Software: Licensor, except as set forth warrants and subject to the provisions of article 5 and 6, during the warranty period of 12 months (for Application software from Start Date and for Equipment Software from delivery date) or during the term of a Software Assurance Agreement, that the Marel Software will not fail to perform substantially in accordance with the Marel Software specifications due to defects in workmanship, provided that such possible defects are de-fined as reproducible deviations with respect to the Marel Software specifications provided by Licensor, which were present at the moment of release and which substantially impair the use of the Marel Software or Equipment. However, Licensor does not warrant that the

operation of the Marel Software shall be uninterrupted or error free. Licensor will not be liable in contract, tort (including negligence), breach of statutory duty or otherwise for any loss (whether direct or indirect) caused by any lack of compatibility with or failures in computer hardware and/or firmware from a third party on which the Marel Software is installed, unless supplied by Licensor (and then only to the extent that compatibility with such computer hardware and/or firmware is expressly set out in the Marel Software Specification).

5.2. Services: Any Services described in the Contract and provided by Li-censor shall impose no obligation on Licensor except to perform said activity using reasonable care and skill in a workmanlike manner and shall imply no warranty as to the completeness of the Service or as to the overall performance of the Marel software.

5.3. For Application Software, Licensor incurs no warranty obligations (including liability obligations) if and to the extent the defect is caused by, or arises as a result of any of the following situations:

5.3.1. Customer modifies the configuration of the Products, the database, or adds anything to the physical server or other system components that interact with the Marel Software, without the prior written approval of Licensor;

5.3.2. Customer does not use approved hardware and recommended configurations by Licensor;

5.3.3. The defect arises as a result of force majeure or as a result of non-compatibility of customized solutions or third party integrations, interfaces and or communication after upgrade (where not provided by Licensor);

5.3.4. The defect arises as a result of a security breach which Marel is not responsible for, issues caused by Customer’s network, virus infection and / or due to changes of software interface between Marel Software and third party software (other than those changes performed by Licensor) causing Marel Software to not function correctly, unless Marel Software or personnel is/are the source of the virus infection or security breach and proven to be the reason for the malfunction or if Licensor is otherwise responsible for the malfunction, security breach or virus infection;

5.3.5. The defect could have been avoided if the Customer would have implemented the software upgrades/enhancements made available by Licensor within the timeframe requested by the Licensor (such timeframe to be reasonable in the circumstances);

5.3.6. Customer fails to notify Licensor in writing of any defect within ten (10) business days after the discovery of the defect or Customer should have reasonably discovered such defect; or

5.3.7. In case the Marel Software relies on a third-party data-base provided by Customer and such database is not dedicated to the Marel Software with sufficient re-sources according to specifications and/or in case Customer changes any schema, queries or otherwise implements anything in relation to the database which in turn impacts performance of the Marel Software or hardware.

5.4. For Equipment Software and/or solutions combined of Equipment and Equipment Software, Licensor incurs no warranty obligations (including liability obligations) if and to the extent the defect is caused by, or arises as a result of any of the following situations:

5.4.1. Customer fails to observe Marel’s instructions, manuals, documentation.;

5.4.2. Customer modifies or repairs the Products, allows a third party to do so or uses parts not approved by Li-censor without Licensor’s prior written consent;

5.4.3. Customer fails to notify Licensor in writing of any defect within ten (10) business days after the discovery of the defect or Customer should have reasonably discovered the defect;

5.4.4. The defect is due to normal wear and tear, misuse, sub-standard operator performance, negligence, external causes (crash, irregular power supply, and the like), storage conditions, use of other raw materials than specified or is caused by force majeure.;

5.4.5. Licensor following any drawing, design or specification supplied by Customer;

5.4.6. Electromagnetic interference (EMI), radio frequency interference (RFI), lack of electromagnetic compatibility (EMC), lightning or similar causes; or

5.4.7. The defect could have been avoided if the Customer would have implemented the upgrades/enhancements made available by Licensor within the timeframe re-quested by the Licensor (such timeframe to be reason-able in the circumstances). 5.5. Subject to Sections 5.3 and 5.4, if Customer gives timely notice in writing during the warranty period referred to above that the Products do not comply with the warranties set out in Article 5, Licensor shall at its sole discretion remedy faults falling under the warranty free of charge either i) by update and/or roll-back of the faulty Marel Soft-ware, whether or not at Customer’s location, or ii) by executing the defect Service again in a workmanlike manner. If these remedies, af-ter a reasonable number of attempts, do not remedy the defect, Customer may as the sole and exclusive remedy ask for reimbursement

of the fees paid for the defective part of Marel Software or the defective Service. The warranty includes the costs of Licensor’s labor and the update, but excludes taxes, and duties and Licensor’s travel costs.

5.6. LICENSOR MAKES NO WARRANTIES, EXCEPT AS SET FORTH IN SECTIONS 5.1 AND 5.2, AND ALL OTHER WARRANTIES, WHETHER EXPRESSED OR IMPLIED, BY LAW OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORILY QUALITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW.