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<br />request for service plus all travel and living expenses, portal-to-portal. A purchase order or change order will be required prior to scheduling this additional
<br />service.
<br />XII. LIMITATION OF LIABILITY: Unless expressly agreed to in writing by Parkson, all damages not direct and actual in nature, including without
<br />limitation, consequential, incidental, indirect, exemplary and punitive damages, shall be expressly prohibited damages. Such prohibited damages include,
<br />but are not limited to, lost rent or revenue; rental payments; costs (increased or not) of administration or supervision; costs or delays suffered by others
<br />unable to commence work or provide services as previously scheduled for which a party to this contract may be liable; increased costs of borrowing funds
<br />devoted to the project (including interest); delays in selling all or part of the project upon completion; damages caused by reason of Force Majeure or acts
<br />of God (with the broadest statutory or court of law definition possible); termination of agreements to lease or buy all or part of the project, whether or not
<br />suffered before completion -of services or work; forfeited bonds, deposits, or other monetary costs or penalties due to delay of the project; interest for any
<br />reason assessed to Buyer; increased taxes (federal, state, local, or international) due to delay or recharacterization of the project; lost tax credits or
<br />deductions due to delay; impairment of security; attorney and other legal fees for any reason assessed to Buyer, loss of use of the Equipment or any
<br />associated Equipment, costs of substitute Equipment, facilities or services, down time costs, claims of customers of Buyer for such other damages; or any
<br />other indirect loss arising from the conduct of the parties. Parkson only agrees to responsibility for damages from proven negligent and willful acts of its
<br />direct employees only.
<br />XIII. APPLICABLE LAWS & GOVERNING LAW: To the best of Parkson's knowledge, Parkson products comply with most laws, regulations and
<br />industrial practices; however, Parkson does not accept responsibility for any state, city or other local law not specifically brought to Parkson's attention.
<br />For OSHA compliance, (1) Parkson is only liable for those OSHA standards that are in effect as of the date of the quotation, and to the extent they are
<br />applicable to the performance of Parkson. (2) Parkson is only responsible for the physical characteristics of the product(s) and not for the circumstances
<br />of the use of the product(s). (3) Parkson's liability through any noncompliance to OSHA shall be limited to the cost of modifying the product(s) or replacing
<br />the non -complying product(s) or component(s) after receipt of prompt written notice of noncompliance. The rights and obligations of Buyer and Parkson
<br />shall be governed by and interpreted in accordance with the substantive laws of the state of Florida including the uniform commercial code of Florida,
<br />excluding conflicts of law and choice of law principles.
<br />XIV. DISPUTE RESOLUTION: Any issue, difference, claim or dispute ("Action") that may arise out of or in connection with the project referenced in the � }�
<br />quotation, including these terms and conditions, shall be first resolved by negotiation at the highest executive levels between the Buyer and Parkson. If (�
<br />said negotiation is unsuccessful, any said Action or any transactions contemplated hereby or in the Quotation shall be finally settled under 13HOW rrAldiation
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<br />a9ftetar:. In the event that an Action is brought, the prevailing party shall be entitled to be reimbursed for, and/or have judgment entered with respect to,
<br />all of its costs and expenses, including reasonable torneyj�,s',�djlegal expenses. tt4i4Xtg<�t4Df11t4Cpfl'
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<br />XV. PATENTS: Parkson shall indemnify Buyer against any judgment for damages and costs which may be rendered against Buyer in a suit brought on
<br />account of the alleged infringement of any United States patent by any product supplied by Parkson, unless (a) the alleged infringement occurs as a result
<br />of any alteration or modification to, the product or the use of the product in combination with the products or services of any party other than Parkson, or (b)
<br />the product was made in accordance with materials, designs or specifications furnished or designated by Buyer, in which case Buyer shall indemnify
<br />Parkson against any judgment for damages and costs which may be rendered against Parkson in any suit brought on account of the alleged infringement
<br />of any United States patent by such product or by such materials, designs or specifications; provided that prompt written'notice be given to the party from
<br />whom indemnity is sought of the bringing of the suit and an opportunity be given to such party to settle or defend it as that party may see fit and that every
<br />reasonable assistance in settling or defending it shall be rendered. Parkson shall in no event be liable to Buyer for special, indirect, incidental or
<br />consequential damages arising out of allegation of patent infringement.
<br />XVI. MECHANICAL WARRANTY: For a period of one (1) year following the Equipment shipment date ("Warranty Period"), Parkson's Equipment is
<br />limitedly warranted to be free from defective material and workmanship, under normal use and service and when installed, operated and maintained in
<br />accordance with installation instructions, this policy and maintenance/operating procedures. To make claim under this Warranty, Buyer must notify
<br />Parkson within ten (10) business days after the date of discovery of any nonconformity and make the affected Equipment immediately available for
<br />inspection by Parkson or its service representative. Parkson Equipment may be deemed nonconforming only by an authorized Parkson representative.
<br />Returns will not be accepted unless Parkson has authorized said return in writing. If Parkson's inspection indicates nonconforming materials and/or
<br />workmanship, the Equipment will, at Parkson's option, either be repaired or replaced without charge. Upon receipt of Parkson's written consent,
<br />Equipment may be promptly returned to Parkson, F.O.B. its factory. However, under certain circumstances, Parkson may decide, in its sole discretion, to
<br />repair or replace the Equipment at the Project site. Buyer hereby agrees to provide Parkson, its employees and/or representatives, free of charge, on-site
<br />access to the Project site, and any necessary utilities and plant personnel needed by Parkson for the purpose of repairing and/or replacing nonconforming
<br />Equipment per this Warranty.
<br />The following will void this Warranty:
<br />(A) Equipment is used for purposes other than those for which it was designed;
<br />(B) Equipment is not used in accordance with generally approved practices;
<br />(C) Disasters, whether natural or manmade, such as fire, flood, wind, earthquake, cave-in, lightning, war, or vandalism;
<br />3 of,4 CNF -010 Rev D — May 2017
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