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2033 Oak Industrial Dr. NE, Grand Rapids, MI 49505 www.terryberry.com
<br />REV: 08-05-26 VR
<br />16/36
<br />9.3.1. for a period of three (3) months from the date of shipment of a Good (the "Warranty Period"), each Good will substantially
<br />conform to good industry standard and will be free from significant and material defects in material and workmanship; and
<br />9.3.2. Customer will receive good and valid title to all Goods, free and clear of all encumbrances and liens of any kind.
<br />9.4. Product Warranty Limitations. The Product Warranty does not apply to any Good that:
<br />9.4.1. has been subjected to abuse, misuse, neglect, negligence, accident, improper testing, improper installation, improper
<br />storage, improper handling, abnormal physical stress, abnormal environmental conditions or use contrary to any instructions issued
<br />by Terryberry;
<br />9.4.2. has been reconstructed, repaired, or altered by Persons other than Terryberry or its authorized Representative; or
<br />9.4.3. has been used with any Third-Party Products, hardware, or product that has not been previously approved in writing by
<br />Terryberry.
<br />9.5. Customer's Exclusive Remedy for Defective Goods. Notwithstanding any other provision of this Manufacturing Agreement
<br />(except for Section 9.7), this Section 9.5 contains Customer's exclusive remedy for Defective Goods. Customer's remedy under this
<br />Section 9.5 is conditioned upon Customer's compliance with its obligations under Section 9.5(a) and Section 9.5(b) below. During
<br />the Warranty Period, with respect to any allegedly Defective Goods:
<br />9.5.1. Customer shall notify Terryberry, in writing, of any alleged claim or defect within five (5) business days from the date
<br />Customer discovers, or upon reasonable inspection should have discovered, such alleged claim or defect (but in any event before
<br />the expiration of the applicable Warranty Period);
<br />9.5.2. Customer shall ship, at its expense and risk of loss, such allegedly Defective Goods to Terryberry's facility located at 2033
<br />Oak Industrial Drive NE, Grand Rapids, Michigan 49505 for inspection and testing by Terryberry;
<br />9.5.3. if Terryberry's inspection and testing reveal, to Terryberry's reasonable satisfaction, that such Goods are Defective and any
<br />such defect has not been caused or contributed to by any of the factors described under Section 9.4 above, subject to Section 9.5.1
<br />and Section 9.5.2. Terryberry shall in its sole discretion and at its expense, repair or replace such Defective Goods; and
<br />9.5.4. Terryberry shall ship to Customer, at Terryberry's expense and risk of loss, the repaired or replaced Goods to the location
<br />reasonably designated by Customer.
<br />9.5.5. Customer has no right to return for repair, replacement, credit, or refund any Good except as set forth in this Section 9.5 (or
<br />if otherwise applicable, Section 3.6 or Section 9.7). In no event shall Customer reconstruct, repair, alter or replace any Good, in
<br />whole or in part, either itself or by or through any third party.
<br />9.5.6. SUBJECT TO SECTION 9.7, THIS SECTION 9.5 SETS FORTH BUYER'S SOLE REMEDY AND SELLER'S ENTIRE LIABILITY FOR
<br />ANY BREACH OF THE LIMITED PRODUCT WARRANTY SET FORTH IN SECTION 9.3.
<br />9.6. Third-Party Products. Customer acknowledges that the Goods purchased by Customer under this Manufacturing Agreement may
<br />contain, be contained in, incorporated into, attached to, or packaged together with products manufactured by a third party ("Third-
<br />Party Products"). Third-Party Products are not covered by the warranty in Section 9.3. For the avoidance of doubt, Terryberry makes
<br />no representations or warranties with respect to any Third-Party Products.
<br />9.7. Withdrawal of Goods. If Terryberry determines that any Goods sold to Customer may be Defective, at Terryberry's request,
<br />Customer shall withdraw all similar Goods from sale and, at Terryberry's option, either return such Goods to Terryberry (pursuant to
<br />the terms of Section 9.5.2) or destroy the Goods and provide Terryberry with written certification of such destruction.
<br />Notwithstanding the limitations of Section 9.5, if Customer returns all withdrawn Goods or destroys all withdrawn Goods and
<br />provides Terryberry with written certification of such destruction within ten (10) days following Terryberry's withdrawal request, in
<br />either case, consistent with Terryberry's instructions, unless any such defect has not been caused or contributed to by any of the
<br />factors described under Section 9.4, Terryberry shall (a) repair or replace all such returned Goods or (b) replace such destroyed
<br />Goods, in either case, pursuant to the terms of Section 9.5.4. THIS SECTION 9.7 SETS FORTH BUYER'S SOLE REMEDY AND
<br />SELLER'S ENTIRE LIABILITY FOR ANY GOODS THAT ARE WITHDRAWN PURSUANT TO THIS SECTION 9.7.
<br />9.8. Compliance with Law. Each Party shall comply with all Applicable Laws and regulations in connection with the performance of its
<br />obligations and the exercise of its rights under the Manufacturing Agreement.
<br />ATTY/AGR.2026.217/Terryberry (Employee Service Awards) (Page 16 of 36)
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