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<br />VIII. WARRANTY
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<br />Seller shall warrant the materials, Equipment and Services provided for the Project
<br />against any defects in material and workmanship for the period of two years after startup
<br />or two and one half (2-1/2) years after acceptance of delivery by Buyer of the last of the
<br />services performed or materials or equipment to be obtained and delivered by Seller
<br />hereunder. If, within said period, any repairs or replacements in connection with the
<br />services, materials or equipment are, in the opinion of Buyer, necessary as the result of
<br />the use of inferior or defective materials, equipment, workmanship or services
<br />hereunder, Seller shall, upon receipt of notice from Buyer, and without expense to
<br />Buyer, promptly repair or replace such material or equipment or rectify the effects of
<br />such workmanship or services and correct any and all defects therein. If Seller, after
<br />such notice, fails to proceed promptly to comply with the terms of this warranty, Buyer
<br />may perform the work necessary to effectuate such correction and recover the cost
<br />thereof from Seller.
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<br />In connection with the performance of any corrective work, all removal and reinstallation of
<br />affected materials or equipment shall be performed by Buyer. Buyer shall, at its expense,
<br />be responsible for removing, reinstalling, replacing or supplying any equipment, materials,
<br />or structures that are necessary to provide reasonable access to the materials or
<br />equipment to be repaired or replaced.
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<br />Title to any materials or equipment being repaired on or within premises owned or
<br />occupied by Buyer ("Buyer's Premises") will remain with Buyer at all times during which
<br />repairs are being effected irrespective of the location of the equipment on or in Buyer's
<br />Premises; provided, however, that Seller shall bear the risk of loss of, or damage to, any
<br />equipment while such equipment is in the custody or possession of Seller on Buyer's
<br />Premises or at a location other than Buyer's Premises. Delivery and transportation costs
<br />regarding any replacement equipment shall be paid by Buyer.
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<br />In no event, whether based upon contract, tort (including negligence), strict liability or
<br />otherwise, and whether arising before or after completion of its obligations under this
<br />agreement, shall Seller be liable to Buyer for losses or damages (including, but not limited
<br />to, loss of use, revenues, inventory or use charges, cost of capital, or claims of Buyer's
<br />users) caused by reason of unavailability of Buyer's pump station, or service interruptions
<br />or for special, consequential, or penal damages of any nature incurred by Buyer or any
<br />third party.
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<br />IX. CANCELLATION
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<br />A. Buyer has the right to cancel the Contract, without cause, at any time prior to delivery
<br />of the Equipment and Services by written notice. Cancellation pursuant to the terms of
<br />this paragraph shall not constitute a breach of contract by Buyer. Upon cancellation:
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<br />1. Buyer and Seller shall negotiate all sums then due under the Agreement. In
<br />addition, Buyer acknowledges that certain Materials are manufactured in
<br />accordance with Owner/Buyer's specifications and are not returnable to stock or of
<br />any salvage value. Therefore, Buyer shall be obligated to pay Seller an amount for
<br />the costs incurred as a result of the cancellation, termination or suspension,
<br />including but not limited to the materials purchased, the work in process, and a
<br />reasonable profit thereof as agreed to by the Parties but in any event shall not
<br />exceed the original Purchase Order price and shall take ownership of the Materials
<br />provided that payment has been received by the Seller.
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<br />AGREEMENT
<br />MAIN PUMP PROCUREMENT PACKAGE
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<br />Agreement-5
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