Common use of Remedies and Limitation of Liability Clause in Contracts

Remedies and Limitation of Liability. If Buyer claims Seller has breached any of its obligations under the sales contract, whether of warranty or otherwise, Seller may request the return of the goods. In such event, Seller shall have no further obligation under the sales contract except to refund such purchase price upon redelivery of the goods. If Seller so requests the return of the goods, the goods will be redelivered to Seller in accordance with Seller's instructions and at Sellers expense. The remedies contained in this and the preceding section shall constitute the sole recourse of Buyer against Seller for breach of any of Seller's obligations under the sales contract, whether of warranty or otherwise. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY AMOUNTS REPRESENTING LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF BUSINESS OPPORTUNITIES OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, NOR SHALL SELLER’S LIABILITY ON OR WITH RESPECT TO ANY CLAIM ARISING OUT OF OR CONNECTED WITH THE SALES CONTRACT OR THE MANUFACTURE, SALE, DELIVERY OR USE OF THE GOODS EXCEED THE PURCHASE PRICE OF THE GOODS. Seller shall not be liable for failure to perform its obligations under the sales contract resulting directly or indirectly from or contributed to by acts of God; acts of Buyer; civil or military authority; fires; strikes or other open disputes; accidents; floods; epidemics; war; riot: delays in transportation; lack of or inability to obtain raw materials, components, labor, fuel or supplies; or other circumstances beyond Sellers reasonable control, whether or not similar to the foregoing.

Remedies and Limitation of Liability. If In the event Buyer claims Seller has breached any of its obligations under the sales contractContract, whether of warranty or otherwise, Seller may request the return of Goods and tender or credit to Buyer the goods. In purchase price previously paid by Buyer, and in such event, Seller shall have no further obligation under the sales contract Contract except to refund or credit such purchase price upon redelivery of the goodsGoods. No Goods may be returned without Xxxxxx’s written request. If Seller so Xxxxxx requests the return of the goodsGoods, the goods Goods will be redelivered to Seller at Buyer’s expense by lowest cost mode of transportation unless otherwise authorized in accordance with writing by Seller's instructions . Seller reserves the right to inspect any claimed defect, repair defective Goods or install replacement parts, and at Sellers expenseperform any adjustment incident to satisfactory operation of the Goods. In the event Buyer claims Seller has breached any of its obligations under the Contract, whether of warranty or otherwise, and Seller has not delivered any Goods to Buyer, Seller may refund or credit to Buyer the purchase price previously paid by Buyer for those Goods, and, in such event, Seller shall have no further obligation under the Contract except to refund or credit such purchase price previously paid by Buyer. The remedies contained in this and the two (2) preceding section paragraphs together with Seller’s Indemnification Obligations shall constitute the sole recourse of Buyer against Seller for breach of any of Seller's ’s obligations under the sales contractContract, whether of warranty or otherwise; provided, however, such remedies shall be unavailable to Buyer if Buyer inspected or reasonably should have inspected the Goods and could have discovered the non-conforming Goods upon such inspection, which failure shall be deemed an irrevocable waiver by Buyer of such or any other remedies. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY AMOUNTS REPRESENTING LOSS OF PROFITSAfter identifying any non-conforming Goods, LOSS OF BUSINESSwithin ten (10) days of Buyer’s discovery of the nonconformance (or when Buyer reasonably should have discovered the nonconformance), LOSS OF BUSINESS OPPORTUNITIES OR FOR ANY CONSEQUENTIALBuyer will provide Seller written notice thereof together with the results of its internal root cause analysis of the non-conformance(s) and any other information requested by Seller relating to the non-conformance(s). Buyer shall further cooperate with Seller in a joint root cause analysis led by Seller, INCIDENTALand in developing and implementing corrective action programs or other plan(s) to remediate potential failures that may have contributed to such non- conformance(s), INDIRECTwhich cooperation shall include, PUNITIVE OR SPECIAL DAMAGESwithout limitation, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGESproviding Seller and its agents reasonable access to Buyer’s personnel and operations. In no event shall Seller be liable for indirect, NOR SHALL SELLER’S LIABILITY ON OR WITH RESPECT TO ANY CLAIM ARISING OUT OF OR CONNECTED WITH THE SALES CONTRACT OR THE MANUFACTUREincidental, SALEconsequential, DELIVERY OR USE OF THE GOODS EXCEED THE PURCHASE PRICE OF THE GOODSexemplary, punitive, or special damages, including without limitation, lost revenues, profits or recall (including, without limitation, any voluntary customer satisfaction or other service campaign or similar action) expenses, nor shall Seller’s liability on any claim for damages arising out of or connected with the Contract or the manufacture, sale, delivery or use of the Goods exceed the purchase price of the Goods previously paid by Buyer to Seller. Any warranty rights which Seller may have relating to any Goods provided by other suppliers will, unless contractually prohibited, be assigned to Buyer upon request. Seller shall not be liable for failure to perform its obligations under the sales contract Contract resulting directly or indirectly from or contributed to by acts of God; acts of Buyer; civil or military authority; fires; strikes or other open disputes; accidents; floods; epidemics; war; riot: delays in transportation; lack of or inability to obtain raw materials, components, labor, fuel or supplies; or other circumstances beyond Sellers Seller’s reasonable control. Without limiting any other rights or remedies available to Seller under the Contract or applicable law, whether or not similar to in the foregoing.event Seller claims Buyer has breached any of its obligations under the Contract, Seller may recover damages resulting from the default, including, without limitation, (i) the Contract price for completed Goods and the cost of work-in-progress and raw materials and

Remedies and Limitation of Liability. If In the event Buyer claims Seller has breached any of its obligations under the sales contractContract, whether of warranty or otherwise, Seller may request the return of Goods and tender to Buyer the goods. In purchase price previously paid by Buyer, and in such event, Seller shall have no further obligation under the sales contract Contract except to refund such purchase price upon redelivery of the goodsGoods. No Goods may be returned without Seller’s written request. If Seller so requests the return of the goodsGoods, the goods Goods will be redelivered to Seller at Buyer’s expense by lowest cost mode of transportation unless otherwise authorized in accordance with writing by Seller's instructions . Seller reserves the right to inspect any claimed defect, repair defective Goods or install replacement parts, and at Sellers expenseperform any adjustment incident to satisfactory operation of the Goods. In the event Buyer claims Seller has breached any of its obligations under the Contract, whether of warranty or otherwise, and Seller has not delivered any Goods to Buyer, Seller may tender to Buyer the purchase price previously paid by Buyer for those Goods, and, in such event, Seller shall have no further obligation under the Contract except to refund such purchase price previously paid by Buyer. The remedies contained in this and the preceding section paragraph shall constitute the sole recourse of Buyer against Seller for breach of any of Seller's ’s obligations under the sales contractContract, whether of warranty or otherwise. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY AMOUNTS REPRESENTING LOSS OF PROFITSIn no event shall Seller be liable for incidental, LOSS OF BUSINESSconsequential or special damages, LOSS OF BUSINESS OPPORTUNITIES OR FOR ANY CONSEQUENTIALincluding without limitation, INCIDENTALlost revenues, INDIRECTprofits o recall expenses, PUNITIVE OR SPECIAL DAMAGESnor shall Seller’s liability on any claim for damages arising out of or connected with the Contract or the manufacture, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGESsale, NOR SHALL SELLER’S LIABILITY ON OR WITH RESPECT TO ANY CLAIM ARISING OUT OF OR CONNECTED WITH THE SALES CONTRACT OR THE MANUFACTUREdelivery or use of the Goods exceed the purchase price of the Goods previously paid by Buyer to Seller. Any warranty rights which Seller may have relating to any Goods provided by other suppliers will, SALEunless contractually prohibited, DELIVERY OR USE OF THE GOODS EXCEED THE PURCHASE PRICE OF THE GOODSbe assigned to Buyer upon request. Seller shall not be liable for failure to perform its obligations under the sales contract Contract resulting directly or indirectly from or contributed to by acts of God; acts of Buyer; civil or military authority; fires; strikes or other open disputes; accidents; floods; epidemics; war; riot: delays in transportation; lack of or inability to obtain raw materials, components, labor, fuel or supplies; or other circumstances beyond Sellers Seller’s reasonable control. In the event Seller claims Buyer has breached any of its obligations under the Contract, whether or not similar Seller may recover damages resulting from the Default, including (i) the Contract price for completed Goods and Services and the cost of work-in- progress and raw materials and (ii) the cost of unreimbursed and unamortized research and development, capital equipment, property, and supplies that are unique to the foregoingGoods.

Remedies and Limitation of Liability. If In the event Buyer claims Seller has breached any of its obligations under the sales contract, whether of warranty or otherwise, Seller may request the return of the goods. In goods and tender to Buyer the purchase price previously paid by Buyer, and in such event, Seller shall have no further obligation under the sales contract except to refund such purchase price upon redelivery of the goods. No goods may be returned without Seller’s written request. If Seller so requests the return of the goods, the goods will be redelivered unless otherwise authorized in writing by Seller. Seller reserves the right to inspect any claimed defect, repair defective goods or install replacement parts, and perform any adjustment incident to satisfactory operation of the goods. In the event Buyer claims Seller has breached any of its obligations under the contract, whether of warranty or otherwise, and Seller has not delivered any goods to Buyer, Seller may tender to Buyer the purchase price previously paid by Buyer, and, in accordance with Seller's instructions and at Sellers expensesuch event, Seller shall have no further obligation under the contract except to refund such purchase price previously paid by Buyer. The remedies contained in this and the preceding section paragraph shall constitute the sole recourse of Buyer against Seller for breach of any of Seller's ’s obligations under the sales contract, whether of warranty or otherwise. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY AMOUNTS REPRESENTING LOSS OF PROFITSIn no event shall Seller be liable for incidental, LOSS OF BUSINESSconsequential or special damages, LOSS OF BUSINESS OPPORTUNITIES OR FOR ANY CONSEQUENTIALincluding without limitation, INCIDENTALlost revenues, INDIRECTprofits or recall expenses, PUNITIVE OR SPECIAL DAMAGESnor shall Seller’s liability on any claim for damages arising out of or connected with the contract or the manufacture, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGESsale, NOR SHALL SELLER’S LIABILITY ON OR WITH RESPECT TO ANY CLAIM ARISING OUT OF OR CONNECTED WITH THE SALES CONTRACT OR THE MANUFACTURE, SALE, DELIVERY OR USE OF THE GOODS EXCEED THE PURCHASE PRICE OF THE GOODSdelivery or use of the goods exceed the purchase price of the goods previously paid by Buyer to Seller. Any warranty rights which Seller may have relating to any goods provided by other suppliers will be assigned to Buyer upon request. Seller shall not be liable for failure to perform its obligations under the sales contract resulting directly or indirectly from or contributed to by acts of God; acts of Buyer; civil or military authority; fires; strikes or other open disputes; accidents; floods; epidemics; war; riot: delays in transportation; lack of or inability to obtain raw materials, components, labor, fuel or supplies; or other circumstances beyond Sellers Seller’s reasonable control, whether or not similar to the foregoing.

Remedies and Limitation of Liability. If In the event Buyer claims Seller has breached any of its obligations under the sales contract, whether of warranty or otherwise, Seller may request the return of the goods. In goods and tender to Buyer the purchase price previously paid by Buyer, and in such event, Seller shall have no further obligation under the sales contract except to refund such purchase price upon redelivery of the goods. No goods may be returned without Seller's written request. If Seller so requests the return of the goods, the goods will be redelivered to Seller at Buyer's expense by lowest cost mode of transportation unless otherwise authorized in accordance with writing by Seller's instructions . Seller reserves the right to inspect any claimed defect, repair defective goods or install replacement parts, and at Sellers expenseperform any adjustment incident to satisfactory operation of the goods. In the event Buyer claims Seller has breached any of its obligations under the contract, whether of warranty or otherwise, and Seller has not delivered any goods to Buyer, Seller may tender to Buyer the purchase price previously paid by Buyer, and, in such event, Seller shall have no further obligation under the contract except to refund such purchase price previously paid by Buyer. The remedies contained in this and the preceding section paragraph shall constitute the sole recourse of Buyer against Seller for breach of any of Seller's obligations under the sales contract, whether of warranty or otherwise. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY AMOUNTS REPRESENTING LOSS OF PROFITSIn no event shall Seller be liable for incidental, LOSS OF BUSINESSconsequential or special damages, LOSS OF BUSINESS OPPORTUNITIES OR FOR ANY CONSEQUENTIALincluding without limitation, INCIDENTALlost revenues, INDIRECTlost profits, PUNITIVE OR SPECIAL DAMAGESrecall expenses, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGESor line down time of Buyer or Buyer's customer or a customer remote to Buyer, NOR SHALL SELLER’S LIABILITY ON OR WITH RESPECT TO ANY CLAIM ARISING OUT OF OR CONNECTED WITH THE SALES CONTRACT OR THE MANUFACTUREnor shall Seller's liability on any claim for damages arising out of or connected with the contract or the manufacture, SALEsale, DELIVERY OR USE OF THE GOODS EXCEED THE PURCHASE PRICE OF THE GOODSdelivery or use of the goods exceed the purchase price of the goods previously paid by Buyer to Seller. Any warranty rights which Seller may have relating to any goods provided by other suppliers will be assigned to Buyer upon request. Seller shall not be liable for failure to perform its obligations under the sales contract resulting directly or indirectly from or contributed to by acts of God; acts of Buyer; civil or military authority; fires; strikes or other open disputes; accidents; floods; epidemics; war; riot: delays in transportation; lack of or inability to obtain raw materials, components, labor, fuel or supplies; or other circumstances beyond Sellers Seller's reasonable control, whether or not similar to the foregoing.

Remedies and Limitation of Liability. If In the event Buyer claims Seller has breached any of its obligations under the sales this contract, whether of warranty or otherwise, Seller may request the return of the goods. In goods and tender to Buyer the purchase price previously paid by Buyer, and in such event, Seller shall have no further obligation under the sales contract except to refund such purchase price upon redelivery of the goods. No goods may be returned without Seller's written request. If Seller so requests the return of the goods, the goods will be redelivered to Seller at Buyer's expense by lowest cost mode of transportation unless otherwise authorized in accordance with writing by Seller's instructions . Seller reserves the right to inspect any claimed defect, repair defective goods or install replacement parts, and at Sellers expenseperform any adjustment incident to satisfactory operation of the goods. In the event Buyer claims Seller has breached any of its obligations under the contract, whether of warranty or otherwise, and Seller has not delivered any goods to Buyer, Seller may tender to Buyer the purchase price previously paid by Buyer, and, in such event, Seller shall have no further obligation under the contract except to refund such purchase price previously paid by Buyer. The remedies contained in this and the preceding section paragraph shall constitute the sole recourse of Buyer against Seller for breach of any of Seller's obligations under the sales contract, whether of warranty or otherwise. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY AMOUNTS REPRESENTING LOSS OF PROFITSIn no event shall Seller be liable for incidental, LOSS OF BUSINESSconsequential or special damages, LOSS OF BUSINESS OPPORTUNITIES OR FOR ANY CONSEQUENTIALincluding without limitation, INCIDENTALlost revenues, INDIRECTlost profits, PUNITIVE OR SPECIAL DAMAGESrecall expenses, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGESor line down time of Buyer or Buyer's customer or a customer remote to Buyer, NOR SHALL SELLER’S LIABILITY ON OR WITH RESPECT TO ANY CLAIM ARISING OUT OF OR CONNECTED WITH THE SALES CONTRACT OR THE MANUFACTUREnor shall Seller's liability on any claim for damages arising out of or connected with the contract or the manufacture, SALEsale, DELIVERY OR USE OF THE GOODS EXCEED THE PURCHASE PRICE OF THE GOODSdelivery or use of the goods exceed the purchase price of the goods previously paid by Buyer to Seller. Any warranty rights which Seller may have relating to any goods provided by other suppliers will be assigned to Buyer upon request. Seller shall not be liable for failure to perform its obligations under the sales contract resulting directly or indirectly from or contributed to by acts of God; acts of Buyer; civil or military authority; fires; strikes or other open disputes; accidents; floods; epidemics; war; riot: delays in transportation; lack of or inability to obtain raw materials, components, labor, fuel or supplies; or other circumstances beyond Sellers Seller's reasonable control, whether or not similar to the foregoing.

Remedies and Limitation of Liability. If In the event Buyer claims Seller has breached any of its obligations under the sales this contract, whether of warranty or otherwise, Seller may request the return of the goods. In goods and tender to Buyer the purchase price previously paid by Buyer, and in such event, Seller shall have no further obligation under the sales contract except to refund such purchase price upon redelivery of the goods. No goods may be returned without Xxxxxx's written request. If Seller so requests the return of the goods, the goods will be redelivered to Seller at Buyer's expense by lowest cost mode of transportation unless otherwise authorized in accordance with writing by Seller's instructions . Seller reserves the right to inspect any claimed defect, repair defective goods or install replacement parts, and at Sellers expenseperform any adjustment incident to satisfactory operation of the goods. In the event Buyer claims Seller has breached any of its obligations under the contract, whether of warranty or otherwise, and Seller has not delivered any goods to Buyer, Seller may tender to Buyer the purchase price previously paid by Buyer, and, in such event, Seller shall have no further obligation under the contract except to refund such purchase price previously paid by Buyer. The remedies contained in this and the preceding section paragraph shall constitute the sole recourse of Buyer against Seller for breach of any of Seller's obligations under the sales contract, whether of warranty or otherwise. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY AMOUNTS REPRESENTING LOSS OF PROFITSIn no event shall Seller be liable for incidental, LOSS OF BUSINESSconsequential or special damages, LOSS OF BUSINESS OPPORTUNITIES OR FOR ANY CONSEQUENTIALincluding without limitation, INCIDENTALlost revenues, INDIRECTlost profits, PUNITIVE OR SPECIAL DAMAGESrecall expenses, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGESor line down time of Buyer or Buyer's customer or a customer remote to Buyer, NOR SHALL SELLER’S LIABILITY ON OR WITH RESPECT TO ANY CLAIM ARISING OUT OF OR CONNECTED WITH THE SALES CONTRACT OR THE MANUFACTUREnor shall Seller's liability on any claim for damages arising out of or connected with the contract or the manufacture, SALEsale, DELIVERY OR USE OF THE GOODS EXCEED THE PURCHASE PRICE OF THE GOODSdelivery or use of the goods exceed the purchase price of the goods previously paid by Buyer to Seller. Any warranty rights which Seller may have relating to any goods provided by other suppliers will be assigned to Buyer upon request. Seller shall not be liable for failure to perform its obligations under the sales contract resulting directly or indirectly from or contributed to by acts of God; acts of Buyer; civil or military authority; fires; strikes or other open disputes; accidents; floods; epidemics; war; riot: delays in transportation; lack of or inability to obtain raw materials, components, labor, fuel or supplies; or other circumstances beyond Sellers Seller's reasonable control, whether or not similar to the foregoing.

Remedies and Limitation of Liability. If Buyer claims In the event Seller has breached any of its obligations under the sales contract, whether of warranty or otherwise, Seller may request the return of the goods. In particular goods to which the breach relates and tender to Buyer the purchase price theretofore paid by Buyer, and, in such event, Seller shall have no further obligation under the sales contract except expect to refund such purchase price upon redelivery of the goods. If Seller is in breach as to any particular goods and so requests the return of the goods, the goods will be redelivered to Seller in accordance with Seller's instructions and at Sellers Seller's expense. The remedies contained in this and the preceding section shall constitute the sole recourse of Buyer against Seller for breach of any of Seller's obligations under the sales contractTHE REMEDIES CONTAINED IN THIS AND THE PRECEDING PARAGRAPH SHALL CONSTITUTE THE SOLE RECOURSE OF BUYER AGAINST SELLER FOR BREACH OF ANY OF SELLER’S OBLIGATIONS UNDER THE SALES CONTRACT, whether of warranty or otherwiseWHETHER OF WARRANTY OR OTHERWISE. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY AMOUNTS REPRESENTING LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF BUSINESS OPPORTUNITIES INCIDENTAL OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, CONSEQUENTIAL DAMAGES NOR SHALL SELLER’S LIABILITY ON OR WITH RESPECT TO ANY CLAIM FOR DAMAGES ARISING OUT OF OR CONNECTED WITH THE SALES CONTRACT OR THE MANUFACTURE, SALE, DELIVERY OR USE OF THE GOODS EXCEED THE PURCHASE PRICE OF THE GOODS. Seller shall not be liable for failure to perform its obligations under the sales contract resulting directly or indirectly from or contributed to by acts of God; acts of Buyer; civil or military authority; priorities; fires; strikes or other open labor disputes; accidents; floods; epidemics; war; riot: ; delays in transportation; lack of or inability to obtain raw materials, components, labor, fuel or supplies; or other circumstances beyond Sellers Seller's reasonable control, whether similar or not similar dissimilar to the foregoing.

Remedies and Limitation of Liability. If In the event Buyer claims Seller has breached any of its obligations under the sales contractContract, whether of warranty or otherwise, Seller may request the return of Goods and tender or credit to Buyer the goods. In purchase price previously paid by Buyer, and in such event, Seller shall have no further obligation under the sales contract Contract except to refund or credit such purchase price upon redelivery of the goodsGoods. No Goods may be returned without Seller’s written request. If Seller so requests the return of the goodsGoods, the goods Goods will be redelivered to Seller at Buyer’s expense by lowest cost mode of transportation unless otherwise authorized in accordance with writing by Seller's instructions . Seller reserves the right to inspect any claimed defect, repair defective Goods or install replacement parts, and at Sellers expenseperform any adjustment incident to satisfactory operation of the Goods. In the event Buyer claims Seller has breached any of its obligations under the Contract, whether of warranty or otherwise, and Seller has not delivered any Goods to Buyer, Seller may refund or credit to Buyer the purchase price previously paid by Buyer for those Goods, and, in such event, Seller shall have no further obligation under the Contract except to refund or credit such purchase price previously paid by Buyer. The remedies contained in this and the two (2) preceding section paragraphs together with Seller’s Indemnification Obligations shall constitute the sole recourse of Buyer against Seller for breach of any of Seller's ’s obligations under the sales contractContract, whether of warranty or otherwise; provided, however, such remedies shall be unavailable to Buyer if Buyer inspected or reasonably should have inspected the Goods and could have discovered the non-conforming Goods upon such inspection, which failure shall be deemed an irrevocable waiver by Buyer of such or any other remedies. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY AMOUNTS REPRESENTING LOSS OF PROFITSAfter identifying any non-conforming Goods, LOSS OF BUSINESSwithin ten (10) days of Buyer’s discovery of the nonconformance (or when Buyer reasonably should have discovered the nonconformance), LOSS OF BUSINESS OPPORTUNITIES OR FOR ANY CONSEQUENTIALBuyer will provide Seller written notice thereof together with the results of its internal root cause analysis of the non-conformance(s) and any other information requested by Seller relating to the non-conformance(s). Buyer shall further cooperate with Seller in a joint root cause analysis led by Seller, INCIDENTALand in developing and implementing corrective action programs or other plan(s) to remediate potential failures that may have contributed to such non- conformance(s), INDIRECTwhich cooperation shall include, PUNITIVE OR SPECIAL DAMAGESwithout limitation, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGESproviding Seller and its agents reasonable access to Buyer’s personnel and operations. In no event shall Seller be liable for indirect, NOR SHALL SELLER’S LIABILITY ON OR WITH RESPECT TO ANY CLAIM ARISING OUT OF OR CONNECTED WITH THE SALES CONTRACT OR THE MANUFACTUREincidental, SALEconsequential, DELIVERY OR USE OF THE GOODS EXCEED THE PURCHASE PRICE OF THE GOODSexemplary, punitive, or special damages, including without limitation, lost revenues, profits or recall (including, without limitation, any voluntary customer satisfaction or other service campaign or similar action) expenses, nor shall Seller’s liability on any claim for damages arising out of or connected with the Contract or the manufacture, sale, delivery or use of the Goods exceed the purchase price of the Goods previously paid by Buyer to Seller. Any warranty rights which Seller may have relating to any Goods provided by other suppliers will, unless contractually prohibited, be assigned to Buyer upon request. Seller shall not be liable for failure to perform its obligations under the sales contract Contract resulting directly or indirectly from or contributed to by acts of God; acts of Buyer; civil or military authority; fires; strikes or other open disputes; accidents; floods; epidemics; war; riot: delays in transportation; lack of or inability to obtain raw materials, components, labor, fuel or supplies; or other circumstances beyond Sellers Seller’s reasonable control. Without limiting any other rights or remedies available to Seller under the Contract or applicable law, whether or not similar to in the foregoing.event Seller claims Buyer has breached any of its obligations under the Contract, Seller may recover damages resulting from the default, including, without limitation, (i) the Contract price for completed Goods and the cost of work-in-progress and raw materials and

Remedies and Limitation of Liability. If In the event Buyer claims Seller has breached any of its obligations under the sales contractContract, whether of warranty or otherwise, Seller may request the return of Goods and tender to Buyer the goods. In purchase price previously paid by Buyer, and in such event, Seller shall have no further obligation under the sales contract Contract except to refund such purchase price upon redelivery of the goodsGoods. No Goods may be returned without Seller’s written request. If Seller so requests the return of the goodsGoods, the goods Goods will be redelivered to Seller at Buyer’s expense by lowest cost mode of transportation unless otherwise authorized in accordance with writing by Seller's instructions . Seller reserves the right to inspect any claimed defect, repair defective Goods or install replacement parts, and at Sellers expenseperform any adjustment incident to satisfactory operation of the Goods. In the event Buyer claims Seller has breached any of its obligations under the Contract, whether of warranty or otherwise, and Seller has not delivered any Goods to Buyer, Seller may tender to Buyer the purchase price previously paid by Buyer for those Goods, and, in such event, Seller shall have no further obligation under the Contract except to refund such purchase price previously paid by Buyer. The remedies contained in this and the preceding section paragraph shall constitute the sole recourse of Buyer against Seller for breach of any of Seller's ’s obligations under the sales contractContract, whether of warranty or otherwise. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY AMOUNTS REPRESENTING LOSS OF PROFITSIn no event shall Seller be liable for indirect, LOSS OF BUSINESSincidental, LOSS OF BUSINESS OPPORTUNITIES OR FOR ANY CONSEQUENTIALconsequential, INCIDENTALexemplary, INDIRECTpunitive, PUNITIVE OR SPECIAL DAMAGESor special damages, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGESincluding without limitation, NOR SHALL SELLER’S LIABILITY ON OR WITH RESPECT TO ANY CLAIM ARISING OUT OF OR CONNECTED WITH THE SALES CONTRACT OR THE MANUFACTURElost revenues, SALEprofits or recall expenses, DELIVERY OR USE OF THE GOODS EXCEED THE PURCHASE PRICE OF THE GOODSnor shall Seller’s liability on any claim for damages arising out of or connected with the Contract or the manufacture, sale, delivery or use of the Goods exceed the purchase price of the Goods previously paid by Buyer to Seller. Any warranty rights which Seller may have relating to any Goods provided by other suppliers will, unless contractually prohibited, be assigned to Buyer upon request. Seller shall not be liable for failure to perform its obligations under the sales contract Contract resulting directly or indirectly from or contributed to by acts of God; acts of Buyer; civil or military authority; fires; strikes or other open disputes; accidents; floods; epidemics; war; riot: delays in transportation; lack of or inability to obtain raw materials, components, labor, fuel or supplies; or other circumstances beyond Sellers Seller’s reasonable control. In the event Seller claims Buyer has breached any of its obligations under the Contract, whether or not similar Seller may recover damages resulting from the default, including (i) the Contract price for completed Goods and Services and the cost of work-in-progress and raw materials and (ii) the cost of unreimbursed and unamortized research and development, capital equipment, property, and supplies that are unique to the foregoingGoods.