Common use of Remedies in the Case of Nonconforming or Damaged Products Clause in Contracts

Remedies in the Case of Nonconforming or Damaged Products. In the event Sylvamo or a customer of Sylvamo rejects or revokes acceptance of any Product that has a Manufacturing Defect, Sylvamo shall promptly notify IP, and the Parties shall cooperate in good faith to resolve such claim in a manner consistent in all material respects with IP’s past practice. Except as provided in Section 8, Sylvamo’s sole and exclusive remedy for any Manufacturing Defect shall be, at Sylvamo’s option, (i) IP’s replacement of the defective or nonconforming Products with conforming Products without charge to Sylvamo (provided that any sale proceeds received by Sylvamo for such replaced defective or nonconforming Products, as more fully described in Section 5, shall be remitted to IP) or (ii) a refund to Sylvamo of the Mill Cash Cost (as defined below) associated with the defective or nonconforming Products net of any proceeds received by Sylvamo from the sale of such defective or nonconforming Products, as more fully described in Section 5. For the avoidance of doubt, IP shall not be liable to Sylvamo in the event a customer of Sylvamo rejects or revokes acceptance of any Products for any reason other than a Manufacturing Defect and any associated freight cost reimbursements. A “Manufacturing Defect” with respect to any Product shall mean the failure to meet the Specifications or readily apparent and visible handling or transit damage.

Remedies in the Case of Nonconforming or Damaged Products. In the event Sylvamo or a customer of Sylvamo rejects or revokes acceptance of any Product that has a Manufacturing Defect, Sylvamo shall promptly notify IP, and the Parties shall cooperate in good faith to resolve such claim in a manner consistent in all material respects with IP’s past practice. Except as provided in Section 89, Sylvamo’s sole and exclusive remedy for any Manufacturing Defect shall be, at Sylvamo’s option, (i) IP’s replacement of the defective or nonconforming Products with conforming Products without charge to Sylvamo (provided that any sale proceeds received by Sylvamo for such replaced defective or nonconforming Products, as more fully described in Section 5, shall be remitted to IP) or (ii) a refund to Sylvamo of the Mill Cash Cost (as defined below) associated with the defective or nonconforming Products net of any proceeds received by Sylvamo from the sale of such defective or nonconforming Products, as more fully described in Section 5. For the avoidance of doubt, IP shall not be liable to Sylvamo in the event a customer of Sylvamo rejects or revokes acceptance of any Products for any reason other than a Manufacturing Defect and any associated freight cost reimbursements. A “Manufacturing Defect” with respect to any Product shall mean the failure to meet the Specifications or readily apparent and visible handling or transit damage.