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Offer; Acceptance. These terms and conditions (these "Terms") are deemed part of all quotations, acknowledgments, invoices, purchase orders and other documents relating to the sale of goods and services (the "Goods") by Seller. If these Terms differ in any way from any purchase order, release or other document from Buyer, these Terms shall be construed as a counteroffer and will not be effective as an acceptance of any term thereof except on the express condition that Buyer assents to these Terms; provided that Buyer is deemed to have accepted these Terms upon the earlier of 10 days after receipt without objection and acceptance by Buyer of any Goods.

Warranties. (a) Exclusive Warranty. The exclusive Seller warranty is that the Goods are free from defects in materials and workmanship. This warranty is extended solely to Buyer and not to any successive buyers, users or other third parties. SELLER MAKES NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, ABOUT THE MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE GOODS. BUYER ACKNOWLEDGES THAT IT ALONE HAS DETERMINED THAT THE GOODS WILL SUITABLY MEET THE REQUIREMENTS OF THEIR INTENDED USE. SELLER DISCLAIMS ALL OTHER EXPRESS WARRANTIES. (b) Buyer Remedy. The exclusive remedy of Buyer as to any Good is that Seller shall repair or replace (at Seller's option) the Good (with Buyer responsible for labor charges for removal or replacement thereof), such obligation being subject to the following: (i) the Good's application was approved by Seller; (ii) Buyer delivers the Good to Seller with transportation charges prepaid; and (iii) analysis by Seller verifies that the Good was properly handled, installed, maintained, lubricated and not subject to abuse, misuse or inappropriate modification. (c) Damage Limits; Etc. SELLER SHALL NOT BE LIABLE FOR SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, LOSS OF PROFITS OR COMMERCIAL LOSS IN ANY WAY CONNECTED WITH THE GOODS, WHETHER SUCH CLAIM IS BASED IN CONTRACT, WARRANTY, NEGLIGENCE OR STRICT LIABILITY. Further, in no event shall liability of Seller for any act exceed the price of the Good on which liability is asserted. Buyer must commence any action within one year after the sale of such Good by Seller.

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Confidentiality; Inventions. (a) Confidentiality. All information and materials supplied by Seller to Buyer relating to the Goods are confidential and proprietary, and Buyer shall limit distribution thereof to its trusted employees and use its best efforts to preserve the confidentiality thereof. (b) Inventions; Etc. If Seller or any of its affiliates makes a discovery or invention pertaining to any research, development or design work contemplated hereby, such discovery or invention shall be the sole property of Seller and licensing shall be at the discretion of Seller.

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Miscellaneous. (a) Waiver. No failure or delay by Seller in exercising any right and no course of dealing between Buyer and Seller shall operate as a waiver of rights by Seller. (b) Assignment. Buyer may not assign its rights hereunder without the Seller's written consent. (c) Law. Illinois law (without regard to conflict of law principles) governs. (d) Amendment. This Agreement constitutes the entire agreement between Buyer and Seller relating to the Goods, and no provision may be changed or waived unless in a writing signed by the parties. (e) Severability. If any provision hereof is rendered ineffective or invalid, such provision shall not invalidate any other provision. (f) Setoff. All claims hereunder by Seller are subject to setoff by Seller for any counterclaim arising out of any transaction with Buyer. (g) Tooling; Etc. All materials, equipment, facilities and special tooling Seller uses to manufacture Goods shall remain the property of Seller. (h) Definitions. As used herein, "including" means "including without limitation."

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