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Elk River Municipal Utilities 18 SupplierCore & Main LP
<br />Equipment Warranty. During the Equipment Warranty Period, Supplier warrants that the
<br />Equipment furnished to ERMU under this Agreement and all components thereof will comply
<br />with the Specifications and will be: (1) of new manufacture upon the Delivery Date, (2) free
<br />from defects in design, workmanship, and materials, (3) conveyed to ERMU with good title, free
<br />and clear of all security interests, liens, encumbrances, or claims of subcontractors and third
<br />party suppliers, and (4) fully tested in accordance with the manufacturer’s Specifications. This
<br />warranty does not cover Equipment in poor operating condition due to: (a) changes made by
<br />ERMU to the Equipment without Supplier’s prior consent; (b) use with third party software,
<br />hardware, or firmware that Supplier has not provided to ERMU under this Agreement or
<br />approved in writing for use with Equipment; (c) ERMU’s or a third party’s misuse, abuse,
<br />negligence, or failure to install, test, handle, or operate the Equipment in accordance with express
<br />use conditions documented and provided to ERMU; or (d) a Force Majeure Event. Supplier will
<br />repair Equipment damaged by any of the foregoing items (a) to (d) above only upon ERMU’s
<br />payment of costs to repair or replace such damaged Equipment.
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<br />AMI System Warranty. For as long as ERMU has purchased support services and for the
<br />duration of the AMI System Warranty per section 19, AMI System Life Expectancy, Supplier
<br />warrants that the AMI System will perform in accordance with manufacturer documentation and
<br />Specifications. This AMI System warranty only covers problems reported to Supplier in writing
<br />during such AMI System Warranty Period. In the event of a breach of the foregoing AMI System
<br />warranty, in addition to Supplier’s other obligations under this Agreement, Supplier will, under
<br />the terms of the manufacturer’s warranty, repair, modify, or adjust the AMI System to make it
<br />conform to the foregoing AMI System warranty.
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<br />IP Warranty. To the extent set forth in the applicable manufacturer’s warranty, Supplier warrants
<br />that the sale of, use, or incorporation into manufactured products of all machines, parts,
<br />components, services, devices, material, and rights furnished or licensed hereunder which are not
<br />of ERMU’s design, composition or manufacture shall be free from any patent, copyright,
<br />trademark, or other proprietary rights for the payment of any license fee or royalty to others by
<br />ERMU.
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<br />Manufacturer’s Warranty. Notwithstanding anything contained herein to the contrary, the
<br />manufacturer’s warranty only shall apply to all materials purchased by ERMU hereunder.
<br />ERMU acknowledges that Supplier is a distributor of materials only, and therefore offers no
<br />additional warranties. SUPPLIER SPECIFICALLY DISCLAIMS ALL OTHER
<br />WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED
<br />WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
<br />PURPOSE. IN NO EVENT, WHETHER ARISING OUT OF WARRANTY, INDEMNITY,
<br />TORT, CONTRACT OR OTHERWISE, SHALL SUPPLIER BE LIABLE FOR ANY
<br />INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES
<br />OF ANY KIND.
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<br />Compliance with Laws. The Supplier warrants that the Work, upon delivery and when operated
<br />in accordance with the manufacturer’s documentation, will comply with and will have been
<br />produced, processed, delivered, and sold in conformity with all applicable federal, state, and
<br />local laws and administrative regulations and orders.
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