BUT NOT LIMITED TO,
FAILURE OR DELAY IN PERFORMANCE OR DELIVERY DUE TO ANY CAUSE WHATSOEVER), TORT
(INCLUDING, WITHOUT LIMITATION, NEGLIGENCE OR STRICT LIABILITY) OR OTHERWISE.
IN NO EVENT SHALL SUPPLIER BE LIABLE FOR LOSS OF PROFITS OR REVENUE OR FOR ANY
INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES.
REGARDLESS OF ANY PRIOR
DEALINGS, ANY CLAIM BY CUSTOMER SHALL BE DEEMED WAIVED UNLESS PRESENTED IN
WRITING TO SUPPLIER WITHIN 60 DAYS FROM THE DATE OF DELIVERY TO CUSTOMER (OR, IN
THE CASE OF NONDELIVERY, 60 DAYS FROM THE DATE FIXED FOR DELIVERY).
WITH
RESPECT TO CONFORMITY OF THE PRODUCT TO APPLICABLE SPECIFICATIONS, THE 60 DAY
CLAIM LIMITATION SHALL BE EXTENDED TO ONE YEAR FROM THE DATE OF DELIVERY.
5
10.
ASSIGNMENT OF RIGHTS.
THIS AGREEMENT SHALL NOT CONFER ANY RIGHTS
OR REMEDIES UPON ANY PERSON OTHER THAN THE PARTIES, THEIR RESPECTIVE SUCCESSORS
AND PERMITTED ASSIGNS.
THIS AGREEMENT SHALL BE BINDING UPON AND INURE TO THE
BENEFIT OF THE PARTIES NAMED HEREIN AND THEIR RESPECTIVE SUCCESSORS AND
PERMITTED ASSIGNS.
NO PARTY MAY ASSIGN EITHER THIS AGREEMENT OR ANY OF ITS
RIGHTS, INTERESTS, OR OBLIGATIONS HEREUNDER WITHOUT THE PRIOR WRITTEN APPROVAL
OF THE OTHER PARTY; PROVIDED, HOWEVER, THAT (X) CUSTOMER MAY (I) ASSIGN ANY OR
ALL OF ITS RIGHTS AND INTERESTS HEREUNDER TO ONE OR MORE OF ITS AFFILIATES AND
(II) DESIGNATE ONE OR MORE OF ITS AFFILIATES TO PERFORM ITS OBLIGATIONS
HEREUNDER (IN ANY OR ALL OF WHICH CASES CUSTOMER NONETHELESS SHALL REMAIN
RESPONSIBLE FOR THE PERFORMANCE OF ALL OF ITS OBLIGATIONS HEREUNDER).
11.
HEADINGS.
THE SECTION HEADINGS CONTAINED IN THIS AGREEMENT ARE
INSERTED FOR CONVENIENCE ONLY AND SHALL NOT AFFECT IN ANY WAY THE MEANING OR
INTERPRETATION OF THIS AGREEMENT.
12.
NOTICES.
ALL NOTICES, REQUESTS DEMANDS, CLAIMS, AND OTHER
COMMUNICATIONS HEREUNDER WILL BE IN WRITING.
ANY NOTICE, REQUEST, DEMAND,
CLAIM, OR OTHER COMMUNICATION HEREUNDER SHALL BE DEEMED DULY GIVEN IF SENT BY
TELECOPIER (WITH WRITTEN CONFIRMATION OF RECEIPT) (AND A COPY IS MAILED, BY
REGISTERED OR CERTIFIED MAIL, RETURN RECEIPT REQUESTED, POSTAGE PREPAID), OR IF
SENT BY A NATIONALLY RECOGNIZED OVERNIGHT DELIVERY SERVICE (WITH WRITTEN
CONFIRMATION OF RECEIPT IN EACH CASE) ADDRESSED TO THE INTENDED RECIPIENT, AS
SET FORTH BELOW:
If to Supplier:
Myers Power Products, Inc.
2000 Highland Avenue
Bethlehem, Pennsylvania 18020
Attention:
Walter Rogers
Facsimile: (610) 868-8686
Copy to:
Altheimer & Gray
Suite 4000
10 S. Wacker Drive
Chicago, Illinois 60606
Attention:
David W. Schoenberg
Facsimile:
(312) 715-4987
If to Customer:
Green Light Acquisition Company
One East Wacker Drive
Chicago, Illinois
60601
Attention:
Leslie J. Jezuit
Facsimile:
(312) 467-0197
6
Copy to:
Holland & Knight LLC
30th Floor
131 S. Dearborn Street
Chicago, Illinois
60603
Attention:
Anne Hamblin Schiave
Facsimile:
(312) 578-6666
Any Party may send any notice, request, demand, claim, or other communication
hereunder to the intended recipient at the address set forth above using any
other means (including personal delivery, expedited courier, messenger service,
telecopy, telex, ordinary mail, or electronic mail), but no such notice,
request, demand, claim, or other communication shall be deemed to