DELIVER ONLY SUCH EQUIPMENT
AS ARE SPECIFICALLY ORDERED BY RELIANCE PURSUANT TO A PURCHASE ORDER. RELIANCE
SHALL NOT BE OBLIGATED TO PAY FOR ANY EQUIPMENT NOT COVERED BY A PURCHASE ORDER.
3.2
MINIMUM PURCHASE COMMITMENT
Notwithstanding anything to the contrary, Reliance agrees that it shall, between
[***] from Vendor (the "Minimum Committed Quantity") subject to Vendor's
continued conformance with the terms set forth in the Documents.
3.3
SPARE AND REPLACEMENT PARTS.
3.3.1
THE VENDOR SHALL PROVIDE TO RELIANCE THE
TYPE AND QUANTITY OF THE SPARE AND REPLACEMENT PARTS TO BE MAINTAINED BY
RELIANCE (THE "SPARES") IN RELATION TO THE EQUIPMENT, INCLUDING WITHOUT
LIMITATION SPARE AND REPLACEMENT PARTS FOR ALL UPGRADES AND ENHANCEMENTS
PURCHASED BY RELIANCE, AND IN ACCORDANCE WITH INDUSTRY STANDARDS APPLICABLE FOR
SIMILAR NETWORKS, AS SET FORTH ON EXHIBIT B HERETO (THE "INITIAL SPARES").
VENDOR SHALL ALSO RECOMMEND STORAGE LOCATIONS FOR SUCH SPARES.
VENDOR WARRANTS
THAT THE INITIAL SPARES SHALL BE SUFFICIENT FOR THE MAINTENANCE AND REPAIR OF
ALL OF THE EQUIPMENT DURING THE LIFETIME OF THE EQUIPMENT TO MAINTAIN AND ENABLE
THE BROADBAND ACCESS RELIANCE NETWORK TO OPERATE IN ACCORDANCE WITH THE
SPECIFICATIONS AT ALL TIMES, PROVIDED THAT RELIANCE MAINTAINS THE SPARES AND THE
INITIAL BROADBAND ACCESS RELIANCE NETWORK IN ACCORDANCE WITH THE PROCEDURES SET
FORTH IN THE SPECIFICATIONS. WITH RESPECT TO EXPANSIONS, RELIANCE SHALL PURCHASE
ADDITIONAL SPARES TO SUPPORT THE GROWTH OF THE BROADBAND ACCESS RELIANCE
NETWORK.
VENDOR SHALL SIMILARLY RECOMMEND THE TYPE, QUANTITY AND STORAGE
LOCATIONS OF SUCH SPARES WITH RESPECT TO EXPANSIONS NECESSARY TO SUPPORT THE
GROWTH OF THE BROADBAND ACCESS RELIANCE NETWORK.
3.3.2
RELIANCE SHALL PURCHASE SPARE AND
REPLACEMENT PARTS, SUBJECT TO THE LIMITATIONS SET FORTH IN THIS SECTION 3.3.2,
AT PRICES NO GREATER THAN [***] FOR THE RESPECTIVE ITEMS OF EQUIPMENT
CORRESPONDING TO THE SPARE AND REPLACEMENT PARTS DETERMINED IN ACCORDANCE WITH
SECTION 5.2 BELOW. IN THE EVENT THAT ANY ADDITIONAL SPARE AND REPLACEMENT PARTS
ARE REQUIRED, WHICH WERE NOT INITIALLY INCLUDED IN THE INITIAL SPARES, SUCH
ADDITIONAL SPARE AND REPLACEMENT PARTS SHALL BE PROVIDED BY THE VENDOR AT [***]
WITHIN THE APPLICABLE TIME PERIOD SET FORTH IN THE SPECIFICATIONS IF SUCH
ADDITIONAL SPARES ARE REQUIRED BY RELIANCE FOR REASONS ATTRIBUTABLE TO THE
VENDOR AS A RESULT OF VENDOR HAVING TO COMPLY WITH THE SERVICE LEVELS AND/OR
MEAN TIME TO REPAIR ("MTTR") AS SPECIFIED IN ANNEXURE 1A TO THE SPECIFICATIONS
(TECHNICAL SUPPORT SERVICES) AND/OR PERFORMANCE CRITERIA AS SPECIFIED IN THE
SPECIFICATIONS.
3.3.3
TO THE EXTENT THAT SPARE PARTS NEED TO BE
ACQUIRED FROM THIRD PARTY PROVIDERS (OTHER THAN SUBCONTRACTORS), THE VENDOR
SHALL USE ALL REASONABLE COMMERCIAL
3
efforts to obtain from such suppliers a supply of spare and replacement parts in
connection with the supply of the related Equipment, at a price to be mutually
agreed between the Parties. All spare parts obtained by the Vendor at [***] from
Third Party Providers shall be provided to Reliance at [***].
3.3.4
IN ALL CASES, UNTIL THE EXPIRATION OF THE
APPLICABLE PRODUCT WARRANTY PERIOD, AND DURING THE PERIOD THAT RELIANCE HAS
PURCHASED WARRANTY COVERAGE