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DFS Proprietary and Confidential
<br />Rev. February 13, 2020
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<br />remedies available to it, evacuate some or all of its personnel from Site, suspend performance of all
<br />or any part of the Contract, or remotely perform or supervise work. Any such occurrence will be
<br />considered an excusable event. Buyer shall reasonably assist in any such evacuation.
<br />13.4 Operation of Buyer’s equipment is the responsibility of Buyer. Buyer shall not require or permit Seller’s
<br />personnel to operate Buyer’s equipment at Site.
<br />13.5 Buyer will make its Site medical facilities and resources available to Seller personnel who need medical
<br />attention.
<br />13.6 Seller has no responsibility or liability for the pre-existing condition of Buyer’s equipment or the Site.
<br />Prior to Seller’s starting any work at Site, Buyer will provide documentation that identifies the presence
<br />and condition of any Hazardous Materials existing in or about Buyer’s equipment or the Site that Seller
<br />may encounter while performing under this Contract. Buyer shall disclose to Seller industrial hygiene
<br />and environmental monitoring data regarding conditions that may affect Seller’s work or personnel at
<br />the Site. Buyer shall keep Seller informed of changes in any such conditions.
<br />13.7 Seller shall notify Buyer if Seller becomes aware of: (a) conditions at the Site differing materially from
<br />those disclosed by Buyer, or (b) previously unknown physical conditions at Site differing materially
<br />from those ordinarily encountered and generally recognized as inherent in work of the character
<br />provided for in the Contract. If any such conditions cause an increase in Seller's cost of, or the time
<br />required for, performance of any part of the work under the Contract, an equitable adjustment in price
<br />and schedule will be made.
<br />13.8 If Seller encounters Hazardous Materials in Buyer’s equipment or at the Site that require special
<br />handling or disposal, Seller is not obligated to continue work affected by the hazardous conditions. In
<br />such an event, Buyer shall eliminate the hazardous conditions in accordance with applicable laws and
<br />regulations so that Seller’s work under the Contract may safely proceed, and Seller will be entitled to
<br />an equitable adjustment of the price and schedule to compensate for any increase in Seller’s cost of,
<br />or time required for, performance of any part of the work. Buyer shall properly store, transport and
<br />dispose of all Hazardous Materials introduced, produced or generated in the course of Seller’s work at
<br />the Site.
<br />13.9 Buyer shall indemnify Seller for any and all claims, damages, losses, and expenses arising out of or
<br />relating to any Hazardous Materials which are or were (a) present in or about Buyer’s equipment or
<br />the Site prior to the commencement of Seller’s work; (b) improperly handled or disposed of by Buyer
<br />or Buyer’s employees, agents, contractors or subcontractors; or (c) brought, generated, produced or
<br />released on Site by parties other than Seller.
<br />13.10 The Buyer shall be responsible for each Site’s compliance with NFPA-30A, EN 13617 (or any
<br />successor standard) and all applicable building and safety codes and taking appropriate safety
<br />measures in accordance with industry best practices. It is the responsibility of the Buyer to operate
<br />Site locations safely at all times. Seller shall not be responsible for the design or installation of safety
<br />measures not included as a component of the Products; including, without limitation, bollards and traffic
<br />control structures, emergency stop buttons, shear or impact valves, other fire suppression devices or
<br />the inadequacy and/or failure of environmental risk mitigation measures. Except where installed in the
<br />factory, Seller shall not be responsible for hanging hardware, filters or other component parts of the
<br />system not supplied by Seller.
<br />14.Limitations of Liability
<br />14.1 The total liability of Seller for all claims of any kind arising from or related to the formation, performance
<br />or breach of this Contract, or any Products or Services, will not exceed the (a) Contract Price; or (b) if
<br />Buyer places multiple Purchase Order(s) under the Contract, the price of each particular Purchase
<br />Order for all claims arising from or related to that Purchase Order and US
<br />$10,000 for all claims not arising from a particular Purchase Order.
<br />14.2 Seller will not be liable for loss of profit or revenues, loss of use of equipment or systems, interruption
<br />of business, environmental damages, cost of capital, downtime costs, increased operating costs, any
<br />special, consequential, incidental, indirect, or punitive damages, or claims of Buyer’s customers for
<br />any of the foregoing types of damages.
<br />Terms and Conditions of Sale – Products & Services
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