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8 Unless otherwise agreed by the parties in writing. ID) GE shalt determine the method and routing of all deliveries, 161 delivery dates and
<br />times are approximate and based on til prompt receipt by G E of oll information necessary to permit GE to proceed with work immediately and
<br />without interruption, till Customer's compliance with the payment terms, hill prompt receipt by GF of all evidence GE mog request that ong
<br />required exportor import license, as applicable, is in effect, Id the prices for the products include only G E's usual quality processes, systems,
<br />and tests and Idl portal deliveries shall be permitted.
<br />8.3 Products shall be prepared, packed and shipped by or on behalf of GE in accordance with good commercial practices unless otherwise
<br />agreed by the parties. A complete packing list shall be enclosed with all shipments, Customer agrees to reimburse GE for Ong costs forcing
<br />non-standard peaking, marking or Shipping directions contained in the purchase order -
<br />9 Export.
<br />9.1 Customer agrees to be aware of and comply with U.S. export laws and regulations, and the applicable export lows and regulations of any
<br />other country to ensure thot the Products or technology will not be used, sold, transferred, or re-exported in violation of such laws and
<br />regulations.
<br />9.2 In addition to the representation in paragraph 9.1 above, Customer agrees that it shall not, without prior U.S. government outhor2ation,
<br />export, reexport, or transfer Products or technology either directly or indirectly: ll to any country subject to a comprehensive U.S. trade
<br />embargo or to any resident or national of any such country; 21 to any person or carry listed on the "Entity List' or 'Denied Persons List"
<br />maintained by the U,S. Deportment of Commerce, the list of "Specifically Designated Nationals and Blocked Persons' maintained by the U.S.
<br />Department of Treasury or any other applicable prohibited party list; or. 31 to an end-user engaged in any nuclear weapons, chemical
<br />weapons, or biological weapons activities.
<br />10 U.S. Government Contracting. If Customer is a U.S. Government entity or elects to sell Products provided hereunder to the U.S.
<br />Government or to a contractor selling to the U.S. Government, the following provisions apply: lal Customer agrees thot all Products provided
<br />bgGE meetthe definition of "commercial -off-the-shelf" (COTS] or"commercial item' as defined in FAR 2.101, and that the subparagraph
<br />terms of FAR 52.212-5(e1 or FAR 52.244-61ar, for orders from the U.S Government, FAR 52.212-5 and FAR 52.212-4 with tailoring to the
<br />extent permitted by FAR 12.302 by replacing all paragraphs except those listed in FAR 12, 302UN with these Terms and Conditionsl, and
<br />Isubject to subsection fel belowl DFAR S 252.212-70011c) or DPARS 252.244-7000, whichever are applicable, apply only to the extent
<br />applicable to COTS or commercial items and only as appropriate for the dollar value of this order; Ibl with regard to any terms related to Buy
<br />American Act or Trade Agreements, the country of origin of Products is unknown unless otherwise specifically stated in writing by GE; (d
<br />Customer agrees that only services offered by G E are exempt from the Service Contract Act of 1965 (FAR 52.222-0; Id) Customer agrees
<br />that this sale is not funded, in whole or in part, by the American R ecoverg and Reinvestment Act unless otherwise set forth in a written
<br />agreement of the parties; (e) GE makes no representations, certifications or warranties whatsoever with respect to the ability of its Products to
<br />satisfy DFARS 252.225-7009, Restriction on Acquisition of Certain Articles Containing Specialty Metals: and If1 Customer is solely and
<br />exclusively responsible for compliance with any other applicable statutes or regulations governing sales to the U.S. Government, and GE
<br />makes no representations, certifications or warranties whatsoever with respect to the ability of its Products or prices to satisfy any such
<br />Statutes and regulations other than those contained herein.
<br />11 Termination,
<br />11.1 Except as otherwise provided in writing, termination of any Appendix shall terminate these Terms and Conditions only to the extent that
<br />they apply to the provision of Producbsl pursuant to such Appendix. Termination of any Appendix shall not terminate any other Appendix or
<br />these Terms and Conditions as they may apply to the provision of Product(sl pursuant to other Appendices. Sections 3.1, 5, 7, 9 and 10 shall
<br />survive termination of these Terms and Conditions.
<br />11.2 Termination of this Agreement and any license hereunder shall neither relieve Customer of its obligation to pay all outstanding charges
<br />hereunder nor entitle Customer to any refund of such charges previously paid
<br />12 General.
<br />12,1 GE reserves the right to subcontract any of the work to one or more subcontractors.
<br />12.2 The delegation or assignment by Customer of any or all its duties or rights hereunder without G E's prior written consent shall be void.
<br />12.3 Any requests for changes shall apply only if G E and C ustomer agree in writing on the specification of the change and the corresponding
<br />changes to pricing and/or schedule.
<br />12.4 Any information, suggestions or ideas transmitted by Customer to G E, its agents, employees or subcontractors are not to be regarded as
<br />secret of submitted in confidence except as otherwise provided in a writing signed by G E.
<br />12, 5 G E shall comply with all applicable state and federal laws, including but not limited to, the Fair Labor S tandards Act of 1938, as
<br />amended, the Occupational Safety and Health Act of 1970105 HAI, laws related to nonsegregated facilities and equal employment
<br />opportunity lincluding the seven paragraphs appearing in Sec. 202 of Executive Order 11246, as amended), and all standards. rules,
<br />regulations, and orders issued pursuant to such state and federal laws.
<br />12.6 This Agreement shall be governed by the laws of the State of New Yen<, without regard to its conflict of law provisions. The provisions of
<br />the United Nations Convention on the International Sale of G oods shall not apply to this Agreement.
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<br />GE IP - Terms and Conditions - 130214
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