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7 <br />[Ul <br />1WrERS'1^i =' <br />Energy Systems <br />BUYER'S OR ANY THIRD PARTY'S USE OF SUCH PRODUCTS, AFTER THE <br />PRODUCTS HAVE BEEN IDENTIFIED TO THE CONTRACT. <br />8.2 THE SELLER'S OBLIGATIONS HEREUNDER ARE EXPRESSLY SUBJECT TO THE <br />OCCURRENCE OF EVENTS OF FORCE MAJEURE, AND NO LIABILITY SHALL BE <br />INCURRED BY SELLER FOR DAMAGES OF ANY NATURE RESULTING FROM <br />SUSPENSION, REDUCTION OR TERMINATION OF DELIVERIES FOR REASONS OF <br />FORCE MAJEURE, OR FROM SELLER'S COMPLIANCE WITH ANY GOVERNMENT <br />ACTION. <br />8.3 THE BUYER SHALL HOLD THE SELLER HARMLESS FROM ALL CLAIMS OR <br />ACTIONS BROUGHT BY THIRD PARTIES WITH RESPECT TO ANY DAMAGES <br />DESCRIBED IN THIS ARTICLE 8. <br />Waiver — Severability of Terms <br />9.1 Waiver by the Seller of any default of the Buyer shall not be deemed a waiver of any other default <br />of the Buyer. The express provision herein for certain rights and remedies of the Seller shall not <br />be construed to deprive the Seller of any other rights and remedies to which it would otherwise be <br />entitled under applicable law. <br />9.2 The invalidity of any provision of these Terms and Conditions shall not affect the remaining <br />provisions hereof. <br />Governing Law — Notice <br />10.1 This Invoice shall be interpreted in accordance with the internal laws of the State of Minnesota <br />(without giving effect to its conflicts of laws rules) including, without limitation, the Uniform <br />Commercial Code as enacted and in force from time to time in the State of Minnesota and no <br />presumption shall be deemed to exist in favor or against either party as a result of the preparation <br />and/or negotiation of this Invoice. <br />10.2 This Invoice and all the terms and conditions hereof shall be binding upon the Parties and their <br />respective successors and assigns, however, the Buyer shall not assign or otherwise transfer any <br />of its rights or obligations hereunder without the prior written consent of the Seller. <br />10.3 The parties hereto submit to the jurisdiction of the courts of the State of Minnesota <br />(including Hennepin County Conciliation Court), and the Minnesota Federal Courts. The <br />parties hereto also agree to service of any complaint by certified mail. To the extent that the <br />Buyer or any of its property has or may hereafter acquire any right of sovereign immunity from <br />suit, the Buyer hereby irrevocably waives any such right of sovereign immunity in respect of its <br />obligations, rights and duties under this agreement. <br />10.4 Notices or other communications shall be given by telex or telegram, or by registered or <br />certified mail, return receipt requested. Telex or telegram notice shall be deemed received <br />twelve hours after transmission. Mail notice shall be deemed received on the fifth day after <br />mailing (or on the next business day if the fifth day is not a business day). Where both <br />methods of notice are used, the earlier shall establish the effective date of notice. Notice <br />shall be given to the address of a parry as stated on the face hereof until appropriate notice <br />otherwise <br />www.istate.com <br />