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Friday, June 18, 2010

Licensing : another way to limit liability (Compound/raw materials)

Because the products bearing the Licensed Trademarks sold under this agreement are combined with other ingredients purchased by the Licensee from others than Licensor and the mixing and application of such ingredients are beyond the complete control of the Licensor, it is expressly agreed that the liability of the Licensor shall extend no further than to furnish the Licensee, the Licensor's trade secret compound ordered by the Licensee and any claim by the Licensee for defective material or shortage in weight shall be made before the mixing of the Licensor's compound within thirty (30) days after delivery of the same hereunder. In no event shall the Licensor be liable to the Licensee for any loss or damages of any kind, direct or consequential, arising from the storage or use of the Licensor's compound by the Licensee. The Licensee agrees that the Licensor shall not have any liability for any consequential or incidental damages, nor for product liability, nor for any other liability arising out of the Licensee's manufacture, use, distribution, marketing, and sale of products bearing the Licensed Trademarks. Where any of the Licensor's compound is defective or short in weight due to the fault of the Licensor, the Licensor shall be obligated, at Licensor's option, within thirty (30) days of its receipt of the claim in writing, either to replace the same, or to refund to the Licensee the cost thereof.

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