MOU - Is this legal? Can the 'customer' simply withdraw without penalty?

I would like to know (as 'customer') if I decide to cancel this MOU are there any legal obligations?

A. Customer may contract with supplier Inc. (“Supplier”) for the purchase and installation of equipment and services, more particularly described in Schedule “A” attached hereto (the “Equipment & Services”);


FOR VALUE RECEIVED, Customer and the Supplier (the “Parties” and individually a “Party”) agree as follows:
1. OBLIGATIONS OF THE PARTIES
Equipment and Installation. Customer may purchase and will own the Equipment, Hardware & Software, and may coordinate with the Supplier and the Supplier for the installation of the Equipment at the Site, in accordance with the Project Plan. Customer may be responsible for the cost of the Equipment and Services and, subject to Section 3 and Schedule “A”, Customer may be responsible for the costs and expenses of the Supplier for the installation of the Equipment and Services.
Site Preparation. The Supplier shall be responsible for the preparation of the Site including without limitation the support requirements, foundation or pad and substructure, utilities and other requirements for preparation, all in accordance with the timing set out in the Project Plan. Customer may be responsible for all costs and expenses for the preparation of the Site up to the maximum amount specified in the Project Plan.

Software Licenses and Development. customer shall procure that they confirm that any copyright, patent, trademark or other intellectual or industrial property rights (collectively, the "IP Rights") licenced, created or authored by supplier for customer or their clients shall be owned absolutely by supplier Inc. and irrevocably assigns all of its right, title and interest in and to such IP Rights to supplier Inc. and agrees to irrevocably waive any moral rights of authorship in connection with such IP Rights.
Obligations of the Supplier. In addition to the obligations set out above, the Supplier shall:
(i) enter into the Customer Standard Purchasing Agreement; and
(ii) be responsible for work safety requirements
Funding. Customer may also be responsible for securing xx Dollar budgetary requirement for the purchase and installation of the Hardware, Software & Services in accordance with the approval mechanisms.
Cooperation. Each Party agrees to cooperate with each other and the other Party’s applicable agents and subcontractors in connection with the installation of the Equipment, including the facilitation of access to premises, lands, associated suppliers, utilities, and property and planning personnel.
2. PROJECT MANAGEMENT
1.2 Project Managers. Project Managers from each Party will act as the main point of contact for their respective organization and shall be responsible for the day-to-day communications between the Parties regarding the subject matter of this MOU and maintaining and ensuring their respective Party’s participation and obligations under this MOU and the Project Plan. Either Party may change its Project Manager at any time and from time to time by giving the other Party written notice of such change. Project Managers for each Party shall be identified in the Project Plan.
1.3 Project Manager Responsibilities. Each Project Manager will be responsible for:
(i) monitoring the schedules and progress of obligations to be performed pursuant to the Project Plan;
(ii) receiving and submitting requests for information and/or assistance;
(iii) determining whether a request for information and/or assistance from the other Project Manager is necessary for the other Party; and
(iv) cooperating with the other Project Manager to implement any applications, installation or commissioning activities, testing and approvals, permits, licenses, all pursuant to the Project Plan.
The Project Managers will communicate on a regular basis to discuss the progress and, if applicable, to adjust the Project Plan and plan for any unforeseen adjustments, changes or requirements.
1.4 No Right to Amend MOU. Neither Party’s Project Manager is authorized to amend, alter or extend this MOU in any manner.
1.5 Disagreements. If the Project Managers disagree on any issue, and cannot resolve such disagreement within five (5) business days, either Project Manager may submit the problem to their respective Vice-President or President and CEO for consultation and/or resolution with their counterpart at the other Party.
3. DELAYS
Avoiding Delays. Both Parties acknowledge and agree that the timing and coordination of activities for a successful installation are very important and understand the need to meet their respective obligations set out in the Project Plan in order to avoid unnecessary expenses or delays in the installation process.
Costs for Delays. If delivery and commencement of installation is delayed due to the failure of the Supplier to comply with the Site Requirements or to meet the Supplier’s responsibilities or the Project Plan, the Equipment may need to be delivered to appropriate storage facilities upon completion of manufacture of the Equipment. The Supplier shall be responsible for reimbursing Customer for all costs of storage, including (without limitation) insurance and costs of shipment to and from storage to the extent such costs exceed the original costs of shipment originally included in Customer’s price from the Supplier. Customer shall provide the Supplier with written evidence of such costs and, upon request, shall provide the Supplier with a certificate evidencing insurance for full replacement value of the Equipment.
4. TERM AND TERMINATION
(i) This MOU shall commence on the Effective Date and shall continue for a period of five (5) years and will renew automatically for additional one year periods unless written notice is given by one party to the other party as to its intention not to renew this MOU at least one hundred twenty (120) days before the end of the initial or any subsequent term. This MOU may also be terminated earlier by either party upon the material breach of this MOU by the other party and the failure to cure such breach within one hundred twenty (120) days after receipt of notice of intended termination.
This MOU shall terminate upon the earlier of:
(ii) the date that the installation of the Equipment is completed as notified by Customer to the Supplier in writing, in accordance with the Project Plan; or
(iii) the receipt of notice by the Supplier from Customer of the failure of the Supplier to cure a breach of this MOU or any Schedule hereto, within 30 days after receipt by the Supplier from Customer of notice of such breach.
5. INDEMNIFICATION
The Supplier will indemnify Customer and hold Customer, its directors, officers and employees harmless with respect to liability, loss, expense, judgement, or damages incurred by Customer resulting from injury to persons or property, including death, in any way caused by negligence or wrong doing of the Supplier or its servants, agents or employees with respect to its obligations under this MOU.
Customer will indemnify and hold harmless the Supplier, its directors, officers and employees with respect to liability, loss, expense, judgment, or damages incurred by the Supplier resulting from injury to persons or property, including death, in any way caused by negligence or wrongdoing of Customer or its servants, agents or employees with respect to its obligations under this MOU.
6. LIMITATION OF LIABILITY
1.1 In respect of any claim, demand or action by either Party against the other or any of their respective employees, directors, officers or agents whether based in contract, tort (including negligence) or otherwise, including a breach by a Party of any of its obligations under this MOU or under any Schedule (whether or not a fundamental breach), the other Party’s sole and exclusive remedy shall be to receive from the breaching Party payment for actual and direct damages to a maximum aggregate to be later agreed upon.
1.2 Neither Party (including its employees, directors, officers, or agents) shall be liable to the other in any way whatsoever, for any indirect, punitive, incidental, general,, special or consequential damages, including but not limited to loss of savings, revenue, funding or profit. This limitation shall apply whether or not such damages are foreseeable, or whether or not the defaulting Party has been advised of the possibility of such damages.
7. SURVIVAL
The covenants contained in sections 3, 5, 6 and 8 hereof will survive any termination of this MOU regardless of the reason for such termination.
8. INDEPENDENT CONTRACTORS
1.3 Nothing contained in this MOU shall constitute or be deemed to create a partnership, joint venture or principal and agent relationship between Customer and the Supplier. Customer and the Supplier shall each act as independent contractors for the purposes of this MOU. The employees, officers and agents of one Party, in the performance of this MOU, shall act only in the capacity of representatives of that Party and not as employees, officers or agents of the other Party and will not be deemed for any purpose to be employees of the other. Each Party assumes full responsibility for the actions of its personnel with respect to the obligations under this MOU and shall be solely responsible for their supervision, daily direction and control, payment of salary (including withholding of income taxes and Canada pension plan, employment insurance and any other employment related deductions, withholdings or remittances), workers compensation, disability benefits and the like.


9. GENERAL
Conflicts. If there is a conflict between any provision of this MOU and any provision of another document or schedule contemplated by or delivered under or in connection with this MOU, the relevant provision of this MOU is to prevail.
Force Majeure. Notwithstanding any other provision in this MOU, no default, delay or failure to perform on the part of a party shall be considered a breach of this MOU if such default, delay or failure to perform is shown to be due entirely to causes beyond the reasonable control of the party charged with such default, including strikes, lock-outs, or other labour disputes, riots, civil disturbances, actions or inaction of governmental authorities or suppliers, epidemics, wars, embargoes, storms, floods, fire, earthquakes, acts of God or the public enemy, nuclear disasters, default of a common carrier, power shortages or computer downtime. Upon the occurrence of such event, the party unable to perform shall notify the other party and take all reasonable steps to rectify the situation and the time for performance required by each party under this MOU shall be revised accordingly. Notwithstanding the foregoing, the failure of any governmental or regulatory body to issue building permits on a schedule to allow the Supplier to complete the Site and meet the Site Requirements by the Delivery Date in the Project Plan, or to allow the installation of the Equipment, shall not be deemed to be or treated as force majeure.