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<br />Terms and Conditions
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<br />1. SHIPPING AND HANDLING. All equipment purchased by Customer (the "Equipment") is provided FOB at the shipping location. Shipment will be made as specified by Customer
<br />and Customer is solely responsible for all expenses in connection with the delivery of the Equipment. The Equipment will be deemed accepted by Customer upon receipt.
<br />2. PURCHASE PRICE AND TAXES. Customer shall pay to Network Solutions, Inc. the purchase price set forth in the applicable invoice ("Purchase Price") for each item of Equipment
<br />and installation. Customer hereby grants and Network Solutions, Inc. reserves a purchase money security interest in the Equipment and the proceeds thereof as a security for its
<br />obligations hereunder until payment of the full Purchase Price to Network Solutions, Inc. Customer authorizes Network Solutions, Inc.. to file financing statements to perfect its
<br />purchase money security interest. Customer acknowledges that in the event of Customer's default and the exercise by Network Solutions, Inc. of its security interest in the
<br />Equipment, all of Customer's systems and activities which depend on the Equipment will be disrupted or rendered inoperable. The Purchase Price is due and payable upon delivery
<br />of the Equipment in accordance with the terms on the face of the invoice. Customer shall pay all taxes and other governmental charges assessed in connection with the rental, use or
<br />possession of the Equipment including, without limitation, any and all sales and/oruse taxes and personal property taxes.
<br />3. PAST DUE INVOICES. Invoices are past due the day following the date payment is due. Interest charges shall accrue from that date. In the event of past due invoices, Customer
<br />agrees to pay to Network Solutions, Inc., as interest, an amount equal to 2% per month, or the maximum provided by law, (whichever is less) for invoice amounts that are past due.
<br />Should Network Solutions, Inc. be forced to initiate legal action to collect unpaid amounts from past due invoices, Customer agrees to pay Network Solutions, Inc.'s reasonable
<br />attorney's fees and costs of collection in addition to the interest described above.
<br />4. TITLE. Customer shall acquire title to the Equipment upon full payment of the purchase price(s) set forth herein. Notwithstanding the foregoing, Network Solutions, Inc. and any
<br />licensor of rights to Network Solutions, Inc. shall retain title to and rights in the intellectual property (whether or not subject to patent or copyright) and content contained in the
<br />materials supplied under theterms of this Agreement.
<br />S. RETURNS. All returns must be approved by Network Solutions,Inc. and a RMA number assigned prior to return shipment, Customary restockingfees of 15% will applyto all non -
<br />defective returns. Returns delivered to Network Solutions, Inc. without prior consent will be rejected and returned. If evaluation product is not returned at the end of the evaluation
<br />period, evaluation unit invoices are due and payable on the dayfollowing the invoice date.
<br />6. SELECTION OF EQUIPMENT; MANUFACTURER WARRANTY. Customer acknowledges that customer has selected the Equipment and disclaims any statements made by Network
<br />Solutions, Inc. Customer acknowledges and agreesthat use and possession of the Equipment by Customer shall be subjectto and controlled bythe terms of any manufacturers or, if
<br />appropriate, suppliers warranty, and Customer agreesto look solely to the manufacturer or, if appropriate, supplier with respect to all mechanical, service and other claims, and the
<br />rightto enforce all warranties made bysaid manufacturer are hereby, to the extent Network Solutions, Inc. has the right, assigned to Customer. THE FOREGOING WARRANTY IS THE
<br />EXCLUSIVE WARRANTY AND IS IN LIEU OF ANY ORAL REPRESENTATION AND ALL OTHER WARRANTIES AND DAMAGES, WHETHER EXPRESSED, IMPLIED OR STATUTORY. NETWORK
<br />SOLUTIONS, INC. HAS NOT MADE NOR DOESMAKE ANY OTHER WARRANTIES OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF FITNESS
<br />FOR A PARTICULAR PURPOSE, MERCHANTABILITY, OR OF NONINFRINGEMENT OF THIRD PARTY RIGHTS AND AS TO NETWORK SOLUTIONS, INC. AND ITS ASSIGNEES, CUSTOMER
<br />PURCHASESTHE EQUIPMENT"AS IS".
<br />7. LIMITATION OF LIABILITY.. Network Solutions, I nc.'s entire liability foranydamages which may arise hereunder, for any cause whatsoever, and regardless of the form of action,
<br />whether in contract or in tort, including Network Solution, Inc.'s negligence, or otherwise, shall be limited tothe Purchase Price paid by Customer forthe Equipment. IN NO EVENT
<br />WILL NETWORK SOLUTIONS, INC. BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF BUSINESS OR PROSPECTIVE BUSINESS
<br />OPPORTUNITIES, PROFITS, SAVINGS, INFORMATION, USE OR OTHER COMMERCIALOR ECONOMIC LOSS, EVEN IF NETWORK SOLUTIONS, INC. HAS BEEN ADVISED OFTHE
<br />POSSIBILITY OF SUCH DAMAGES.
<br />8, GOVERNING LAW; DISPUTE RESOLUTION. This Agreement is made under and will be governed by and construed in accordance with the laws of the State of Indiana (except that
<br />body of law controlling conflicts of law) and specifically excluding from application to this Agreement that law known as the United Nations Convention on the International Sale of
<br />Goods. The parties will endeavor to settle amicably by mutual discussions any disputes, differences, or claims whatsoever related to this Agreement. Failing such amicable
<br />settlement, any controversy, claim, or dispute arising under or relating to this Agreement, including the existence, validity, interpretation, performance, termination or breach
<br />thereof, the parties to this Agreement hereby consent to jurisdiction and venue in the courts of thestate of Indiana.
<br />9. MISCELLANEOUS. The above terms and conditions are the onlyterms and conditions upon which Network Solutions, Inc. is willing to sell the Equipment and supersede all previous
<br />agreements, promises or representations, oral or written.
<br />ELDS01 JST 139057v2
<br />www.nsil.com WFlY we do is as important as W11A I we do
<br />(574) 271-0900
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