Cincinnati Machines, Inc 2629 Spring Grove Ave. Cincinnati, Ohio 45214 (513) 681-1953 Fax (513) 853-6151

PLEASE READ THIS TERMS & CONDITIONS AGREEMENT CAREFULLY, THEN CLICK EITHER “AGREE” OR “DISAGREE”. BY CLICKING “AGREE, YOU ARE AGREEING TO BE BOUND BY THESE TERMS AND CONDITIONS OF SALE. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF SALE, CLICK “DISAGREE”, AND YOU WILL RETURN TO HOMEPAGE.

This proposal is given or accepted on and subject to the following terms & conditions, which may not be modified except in writing signed by a duly authorized agent of Cincinnati Machines, Inc. (Cincinnati Machines). CINCINNATI MACHINES EXPRESSLY OBJECTS TO THE INCLUSION OF ANY DIFFERENT OR ADDITIONAL TERMS AND OR CONDITIONS PROPOSED BY PURCHASER IN PURCHASER'S ACCEPTANCE OF THIS OFFER TO SELL, AND IF THEY ARE INCLUDED IN PURCHASER'S ACCEPTANCE, A CONTRACT FOR SALE WILL RESULT UPON CINCINNATI MACHINES' TERMS AND CONDITIONS AS STATED HEREIN. IN ADDITION, IF THIS DOCUMENT IS DEEMED AN ACCEPTANCE OF AN OFFER TO BUY FROM PURCHASER, SUCH ACCEPTANCE IS EXPRESSLY MADE CONDITIONAL ON PURCHASER'S ASSENT TO ANY TERMS ADDITIONAL TO OR DIFFERENT FROM THOSE PROPOSED IN PURCHASER'S ORDER OR ORDER TO BUY. SUCH ASSENT SHALL BE DEEMED TO OCCUR UPON THE FAILURE OF PURCHASER TO SPECIFICALLY OBJECT IN WRITING WITHIN 10 DAYS FROM THE RECEIPT HEREOF, OR BY PURCHASER'S PARTIAL OR COMPLETE PERFORMANCE INCLUDING BUT NOT LIMITED TO PAYMENT OR ACCEPTANCE OF PRODUCTS.

PRICES: Prices are F.O.B. Buyer's truck(s), Cincinnati, Ohio, unless otherwise stated. It is the Buyer's sole responsibility to arrange and provide proper conveyance for the subject machinery. Proper conveyance shall include, but not be limited to, utilizing airride and covered equipment throughout the shipment. Cincinnati Machines shall void the warrranty of any machinery that is not, as a minimum, transported utilizing the above listed standards.

PAYMENT TERMS: 50% with purchase order, additional 40% before shipment, 10% balance net 30 days from shipment.

LIMITED WARRANTY: Cincinnati Machines warrants that all Parts of the new machine will be free from defects in material and workmanship under normal use and service for a period of one (1) year from shipment. If any Part(s) proves to be defective within such one-year warranty period, the customer must return the defective Part(s), freight prepaid to Cincinnati Machines, however it is recommended that the Buyer first contact Cincinnati Machines to attempt to determine the nature of the problem. Cincinnati Machines, at it's sole discretion, will repair, replace, or adjust the defective Part(s), provided that Cincinnati Machines' investigation and in-house inspection determines that, (a) such defect developed under normal and proper use and, (b) the Part is covered under this warranty. Repair, replacement, or adjustment of defective Part shall be Cincinnati Machines' sole obligation and the customer's sole remedy hereunder. Cincinnati Machines shall not be obligated to perform preventive maintenance, installation, de-installation, relocation or maintenance. This warranty is fully transferable provided the current owner furnished the original product invoice from Cincinnati Machines, and the product has proof of proper conveyance, according to above listed
standards, since original shipment.

INDEMNIFICATION: Buyer agrees to indemnify and hold Cincinnati Machines harmless from any and all liability, loss, or damages which Cincinnati Machines may suffer as a result of claims, demands, costs or judgements made against Cincinnati Machines arising out of any use whatsoever of the machinery and equipment sold pursuant to this agreement, which liability, loss or damages, claims demands or judgements are based upon or result from (1) the failure of Buyer, Buyer's officers, agents, or employees to follow manufacturer's instructions, warnings, or recommendations; or (2) the failure of Buyer, Buyer's officers, agents, or employees to comply with federal, state, or local laws or regulations applicable to the use of such equipment, including, but not limited to the 1970 Occupational Safety and Health Act as amended; or (3) any liability, loss or damages, claims, demands, costs or judgements based upon or resulting from any negligence or alleged negligence of Cincinnati Machines or any Cincinnati Machines' officers, agents or employees in the sale of the equipment that is the subject of this
agreement; or (4) any liability, loss or damages, claims, demands, costs or judgements based upon or resulting from any legal theory of strict liability without fault applied to Buyer or Cincinnati Machines or to the actual manufacturer of the subject machinery or equipment to Cincinnati Machines; or (5) any liability, loss or damages, claims, demands, costs or judgements based upon or resulting from, any theory or breach of any kind.

DISCLAIMER OF WARRANTIES: There are no warranties expressed or implied, including warranties of merchantability and fitness for purpose made by Cincinnati Machines in connection with this sale, except as expressly set forth herein. Buyer in purchasing equipment, agrees upon receipt of machinery subject to this agreement, it will be buyer's duty to inspect all machinery on a continuing basis; provide proper safety devices and equipment or means necessary to safeguard the operator from harm for any particular use, operation or setup of machines; to adequately safeguard each machine or equipment to meet all government safety standards which may be imposed from time to time, including but not limited to, 1970 Occupational Safety and Health Act.

LIMITATION OF LIABILITY: No claim made hereunder by the Buyer, whether as to a machine delivered or for non-delivery shall be greater than the purchase price of the machine with respect to which claim is made. Furthermore, under no circumstances, shall Cincinnati Machines, and/or Cincinnati Machines' officers, directors, shareholders, and employees, be responsible for any damages, costs or expenses (actual, compensatory, consequential, punitive, or otherwise) arising directly and/or indirectly from the machine sold hereunder, Buyer's use of such machine, any claims of breach of warranty, and/or the use of the machine by parties purchasing the machine from Buyer.

GOVERNING LAW: This agreement shall be construed according to the laws of the State of Ohio. Further, it is agreed that any claims relative to this agreement, or the machinery and equipment purchased herein, shall be brought in the appropriate Court in Hamilton County, Ohio.