1.  General.  The terms and conditions set forth below will constitute the sole, complete and exclusive agreement between SELLER and BUYER and shall not be modified or waived, except by written agreement executed by a duly authorized representative of the Seller.  All other terms, conditions, proposals, purchase orders, acceptances or other communications between SELLER and BUYER are abrogated, superseded and considered null and void to the extent they conflict with the terms and conditions set forth herein.

2.  Delivery.  Unless otherwise agreed to in writing, all items are delivered F.O.B. Destination.  In the event that delivery of any of the items is delayed beyond a reasonable time, Buyer may cancel its order for the items listed and reject such items if subsequently tendered.  Upon cancellation and/or rejection of such delayed order, the Seller will return to Buyer any portion of the purchase price previously paid for the items.  BUYER AGREES THAT CANCELLATION OF THE ORDER FOR LISTED ITEMS AND REFUND OF THE PURCHASE PRICE PREVIOUSLY PAID FOR THE LISTED ITEMS IS BUYER’S SOLE AND EXCLUSIVE REMEDY LIMITING ALL LIABILITIES OF THE SELLER, WHETHER IN CONTRACT, NEGLIGENCE, ACTUAL OR IMPUTED, TORT OR OTHERWISE.

3.  Prices; Taxes.  Sales prices do not include any tax applicable to the transaction, or to the production, sale, delivery, transportation, replacement or use of any of the listed items.  Taxes will be separately stated and will be charged in accordance with applicable state and local laws in effect at the time of sale.

4. Force Majeure.  Seller is not liable for losses from causes beyond its control.  This includes actions by any federal, state or local government, or any department or agency thereof; acts of God, fires, flood, weather, strikes, lockouts, embargoes, wars, acts of terrorism, riots, equipment failure, shortages in transportation, or inability to obtain sufficient quantities of fuel, power, labor, manufacturing capacity, materials or other supplies.  In the event of a delay due to these reasons, the date of delivery will be postponed an amount of time that is reasonable to compensate for the delay.

5.  Warranty.  Seller warrants to the original buyer only that all items delivered hereunder shall conform to the description on this internet site and shall be free from defects in material and workmanship when normally used and serviced for a period of thirty (30) days from the date of shipment.  If within 30 days after receipt of any item a nonconformity or defect covered by the preceding sentence appears in the item, and provided Buyer promptly returns the item to Seller, Seller will, at its option, either ship to Buyer a conforming item (which may be the original item appropriately repaired) or return to Buyer any portion of the purchase price of the item previously paid.  Seller will be responsible for all reasonable transportation charges paid by Buyer for the foregoing purchase.  All risk of loss and damage to any item returned to seller under this
Section 5 shall remain with the buyer until receipt of the item by Seller.

THE WARRANTIES SET FORTH HEREIN SHALL BE THE EXCLUSIVE WARRANTIES BY SELLER AND IN LIEU OF ALL OTHER WARRANTIES WHETHER WRITTEN, ORAL, EXPRESS OR IMPLIED, AND WHETHER OR NOT ARISING FROM ANY COURSE OF DEALING OR PERFORMANCE, USAGE OF TRADE, AND ALL OTHER WARRANTIES INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PURPOSE ARE HEREBY DISCLAIMED.

FURTHER, BUYER WAIVES ALL RIGHTS, CLAIMS, OR CAUSES OF ACTION IN RETRIBUTION FROM THE SALE.  BUYERS’ REMEDY IS LIMITED TO CORRECTION OF DEFECTS OR RETURN OF THE PURCHASE PRICE.  THE RETURN OF THE PURCHASE PRICE PROVIDED THE SELLER RECEIVES THE LISTED ITEMS IN THE MANNER DESCRIBED AND WITHIN THE WARRANTY PERIOD.  SELLER SHALL HAVE NO FURTHER OBLIGATION WHETHER IN WARRANTY, CONTRACT NEGLIGENCE, ACTUAL OR IMPUTED, STRICT LIABILITY, ABSOLUTE LIABILITY. TORT OR OTHERWISE, WITH RESPECT TO DEFECTS IN OR NON-CONFORMANCE OF LISTED ITEMS, EXCEPT THOSE LISTED ABOVE.

6.  Limitation of Liability.  IN NO EVENT SHALL SELLER BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES (WHETHER ARISING IN WARRANTY, CONTRACT, NEGLIGENCE, STRICT LIABILITY, ABSOLUTE LIABILITY, ACTUAL OR IMPUTED, TORT, PATENT INFRINGEMENT OR OTHERWISE) including, but not limited to loss of profits or revenue, loss of use of the items(s) delivered, cost of capital, downtime costs, or claims of customers of Buyer for such other damages, whether on account of any nonconformance or defect in any items furnished hereunder or delays in delivery thereof or services performed thereon or any other nonconformance by Seller.  Seller’s liability on any claim, whether in contract, negligence, actual or imputed, strict liability, absolute liability, tort or otherwise for any loss or damage arising out of, connected with, or resulting from this contract or the performance or breach thereof, or from the design, manufacture, sale, delivery, resale, repair, replacement, installation, inspection, operation or use of any items covered by or furnished under this contract shall in no case (except as provided in Section 7 hereof) exceed the purchase price allocable to the item or part thereof which gives rise to the claim.  All causes of action against Seller arising out of or related to this contract, or performance thereof, shall be brought within one year of the date of shipment.

7. Termination.  Termination of any sale may only be by mutual agreement, signed by an authorized representative of Seller and upon payment of Buyer of reasonable and proper termination charges, including, but not limited to, costs incurred to cover labor expended and materials procured in connection with this contract.

8. Partial Invalidity; Headings.  If any provision herein or portion thereof shall for any reason be held invalid or unenforceable, such invalidity or unenforceability shall not affect any other provision or portion thereof.  These terms and conditions shall be construed as if such invalid or unenforceable provision or portion thereof had never been contained herein.  Section headings here are for convenience of reference only and shall not affect the construction or interpretation of these terms and conditions.

9.  Waiver.  Waiver by seller or Buyer of breach of any of the provisions herein shall not be construed as a waiver of any other breach of any other provisions contained herein.

10.  Choice of Law.  The construction and performance of this contract shall be governed by the laws of the State of Maryland and any and all disputes arising hereunder shall be brought within Anne Arundel County, Maryland.