Terms and Conditions Page 2

Please read both pages of our Terms and Conditions

7. LIMITATION OF LIABILITY. RAMP IS NOT LIABLE FOR AND CUSTOMER IS NOT ENTITLED TO ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES; FOR EXAMPLE, LOSS OF PROFITS OR REVENUE, LOSS OF DATA, LOSS OF USE, REWORK, MANUFACTURING EXPENSE, INJURY TO REPUTATION, OR LOSS OF CUSTOMERS. CUSTOMER'S RECOVERY FROM RAMP FOR ANY DIRECT DAMAGES WILL NOT EXCEED THE PRICE OF THE PRODUCT AT ISSUE. CUSTOMER WILL INDEMNIFY, DEFEND AND HOLD RAMP HARMLESS FROM ANY CLAIMS BASED ON; (i) RAMP'S COMPLIANCE WITH CUSTOMER'S DESIGNS, SPECIFICATIONS, OR INSTRUCTIONS, (ii) MODIFICATION OF ANY PRODUCTS BY ANYONE OTHER THAN RAMP, OR (iii) USE IN COMBINATION WITH OTHER PRODUCTS.


8. FORCES BEYOND RAMP'S CONTROL. RAMP is not liable for failure to fulfill its obligations for any accepted Order or for delays in delivery due to causes beyond its reasonable control, (for example: acts of God, acts or omissions of the Customer, man-made or natural disasters, epidemic or medical crises, materials shortages, strikes, acts of terrorism, delays in transportation, or inability to obtain labor or materials through its regular sources).


9. USE OF PRODUCTS. Products are not authorized for use in critical safety or other applications where a failure may reasonably be expected to result in personal injury, loss of life, or catastrophic property damage. If Customer uses or sells the Products for use in any such applications, Customer acknowledges that such use or sale is at Customer's sole risk. Customer will indemnify, defend and hold RAMP and the Product manufacturer harmless from and against any and all liabilities and costs arising out of or in connection with such use or sale.


10. EXPORT/IMPORT. Certain Products sold by RAMP and other related technology and documentation are subject to export control laws, regulations and orders of the United States and the export or import control laws and regulations of other countries. Customer will not directly or indirectly export or divert any Products and other related technology and documentation to any third party or country where such export or transmission is restricted or prohibited. Customer agrees it is responsible to obtain any license to export, re-export, or import as may be required.


11. PRODUCT INFORMATION. Product information, including information related to a Product's specifications, export/import control classifications, uses or conformance with legal or other requirements, is obtained by RAMP from its suppliers or other sources. Such information is provided by RAMP on an "AS IS" basis. RAMP makes no representation as to the accuracy or completeness of the Product information, and disclaims all representations, warranties and liabilities under any theory with respect to the Product information, including any implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. RAMP recommends Customer validate any Product Information before using or acting on such information. All Product information is subject to change without notice. RAMP is not responsible for typographical or other errors or omissions in Product information.


12. GENERAL.

a. The laws of the State of Oklahoma will exclusively govern any dispute between RAMP and Customer without reference to Oklahoma's conflict of laws principles. The United Nations Convention for the International Sale of Goods shall not apply.

b. Customer may not assign this Agreement without the prior written consent of RAMP. RAMP or its affiliates may perform the obligations under this Agreement. This Agreement is binding on successors and assigns.

c. This Agreement can only be modified in writing signed by authorized representatives of both RAMP and Customer.

d. RAMP and Customer are independent contractors and agree that this Agreement does not establish a joint venture or partnership.

e. Statements or advice (technical or otherwise) if given without charge, are an accommodation to Customer and RAMP has no responsibility or liability for the content or use of such statements or advice.

f. RAMP's failure to object to any document, communication, or act of Customer will not be deemed a waiver of any of these terms and conditions.

g. The unenforceability of any of these terms or conditions will not affect the remainder of the terms or conditions.

h. Products, including software or other intellectual property, are subject to any applicable rights of third parties, such as patents, copyrights and/or user licenses.

i. Customer and RAMP will comply with applicable laws and regulations.