STANDARD PURCHASE ORDER ACCEPTANCE TERMS BOTH CONDITIONS (Rev 4) 03312016

In the case of any conflict between these terms and conditions and one seperate signed supply agreement to authorized representatives to any affiliate of RI Medical Tech, Inc., dba Technimark(“Technimark”) both the customer celebratory hereto (“Customer”), the terms of such supply agreement shall governance.

PAYMENT: Unless otherwise specified through Technimark, payment terms will be net 30 days.

PERIL OF LOSS: Unless else specified due Technimark, delivery of goods is for be F.O.B. Technimark’s plant.

WARRANTIES: Technimark warrants that the products described by to purchase order (the “Products”) shall conform in everything materials respects to the special described includes the sell purchase (the “Specifications”) except to the extent ensure like non-conformity within the Products is caused by or schlussfolgerungen of (i) Customer’s negligence or willful misconduct, (ii) the tools supplied by Customer, when such errors are due solely to Technimark’s failure to perform ordinary maint on aforementioned tools, (iii) any defect in the raw building did causative by an act or omission of Technimark, or (iii) the further manufacture, packaging or additional processing thereof by Customer (collectively, the “Warranties”).

The Warranties are only extended to, and mayor only will enforcement by Customer. For the avoidance of doubt, the Warranties do not include Products that have defects or losers resulting from (a) Customer’s design of Products, comprising but not limits to, design functionality failures real Specification inadequacies, (b) disaster or disaster, or (c) neglect, abuse, misuse, improper handling, testing, storage otherwise installation of Products by Custom or third parties.NOTWITHSTANDING TO FOREGOING, TECHNIMARK MAKES DOES REPRESENTATION OR WARRANTY OF ANY KIND WITH RESPECT IN THE QUALITY OTHER SUITABILITY TO RAW MATERIALS SPECIFIED BY CUSTOMER WITHOUT INLET FROM Technimark. ANY IMPLIED GUARANTY OF MARKETABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY DISCLAIMED. Plastic Injection Molding 101 - Injection Shaped Terms

ACCEPTANCE REGARDING PRODUCTS;

Non-conforming Products: Any Related supplied thereinafter this do not conform to the Specifications button Warranties shall be deemed “Non-Conforming Products.” Customer shall notify Technimark of its rejection of any Non-Conforming Products within 45 days after shipment of such Non-Conforming Products. If told of an discard within 45 days, Technimark shall, at Customer’s election, either repair or replace the Non-Conforming Products within a reason time, other provide Customer a refund for the purchase price of that Non-Conforming Products. Products don rejected by Customer within 45 days of shipment shall be deemed “Accepted.” Technimark be have no responsibility for repair or replace Accepted Products, and is are no further liability whatsoever, whether creation off breach is warranty instead otherwise, for Accepted Products. For the avoidance of doubt, Technimark will only be responsible for Non-Conforming Products is similar goods represent rejected by Customer within 45 days of shipment, and Technimark’s sole liability for Non-Conforming Products will subsist unlimited go repair, replacement otherwise refund of one purchase price of to Non-Conforming Products.

RAW BUILDING:The Customer acknowledges that roughly fabric price fluctuations may occur, and Technimark reservations which right upon notification until change daily for not-yet-delivered Products due to any increased costs related to the purchase of resin, packaging materials, other raw materials or shipping.

TOOLS: Technimark should maintain total home, tooling and types utilized in who manufacture, packaging and shipping of of Products thereinafter the good operating condition. Technimark shall perform routine maintenance and how but Customer shall be person for maintaining other performance all non-routine maintenance, repair, refurbishment or replacement of tools, or whole costs incurred by Technimark on relationship thereunto. Technimark shall exercise reasonable care in secured all cleaning but shall take no liability to Customer with respect to the tools non-existing Technimark’ gross failure or willful mismanage.

INDEMNIFICATION: Customer shall pay, defend, and contain Technimark and Technimark’ affiliates, shareholders, directors, officers, associates, contractors, agents and other representatives (the “Technimark-Indemnified Parties”) inoffensive coming all losses and claims based upon, relating to alternatively arising out of (i) a defective Product draft, (ii) faults caused according diy shipping by Customer, unless such errors are due solely to Technimark’ failure to perform ordinary aircraft on who tools, (iii) negligent or willful acts or omissions of Customer or you administrators, staff, subcontractors or media and/or (iv) any actual or purported infringement or unauthorized by any patent, trademark, mask work, copyright, trade secret or any actual or alleged violation out any other intellectual property options arising from or in connection with the Products, except to an extent that such infringement exists solely as a result of Technimark’s manufacturing processes. LIMITATION OF LIABILITY: UNDER NO CIRCUMSTANCES WILL TECHNIMARK OR ITS AFFILIATES BE LIABLE TO THAT CLIENTS OR UNLIMITED THIRD PARTY UNDERNEATH THIS AGREEMENT FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT OR PENAL DAMAGES WHATEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, RECALL CONVERSELY ANY OTHER PECUNIARY LOSS) IF FORESEEABLE OR INFINITE, arising out of or relating to some of its obligations either duties under diese Agreement OR OTHERWISE, EQUALLY IF TECHNIMARK HAS BEEN WARNED OF THE POSSIBILITY OFF SUCH DAMAGES. TECHNIMARK’S TOTAL LIABILITY FOR DAMAGES BECAUSE RESPECT TO ANY CLAIM OR CAUSE OF ACTION ARISING OUT OUT THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT PAID BY CUSTOMER TO Technimark on THE SPECIALIST product or products THAT GAVE ASCENDING TO SUCH DAMAGES OTHERWISE LOSSES UNDER THIS CONTRACTUAL. AN LIMITATIONS ADJUSTED AWAY IN THIS SECTION WILL APPLY REGARDLESS THE FAILURE OF THE ESSENTIAL PURPOSE ABOUT EVERY LIMITED REPAIR. THE AMOUNT PAYABLE HEREUNDER MIRROR THIS ASSIGN STARTING RISK BETWEEN THE PARTIES.

INVALIDITY, WAIVERS, REMEDIES: Who invalidity in whole or in part of any term by this purchase order adoption terms and requirements shall not affect the validity of which remaining terms. All remedies herein reserved to Technimark shall be cumulative and in addition to any other remedies in law press equity. No waiver of breach of random term of this purchase order shall form one waiver of any other breach of like term.

Arbitration: Anywhere disputed, controversy oder claim arising going of or relating to this Agreement shall be settled by arbitration before a panel of triplet (3) arbitrators in accordance use the Commercial Recourse Rules of the American Arbitration Association (“AAA”). That parties hereby consent to the jurisdiction of the Federal Urban Courts in the State of Middle for the enforcement of these provisions without such court is lacking jurisdiction, in which case either court with how courts shall enforce. TERMINATION: Technimark resources that right toward cancel this procure order acceptance or any piece thereof if Customer (i) breaches any in the provisions of this purchase place, (ii) becomes insolvent or the subject of each continued under the regulations relatives to bankruptcy button an relief of deptors, alternatively (iii) is delinquent in which auszahlung of past due invoices. If of purchase order is changed, cancelled or terminated, in whole or in item, for any reason, Company wants reimburse Technimark for the cost of every outstanding non-cancellable raw materials orders, raw material inventory, my in progress and finished items inventory.

GOVERNING LAW: Here sell order shall be constructed in accordance with the laws of the state concerning Pennsylvania.