| » fi | TetVue CORPORATION Quote#: Q-012826
= A > a 1}GOOO HorRIZON Way, Suite 100 Quote Issued: 2016-12-05
a '™ Mr. LAUREL, NJ OBOGS4 Quote Expiration: 2016-12-30
We SHARE YOUR VISION™
YelVue Terms & Conditions
The products (“Products”) and services ("Services") provided by Tel Vue Corporation (VELV UH) to you ("Customer") are subject to the following terms and
conditions ("Perms and Conditions”). By placing an order with TELVUE, Customer agrees to be bound by these terms and conditions. These ‘Terms and
Conditions shall apply to all quotations and offers made and accepted by TELVUE. The Terms and Conditions contained herein are subject to change at any time
by PELVUR in its sole discretion and without notice to any potential purchaser of the TelVue's producty and services. No purchase order submitied under these
quoted ‘Terms and Conditions shall be deemed to create a binding contract until such time as Tel Vee accepts such. purchase order. ‘lel Vue resorve the vight fo
decline any purchase order based on this quote at its sole discretion. Customer agrees that these Terms and Conditions may in some instances conflict with some
of the terms and conditions affixed to the purchase order or procurement document issued by the Customer. fa that case, the Terms and Conditions contained
hereim shall govern and acceptance of Customer's order is expressly conditioned upon Customer's acceptance of these Terms and Conditions whether the
Customer accepts the ‘Terms and Conditions by written acknowledgment, implication, or acceptance and payment of Products or Services purchased. THLVUE's
failure to object to provisions contained in any communication from Customer to the contrary shall not be deemed a waiver of the provisions of these ‘Terms and
Conditions. TELVUL wil use commercially reasonable efforts to ship Products to Customer's address listed on the TELVUE Qacte Form, and to provide
Services to Customer's authorized users in accordance with the scheduled date specified by THLVUE, Customer acknowledges and agrecs thai delivery schedules
are subject to change. PELVUE will notify Customer of any anticipated delay of thirty (30) or more days in delivery of the Products or Services purchased.
Products are delivered 1.0.B. TELV ULE shipping point. Customer shall pay all shipping charges, including without limitation, transportation charges and
insurance premiums, and shall be responsible for all taxes, duties and other government assessments. Customer shall pay TELVUE for any product or service ice
(collectively, "FEES") set forth on TELVUL's Quote Form. Payment shall be made in US. dollars in the U.S. where Customer has established credit, and the
terms of payment will be "NEP 30" - thirty (30) days from invoice date unless otherwise indicated on the invoice. Any FERS not paid by Customer when duc
shall bear interest until paid at a rate of one and onc-half percent (1.5%) per month (eighteen percent (18%) per annum), or the maximum rale permitted by law.
whichever is less. Customer shall be responsible for the costs, including without limitation, attorncys' fees and court costs, incurred by THE VUE in connection
with THLVUF's collection of any past-due FEES. Customer shall bear and be solely responsible for the payment of all taxes levied or assessed in connection with
the Products and Services, if any, including without limitation, all sales, use, rental receipt, personal property, import and monthly or other taxes (but excluding
iaxes based solely upon ‘TELVUF's income). In addition to any other remedy available to it, PELWUE may suspend or terminate the Services, in whole or in pari,
upon Customer's failure to timely pay the PERS without incurring any liability to Customer or others assoviated with Customer. All KEES paid and charges made
prior to any termination as provided bercin are nonrefundable. Termination of the Services shall not retcase Custoiner from any obligation fo pay accrued charges
on PERS. 'TRLVUE may increase its FERS for any ‘TELVU E-provided content and third-party software to the extent that its licensors raise their fees to TE_VUER
upon not Jess than thirty GO) days prior written notice to the Custorner. Lf the increases exceed ten percent (10%) of the then current HERES, Customer may choose
to delete the THLVUt-provided content or third-party software, as applicable. TELV UE reserves the right to begin charging Services FEES if the Services are not
launched by Customer within one hundred iwenty (120) days of the order date through no fault of TLLVUE. Customer shall comply with all export laws and
restrictions and regulations of the Department of Commerce or other United States or foreign agency or authority, and shall not export, or allow the export or
re-export of the Products or any Confidential Information or any direct product thereof in violation of any such restrictions, laws or regulations, or to Afghanistan,
the Peopte's Republic of China or any Group Q, S, W, Y, or Z country specified in the then current Supplement No. | to Section 770 of the U.S. Export
Adtinistration Regulations (or any successor supplement or regulations); Customer shall obtain and bear all expenses relating to any necessary licenses and/or
exemptions with respect to the export from the U.S. of all material or items deliverable by TELVUE to any location and shall demonstrate to TELVUL
compliance with all applicable laws and regulations prior to delivery thereor by TLLVUE. TELVUE warrants to Customer that the Products or Services offered
by PLLVUE pursuant to these Terms and Conditions shall conform to the specifications for such Products or Services mutually agreed to by the parties in writing
at the ime of shipment. The warranty period for hardware-based Products shall be twelve (12) months from the date of shipment. Customer's sole remedy for
hreach of the foregomg warrantics shall be limited to Product replacement, or if replacement is inadequate, or in TELVUL's sole discretion impractical, to refund
ihe purchase price. TELVUB PROVIDES THE PRODUCTS AND SERVICES "AS IS" AND MAKES NO WARRANTY THAT THE PRODUCTS OR
SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOKS ‘TRLVUE MAKE ANY WARRANTY AS TO THE
RESULTS THAT MAY BE OBTAINED FROM THE PRODUCTS OR SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY CONTENT
OBTAINED THROUGH PHE PRODUCTS OR SERVICES. EXCEPT AS SEP FORTH HEREIN, OR IN A WRITTEN AGRERMENT BEPWREN THE
PARTIES THAT BXPRESSLY AMENDS TELVUE'S WARRANTY, AND SUBJECT TO APPLICABLE LAW, TRELVUH MAKES NO OTHER, AND
EXPRESSLY DISCLAIMS ALL OTTER, REPRESENTATIONS, WARRANTIES, CONDITIONS OR COVENANTS, KICHER EXPRESS OR IMPLIED
(INCLUDING WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR
PURPOSE, MERCHANTABILIPY, DURABILIFY, TIPLE, ACCURACY OR NONINBRINGEMENT) ARISING OUT OB OR RELATHD PO THE
PERFORMANCE OR NONPERFORMANCE OF PHE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY RELATING TO TURD
PARTY SERVICES, ANY WARRANTY WITH RESPECT TO ‘THE PERFORMANCE OF ANY HARDWARE OR SOFTWARE USED IN PERFORMING
www.telvue.com | 16000 Horizon Way, Suite 700, Mi Laurel, NJ 08054 1 Phone: 1-(S00)-885-3936 | Email: saleséiielvue.com
