Lote 311 Item# 977966 Equipamento de Teste de Sinal Agilent Technologies N4951B

1. Delivery; Shipping; Risk of Loss. Upon payment in full, equipment to be picked up by buyer at the pre-determined location, at which time title and risk of loss shall pass to buyer. Buyer shall, at buyer's sole cost and expense remove the equipment from said facility.

2. Equipment Sold "AS IS." Neither Company/Seller nor its agents, representatives or employees have made any representations or warranties regarding the condition or the sufficiency of the equipment or its design under existing safety standards and regulations. Buyer accepts the equipment in its present condition, AS IS, including latent defects, without any representations or warranties, express or implied.

3. DISCLAIMER OF WARRANTIES. COMPANY/SELLER MAKES NO WARRANTIES WHATSOEVER TO BUYER REGARDING THE EQUIPMENT AND EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER WRITTEN OR ORAL, EXPRESS OR IMPLIED, SPECIFICALLY INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF, AND BUYER IS PURCHASING THE EQUIPMENT "AS IS" AND "WITH ALL FAULTS."

6. Limitation of Liability. Under no circumstances shall Company/Seller be liable to buyer for any loss, injury, claim, liability or damage of any kind, specifically including without limitation any consequential, incidental, indirect or special damages, or any punitive or exemplary damages, arising out of, resulting from, or in any way related to, this Agreement, or the cleaning, packaging, shipment, transportation or handling of the equipment, or buyer's possession, use or disposal of the equipment. This exclusion shall apply regardless of whether such damages are sought based on breach of contract, breach of warranty, negligence, strict liability in tort, or any other legal or equitable theory.

7. Indemnification. Buyer will, at buyer's sole cost and expense, defend any claim or suit brought against Seller, and will indemnify and hold harmless Seller, and its officers, directors, employees and agents, and its successors, affiliates, subsidiaries and assigns, from and against any and all claims (including but not limited to claims for personal injuries and death), actions, causes of action, losses, liabilities, damages, costs and expenses (including but not limited to attorneys' fees), arising out of, resulting from, or in any way related to (i) the cleaning, packaging, shipment, transportation, or handling of the equipment, (ii) any breach by buyer of any of its covenants or obligations, or (iii) buyer's possession, use or disposal of the equipment, regardless of any negligence, fault or contributing cause to any such claim or loss against Company/Seller.

8. Compliance with Laws. Buyer shall, at buyer's sole cost and expense, strictly comply with all applicable federal, state and local laws, statutes, rules, regulations and ordinances with respect to cleaning, packaging, shipping, transporting and handling of the Equipment, and with respect to possession, use and disposal of the Equipment, if any..