1 Read This Document Carefully!

THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO YOU. These terms and conditions ("Agreement") apply to purchases by you ("Customer") of products and/or services and support ("Product (s)") sold in the United States by Capstone Technology Corporation (“Capstone”), including its affiliates, subsidiaries, or divisions, including Convergence Training. By accepting delivery of the Product, you accept and are bound to the terms and conditions of this Agreement.

2 Description of Goods / Services for Sale

Capstone provides goods and services primarily for sale to commercial customers. Goods and services may consist of hardware and software products, including associated support. Refer to specific information on the product of interest for product details, purchase methods, minimum system requirements, and extent of support services provided.

2.1 Product Trial

In the course of business, Capstone may offer potential customers use of versions of Products on a trial basis for a specified period of time. Products offered and used for trial or demonstration prior to Customer purchase and activation are not eligible for support, update, or upgrade.

3 Payment Terms

Terms of payment are within Capstone's sole discretion, and unless otherwise agreed to by Capstone, payment must be received by Capstone prior to Capstone's acceptance of an order. Payment for the products will be made by credit card. Customer's order is subject to cancellation by Capstone, in Capstone's sole discretion. Unless Customer and Capstone have agreed to a discount, Capstone's standard pricing policy applies Capstone is not responsible for pricing, typographical, or other errors in any offer by Capstone and reserves the right to cancel any orders resulting from such errors.

4 Delivery

4.1 Download

For Products delivered via Internet download, Capstone will make every reasonable effort to deliver Products following an authorized purchase to Customer within one business day. Business days are defined as Monday through Friday during the hours from 8:00 AM to 5:00 PM Pacific Standard Time (PST) excluding federal and other holidays recognized by Capstone. Capstone cannot be held liable for failure of Product delivery due to technical, human, or other errors outside of the direct and reasonable control of Capstone.

4.2 Shipping

For Products delivered via shipping, shipping and handling are additional unless otherwise expressly indicated at the time of sale. Title to products passes from Capstone to Customer on shipment from Capstone's facility. Loss or damage that occurs during shipping by a carrier selected by Capstone is Capstone's responsibility. Loss or damage that occurs during shipping by a carrier selected by Customer is Customer's responsibility. You must notify Capstone within 21 days of the date of your invoice or acknowledgement if you believe any part of your purchase is missing, wrong or damaged. Unless you provide Capstone with a valid and correct tax exemption certificate applicable to your purchase of Product and the Product ship-to location, you are responsible for sales and other taxes associated with the order. Shipping dates are estimates only.

5 Service and Support

Service offerings may vary from Product to Product. Capstone and/or any service provider authorized by Capstone may in their discretion revise their general and optional service and support programs and the terms and conditions that govern them without prior notice to Customer. Capstone has no obligation to provide service or support until Capstone has received full payment for the Product or service/support contract purchased by Customer. Capstone is not obligated to provide third-party branded service or support, or service or support for any products or services purchased by Customer through a third-party and not Capstone. Prior to Capstone and/or authorized service provider providing service or support, Customer represents that Customer's system(s) does not contain illegal files or data. Customer also represents that Customer owns the copyright or has a license to make copies to all files on Customer's system and does not have any data that would cause Capstone to be liable for copyright infringement if those files were copied by Capstone and/or authorized service provider.

6 Warrantee

While Capstone makes every reasonable effort to deliver Products that perform as stated, CAPSTONE MAKES NO WARRANTIES FOR SERVICE, SOFTWARE, OR NON-CAPSTONE BRANDED PRODUCT, SERVICE, MAINTENANCE OR SUPPORT. SUCH PRODUCT, SOFTWARE, SERVICE, MAINTENANCE OR SUPPORT IS PROVIDED BY CAPSTONE "AS IS" AND ANY THIRD-PARTY WARRANTIES, SERVICES, MAINTENANCE AND SUPPORT ARE PROVIDED BY THE ORIGINAL MANUFACTURER OR SUPPLIER, NOT BY CAPSTONE.

7 Returns and Refunds

If Customer is not fully satisfied with a Capstone Product obtained through an authorized purchase, Customer must contact Capstone in writing within seven (7) days of authorized purchase for a full refund, less restocking fee for inventory Product, upon Capstone’s receipt of returned Product. For Products shipped via common carrier, return shipping fee will be the responsibility of Capstone only in the event that it is either determined that the return is the result of an error by Capstone or otherwise agreed to between Capstone and Customer. For electronic Products downloaded from Capstone, the inactivation of serial number licensing will constitute a Product return.

8 Governing Law

THE PARTIES AGREE THAT THIS AGREEMENT, ANY SALES THERE UNDER, OR ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND CAPSTONE arising from or relating to this agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this agreement, Capstone's advertising, or any related purchase SHALL BE GOVERNED BY THE LAWS OF THE STATE OF WASHINGTON, WITHOUT REGARD TO CONFLICTS OF LAW.

9 Other Documents

This Agreement may NOT be altered, supplemented, or amended by the use of any other document(s) unless otherwise agreed to in a written agreement signed by both you and Capstone. If you do not receive an invoice or acknowledgement in the mail, via e-mail, or with your Product, information about your purchase may be obtained by contacting your sales representative.

10 Limitations of Liability

CAPSTONE DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING BUT NOT LIMITED TO ANY LIABILITY FOR PRODUCT NOT BEING AVAILABLE FOR USE, LOST PROFITS, LOSS OF BUSINESS OR FOR LOST OR CORRUPTED DATA OR SOFTWARE, OR THE PROVISION OF SERVICES AND SUPPORT. EXCEPT AS EXPRESSLY PROVIDED HEREIN, CAPSTONE WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY. YOU AGREE THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCT, CAPSTONE IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AMOUNT INVOICED FOR THE APPLICABLE PRODUCT. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, THE REMEDIES SET FORTH IN THIS AGREEMENT SHALL APPLY EVEN IF SUCH REMEDIES FAIL THEIR ESSENTIAL PURPOSE.