Standard Sale Terms

1. Price / Delivery. Price and delivery terms are cost and freight SGC'S stock at Chicago, Illinois or as defined on the invoice. SGC's prices do not include VAT, sales, use, or other taxes, and the buyer must absorb any such taxes. Delivery dates are approximate only and assume timely receipt of all necessary information from the buyer.

2. Payment / Security. Unless otherwise agreed in writing, payment terms are net 30 days from date of invoice for an SGC credit approved buyer. Whenever SGC reasonably deems itself insecure, SGC may withhold or revoke any extension of credit, enforce its security interest, created hereby, in all products (and proceeds therefrom) sold by SGC to the buyer and take any other reasonable steps to secure itself.

3. Warranty. SGC warrants to the buyer that all SGC's products furnished by it will, as of the time and place SGC makes delivery, conform in content with SGC'S published Specification Sheet in force on the date of acceptance of the order, with exception of non-material variations. SGC DISCLAIMS all other express warranties and all implied warranties as to the quality of any products furnished by SGC, including implied warranties of MERCHANTABILITY and FITNESS FOR PARTICULAR PURPOSES. In the case of SGC'S breach of warranty or any other duty with respect to the quality of any products, the exclusive remedies therefore. shall be replacement or return of the purchase price on authorized return of the products. Selection among these two remedies shall in each case be at SGC's reasonable discretion. Any such claim against SGC must be made in detail and in writing and promptly pursued. Six (6) months after SGC delivers the products (or three (3) months in the case of replacement products), all of SGC'S warranties and other duties with respect to the quality of the products delivered shall be conclusively presumed to have been satisfied, all liability therefor terminates and no action for breach of any such warranty or duty against SGC may thereafter be commenced.

4. Force Majeure. It is assumed that no contingency will occur which might render SGC'S performance impossible or impractical, including without limitation, strike, riot, fire, war, late or non-delivery by SGC's suppliers, lack of shipping space, assertion by third parties of infringement claims, domestic and foreign governmental actions and regulations and all other contingencies beyond SGC's control.

5. No Consequential Damages. SGC shall not be liable for any consequential damages under any circumstances whatsoever whether based on lost goodwill, lost resale profits, work stoppage, impairment of other goods or otherwise and whether arising out of breach of any express or implied warranty, breach of contract, negligence or otherwise, except only in the case of personal injury (product liability) where and to the extent applicable law renders this exclusion of consequential damage remedies unenforceable.

6. Illinois Law / Venue / One Year Limitation Period.Illinois law shall govern all transactions to which these standard terms of sale apply. The parties agree that any legal action relating to any such transaction shall be brought exclusively in the courts of the State of Illinois, County of Cook, or, if it has or can acquire jurisdiction, in the United States District Court for the Northern District of Illinois. Each of the parties irrevocably submits to the exclusive jurisdiction of each such court in any such proceeding and waives any objection it may now or hereafter have to venue or to convenience of forum. Any legal action with respect to any transaction to which these standard terms of sale apply much be commenced within one year and one day after the cause of action has accrued.