WARRANTY AND LIMITATION OF REMEDY AND LIABILITY

Ogden warrants only that the Products and parts manufactured by Ogden, when shipped, and the work performed by Ogden when performed, will meet all applicable specification and other specific product and work requirements (including those of performance), if any, and will be free from defects in material and workmanship under normal conditions of use. All claims for defective or nonconforming (both hereinafter called defective) Products, parts or work under this warranty must be made in writing immediately upon discovery, and in any event, with one (1) year from delivery, provided, however all claims for defective Products and parts must be made in writing no later than eighteen (18) months after shipment by Ogden. Defective and nonconforming items must be held for Ogden's inspections and returned to the original f.o.b. point upon request. THE FOREGOING IS EXPRESSLY IN LIEU OF ALL OTHER WARRANTIES WHATSOEVER, EXPRESS, IMPLIED AND STATUTORY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

Notwithstanding the provisions of this WARRANT AND LIMITATION Clause, it is specifically understood that Products and parts not manufactured and work not performed by Ogden are warranted only to the extent and in the manner that the same are warranted to Ogden by Ogden's vendors, and then only to the extent that Ogden is reasonably able to enforce such warranty, it being understood Ogden shall have no obligation to initiate litigation unless Buyer undertakes to pay all cost and expenses therefore, including but not limited to attorney's fees, and indemnifies Ogden against any liability to Ogden's vendors arising out of such litigation. Upon Buyer's submission of a claim as provided above and its substantiation. Ogden shall at its option either (i) repair or replace its Products, parts or work at the original f.o.b. point of delivery, or (ii) refund an equitable portion of the purchase price.

THE FOREGOING IS OGDEN'S ONLY OBLIGATION AND BUYER'S EXCLUSIVE REMEDY FOR BREACH OF WARRANTY, AND IS BUYER'S EXCLUSIVE REMEDY AGAINST OGDEN FOR ALL CLAIMS ARISING HEREUNDER OR RELATING HERETO WHETHER SUCH CLAIMS ARE BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHER THEORIES. BUYER'S FAILURE TO SUBMIT A CLAIM AS PROVIDED ABOVE SHALL SPECIFICALLY WAIVE ALL CLAIMS FOR DAMAGES OR OTHER RELIEF, INCLUDING BUT NOT LIMITED TO CLAIMS BASED ON LATENT DEFECTS. IN NO EVENT SHALL BUYER BE ENTITLED TO INCIDENTAL OR CONSEQUENTIAL DAMAGES AND BUYER SHALL HOLD OGDEN HARMLESS THEREFROM. ANY ACTION BY BUYER ARISING HEREUNDER OR RELATING HERETO, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHER THEORIES, MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE DATE OF SHIPMENT OR IT SHALL BE BARRED.

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