VARTA Microbattery Inc. 1311 Mamaroneck Avenue, Suite 120 White Plains, N.Y. 10605 Phone:    +1-800-468-2782   +1-914-592-2500 Fax: +1-914-345-0488 E-Mail: webmaster@varta-microbattery.com   Management: Eddie Shaviv (President/CEO)   TERMS OF USE These terms of use constitute the Agreement that will govern your use of the us.varta-microbattery.com (the "Site") and any related websites of VARTA Microbattery. The Site is available for your use only on the condition that you agree to the terms and conditions set forth below, all with the intention of making them legally binding upon you. YOU SHOULD CAREFULLY READ THIS AGREEMENT BEFORE USING THE SITE. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU SHOULD IMMEDIATELY EXIT THE SITE. 1. User Eligibility. The Site is provided by VARTA Microbattery and is available only to people and entities who can form legally binding agreements. If you do not qualify, do not use the Site. 2. License and Site Access. VARTA Microbattery grants you a limited personal, nontransferable, non-sublicensable, revocable worldwide license to access and make personal, non-commercial use of the Site. You may view, copy, print, and distribute limited quantities of material from the Site, as long as the material is used by you for information only and the material is used only for non-commercial purposes. Any rights not expressly granted by this Agreement are reserved by VARTA Microbattery. 3. Intellectual-Property Ownership and Use. All Intellectual Property associated with the Site, including its content and the trademarks, service marks, trade dress, trade secrets, proprietary designs, copyrights and patents appearing on the Site or referenced in it, are the sole property of VARTA Microbattery or other parties. Any rights associated with any Intellectual Property are retained by its owner, and are protected by applicable law. This Agreement expressly prohibits any use of any Intellectual Property associated with the Site except as specified in Section 1, above, or as otherwise expressly authorized by VARTA Microbattery in writing. 4. Restrictions on Use. The Site is protected by United States and international law, including copyright and trademark laws. This Agreement does not grant any license to modify, alter or frame the materials on the Site that are viewed, downloaded or otherwise accessed by you. Your license does not include: any right of resale or of commercial use of the Site or its contents; any derivative use of the Site or its contents; or any use of data mining, robots, or similar data-gathering and extraction tools in connection with the Site. You may not remove or alter any proprietary notices, including copyright notices, contained on any downloadable materials and must comply with any applicable end-user license agreements. You may not input or upload onto the Site any information or computer code that is intended to, or are likely to, damage, interfere with, alter, intercept or expropriate any system, the Site or its contents, or that infringes any Intellectual Property rights of VARTA Microbattery or any third party. Inappropriate inputs and uploads include Trojan horses, worms, time bombs, cancelbots and other unauthorized computer programming routines. You are also prohibited from posting or transmitting any unlawful, threatening, obscene, libelous, or otherwise offensive material, or engaging in any kind of harassment activity via the Site or any website linked to it. From time to time, and without notice, VARTA Microbattery may establish and change its practices and restrictions concerning the use of the Site. 5. Product and Service Information. The Site provides users with information regarding VARTA Microbattery products and services. VARTA Microbattery may provide new features or information on the Site, each of which will be subject to this Agreement. Accordingly, we encourage you to visit the Site from time to time to review the current version of the Agreement. VARTA Microbattery shall have no responsibility for errors of any kind. Errors and the consequences of those errors may include, without limitation, any of the following: Product and service descriptions on the Site may vary from time to time, and typographical errors may occur, with the result that product and service descriptions may not be complete, current or accurate. Any such typographical errors resulting in incorrect product or service information, including incorrect pricing information, may result in the failure to honor an order or request placed by you based on that incorrect information. Because actual colors and the "look and feel" you see on the Site will depend on your monitor and other technical factors, VARTA Microbattery cannot guarantee that the display of any products will be accurate at any time. Products and services described on the Site are available only while supplies last, and VARTA Microbattery reserves the right to discontinue the production of any product, and to discontinue the offering or sale of any product or service at any time, without notice. VARTA Microbattery cannot guarantee that any particular product or service displayed on the Site will be available through any particular retailer, even if that retailer has indicated that the product or service is available through it. Any prices stated by VARTA Microbattery on the Site are suggested prices only; all retailer prices accessed by you through the Site or otherwise provided to you are subject to change without notice and might not include shipping and handling or any applicable sales taxes or customs duties. Return and refund policies vary by retailer and are not the responsibility of VARTA Microbattery. VARTA Microbattery is not a party to any sales transaction or other transaction you make with any retailer, either online, by telephone or otherwise. VARTA Microbattery therefore can make no guarantee that any retailer will fulfill any product order or honor any other commitment, promise or obligation to you. 6. Your Information and Privacy Considerations. From time to time, we may offer users of the Site the opportunity to receive information, as well as special offerings and promotions. We may also solicit requests from users for contact information for others who might be interested in VARTA Microbattery products and services. In order to take advantage of the full capabilities of the Site, such as the participation in certain special offerings and promotions, and to receive e-mailed information and announcements, you may be asked to send us information about yourself or others. We respect your privacy and the privacy of others, and we will, of course, endeavor to take care of any information you supply to us. If you believe, however, that any such information is so private to you or to any other person that possible disclosure would be embarrassing or otherwise inappropriate, we ask that you do not supply that information, even if it means that certain of this Site's capabilities, including the ability to participate in special offerings and promotions, would therefore be rendered unavailable to you or any other person. We do require, however, that the information you elect to provide to us be true, accurate, current and complete, and we request that you update that information as necessary. Websites linked to the Site are likely governed by their own confidentiality and privacy provisions. VARTA Microbattery is not responsible for those provisions and expressly disclaims any liability relating to any aspect of them, including their enforcement or lack of enforcement. 7. Disclosure of Content Monitoring. Although VARTA Microbattery has no obligation to monitor any information provided to the Site by its users, including information that you provide, VARTA Microbattery reserves the right to monitor, retain, and disclose that information if required to do so by law or in a good-faith belief that disclosure is reasonably necessary to comply with legal requirements, to respond to claims that any information violates the rights of third parties, or to protect the rights, property or personal safety of VARTA Microbattery, its users or the public. 8. No Warranty. The site, including any content or information contained within it and any linked website, is provided "as is" and "as available." AS TO THE SITE, AND ANY SUCH LINKED SITE, TO THE FULLEST EXTENT PERMITTED BY LAW, VARTA Microbattery EXPRESSLY DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Without limitation to the foregoing, VARTA Microbattery makes no warranty: (a) that there will be no interference with your enjoyment of the Site; (b) that the information provided will fulfill any particular purpose or need; (c) that the information provided is complete, reliable or accurate; (d) that any request will be honored according to your schedule or any stated schedule; (e) that the Site will otherwise meet any specifications, requirements or expectations; (f) that the Site will be uninterrupted, timely, secure or error free; (g) that the results that may be obtained from use of the Site will be accurate and reliable; or (h) that any errors in the content of the Site will be corrected. You assume total responsibility and risk for your use of the Site and any linked website. Any material downloaded or otherwise obtained through the use of the Site is so obtained at your own discretion and risk. VARTA Microbattery will not be responsible for any damage to your computer system or loss of data that results from so obtaining any such material. 9. Limitation of Liability. IN NO EVENT SHALL VARTA Microbattery, ITS AFFILIATES, OTHER RELATED ENTITIES, SUBSIDIARIES, JOINT VENTURES, PARTNERS, ENTITIES IN SUBSTANTIAL COMMON CONTROL OR THEIR RESPECTIVE SHAREHOLDERS, OFFICERS, DIRECTORS OR EMPLOYEES BE LIABLE FOR ANY DIRECT, INDIRECT, COMPENSATORY, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES WHICH MAY ARISE, DIRECTLY OR INDIRECTLY, FROM ACCESS TO THE SITE, FROM THE USE OF IT, FROM THE INABILITY TO USE IT, THROUGH THE DOWNLOADING OF ANY CONTENT (INCLUDING, WITHOUT LIMITATION, DATA, TEXT, IMAGES, VIDEO, OR AUDIO FROM THE SITE) OR IN CONNECTION WITH ANY VIRUSES, BUGS, ACTION OR INACTION OF ANY COMPUTER SYSTEM, TELEPHONE LINE, HARDWARE, SOFTWARE OR PROGRAM MALFUNCTION, OR ANY OTHER ERROR, FAILURE OR DELAY IN DATUM TRANSMISSION OR NETWORK CONNECTION, EVEN IF ADVISED OF THE POSSIBILITY OF THAT DAMAGE. VARTA Microbattery has no liability for the deletion of any communications or information collected, maintained or transmitted by the Site or the failure to store any information, including personalized settings. VARTA Microbattery has no liability with respect to any information posted by users on chat rooms, bulletin boards or other user fora. 10. Submissions. Any comments, suggestions, testimonials, endorsements, ideas, or similar material disclosed, submitted or posted by you on the Site or in connection with it will be considered non-confidential, non-proprietary and not personal either to you or to anyone else. By so disclosing, posting or submitting any such material, you grant to VARTA Microbattery and its affiliates a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, and fully sub-licensable right to use, reproduce, modify, edit, publish, translate, rework, distribute and display that material without compensation or acknowledgment of source. 11. Modifications. At any time, and without notice, VARTA Microbattery may modify, update, or otherwise change the terms of this Agreement or the Site. You agree that you are deemed to be apprised of, and that you are bound by, those changes, immediately upon the posting of them. 12. Termination. VARTA Microbattery may, in its sole discretion, terminate your use of the Site or cancel or terminate this Agreement for any reason, without prior notice. Upon termination or cancellation of this Agreement, you will immediately discontinue use of the Site. In its sole discretion, and at any time, VARTA Microbattery may also discontinue providing the Site or any part of it, with or without notice. VARTA Microbattery shall not be liable to you or any third party for any of the foregoing. Sections 2, 6, 7, 8, 9, 10, 13, 14,15 and 16 shall survive termination of this Agreement. 13. Links to other Websites. Although the Site may contain links to third-party websites, VARTA Microbattery has no control over those linked websites. You acknowledge and agree that VARTA Microbattery is not responsible for the availability of those linked websites or their content. VARTA Microbattery provides links as a convenience and does not endorse the proprietors or content of any linked websites, including any linked website of any company related to VARTA Microbattery or under common control with it. VARTA Microbattery DOES NOT PROVIDE ANY WARRANTIES OF ANY KIND REGARDING ANY LINKED SITE OR ANY PRODUCT OR SERVICE PROVIDED VIA ANY LINKED WEBSITE. 14. Caching, Linking and Framing by You. VARTA Microbattery prohibits caching of any portion of the Site and any unauthorized links to the Site and unauthorized framing of it. VARTA Microbattery reserves the right to disable any unauthorized links or frames. If you desire to provide a link from your website to the Site, or to frame it, you must contact VARTA Microbattery for permission via the contact method provided on the Site. VARTA Microbattery will be under no obligation, however, to permit any link or frame. 15. Jurisdiction and Choice of Law. All claims regarding the Site shall be governed according to the laws of the State of New York, United States of America, without regard to its conflicts of law principles. Any claim or action arising under this Agreement shall be subject to the exclusive jurisdiction of courts in Westchester County, State of Connecticut, United States of America. VARTA Microbattery makes no representations or warranties that materials on the Site are appropriate or available for use in any particular location; accessing the Site from any territory in which its content is illegal is not permitted or sanctioned by VARTA Microbattery. 16. Complete Agreement. This Agreement constitutes the entire agreement between you and VARTA Microbattery with respect to use of the Site, superseding any other agreement between you and VARTA Microbattery with respect to the subject matter of this Agreement. Section headings in this Agreement are for convenience only and have no legal or contractual effect. If any provision of this Agreement is found to be unenforceable, the other provisions shall still remain in full force and effect.