While we have attempted to make the Web sites helpful and accurate, due to the open nature of the Web sites, and the potential for errors in the storage and transmission of digital information, we are not able to warrant or guaranty the accuracy of information obtained from the Web sites. ALL MATERIALS POSTED ON THE WEB SITES ARE "AS IS" AND WITHOUT EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. KVP DOES NOT REPRESENT OR WARRANT THAT FUNCTIONS CONTAINED ON THE WEB SITES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, THAT THE WEB SITES AND/OR THE SERVER ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY RESULTS OR INFORMATION THAT MAY BE OBTAINED FROM THE USE OF THE WEB SITE OR THE SERVICES WILL BE ACCURATE, TIMELY, COMPLETE, APPROPRIATE OR RELIABLE. Please direct all questions regarding these terms and conditions to Habasit Holding, USA, One Park Plaza, Suite 600, Irvine, CA 92614, Attention: General Counsel.

II. ACCESS AND USAGE
Access
Although KVP permits access to and use of the Web sites by any approved entity or person, KVP reserves all rights to restrict or prohibit access to or use of all or any portion of the Web sites for any or no reason. KVP retains all rights to control the Web sites in its sole discretion, including, without limitation, the right to add, replace, cancel, modify or remove catalogs, products, services, materials or communications set forth therein. Access to the Web sites is limited to legitimate business purposes. Any access or attempt to access other areas of the KVP computer system or other information contained on the system for any purpose is strictly prohibited. You may not use any information contained on the Web sites unless it is used for a legitimate business purpose.

Usage by Customers
If you desire to become a customer of the Web sites so that you may purchase goods and/or services, you must first register with KVP and be approved in accordance with KVP's registration requirements. Please see the Registration section for a list of these requirements and for completion of a registration form. By completing the registration process, the registrant (i) represents that he/she has the authority to bind the entity or person listed as the customer therein, (ii) agrees to provide true, accurate, current and complete information about themselves and/or the entity he/she is registering as a customer, and (iii) agrees to maintain and promptly update such information to keep it true, accurate, current and complete. If a registrant provides any information that is untrue, inaccurate, not current or incomplete, or if we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, KVP has the right to suspend or terminate the applicable customer account and refuse any and all current or future use of the services provided to customers (or any portion thereof). The Web sites are for business-to-business purposes and are not to be used by members of the general public. This site is intended for use by entities or persons that purchase conveying goods and/or services or that act as an intermediary for the provision of such goods and/or services to other users. The registered customer (person and/or entity) is bound by all of the terms and conditions governing the Web sites, and is responsible for ensuring that access to the Web sites is strictly limited to only those persons with the authority to legally bind such customer. Such customer agrees to (i) use its best efforts to safeguard the assigned identification number and password, (ii) honor any and all orders made thereunder, and (iii) immediately change its password if any unauthorized access or use is detected. KVP is not responsible for any loss or damage arising from a customer's failure to comply with the foregoing requirements.

Usage by Suppliers
The Web sites were created with the goal of providing a point of access for certain purchases made by approved customers, including chain and belting products and accessories, etc., as well as certain services. Manufacturers and suppliers are encouraged to contact KVP to pursue business relations that may result in the sale of products and/or services to the Web sites.

Copyright
All materials set forth on the Web sites are subject to the ownership rights of KVP and/or its suppliers. All rights to the intellectual property contained on the Web sites including, without limitation, copyright, trademark, trade name, service mark, trade secret and patent rights not expressly granted in these terms and conditions are reserved to KVP and its licensors. Access to the Web sites does not grant to any user/customer a right to copy or use any of the intellectual property of KVP or any third party. The entire contents of the Web sites are copyrighted under the laws of the United States. Except for printing one copy for your personal use in evaluating or learning about the Web sites (provided that you do not remove or alter any copyright notice or other notice contained in such content), you do not have permission to print, copy, reproduce, register, distribute, transmit, download, upload, store, alter or modify or publicly display any content from the Web sites.

Trademarks
The Web sites contain numerous trademarks, tradenames and service marks. Every mark is the property of either KVP or a third party, such as a supplier. The use of any KVP (or any KVP licensor) trademark or service mark without KVP's (or the appropriate owner's) express written consent is strictly prohibited. User/customer covenants that it will take no action to register or otherwise interfere with KVP's (or the appropriate owner's) rights in such marks. Statutory notice contained in the Web sites represents trademark or service mark status in the United States.

Other Intellectual Property
All software and hardware used by the Web sites and all improvements, enhancements and other additions or modifications thereto is and shall remain the exclusive property of KVP or the licensed provider thereof. The software is and shall be protected to the maximum extent by copyright laws and international treaties. Any reproduction, redistribution, creation of derivative works, public performance, display, modification in any manner or form, or use of modified versions of the software (including, without limitation, for the purpose of obtaining unauthorized access to the services provided on the Web sites) is strictly prohibited. Violators are hereby notified that, to the extent protected by copyright laws, improper use may result in civil and criminal repercussions. Use of all software in any manner by the United States Government is subject to all restrictions set forth in subparagraphs (a) through (d) of the Commercial Computer Restricted Rights clause at FAR 52.227-19 where applicable, or in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause in the FAR Supplement. KVP is the Contractor/Manufacturer, URL: http://www.kvp-inc.com/.

Limited Use License
Each user is granted a limited, personal, revocable, non-transferable license to use the software as employed on the Web sites solely for viewing and purchasing products and services and for otherwise using the Web sites in accordance with these terms and conditions and for no other purposes.

Links to Other Sites
The Web sites may be linked to one or more other sites that are maintained by third parties not affiliated with KVP. KVP does not control or have any input over such third party sites, and KVP is not responsible for the content of those sites. The inclusion on the Web sites of a link to any such sites does not imply endorsement, sponsorship or recommendation by KVP of such sites, and KVP expressly disclaims any and all liability for links from or to the Web sites. To link to the Web sites, you must first request and receive permission from KVP.

Security
KVP takes security of the Web sites very seriously and takes measures to protect the security of all customer information from loss, theft, misuse and alteration. KVP cannot guarantee, however, that electronic commerce is totally secure. Users of the Web sites are responsible for implementing sufficient firewalls, protections, procedures and checkpoints to satisfy their specific requirements for protection of their systems and the accuracy of their data. Users of the Web sites should maintain an external system that will enable them to reconstruct lost data.

Submissions of Ideas and Information
Any and all suggestions, ideas or other information communicated to KVP through the Web sites are the sole and exclusive property of KVP. Unless otherwise identified in writing, all submissions will be presumed to be public information and not under any obligation of confidentiality. KVP will have the exclusive ownership of all rights in any such suggestion, idea or other information, without compensation to the person or entity submitting such information.

Submission or Transmission of Content
Users and customers, and not KVP, are solely responsible for all information, data, text, materials or other content that a user or person using a customer account uploads, posts, stores, transmits or receives by any method on the Web sites or through the use of the services provided on the Web sites. KVP does not pre-screen content posted on the Web sites and is not obligated or responsible to verify the accuracy, reliability, timeliness or appropriateness of such content. Without limiting the foregoing, KVP may in its sole discretion refuse to post, store or transmit any content submitted by a user or customer, or move, remove, edit or modify any content on the Web sites as KVP deems appropriate.

Users and customers agree not to use (or allow the use of) the Web sites and/or the services provided on the Web sites to:
(a.) upload, post, otherwise store or transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise reasonably objectionable;
(b.) impersonate any person or entity including, without limitation, any KVP employee, agent, or affiliate, or falsely state or otherwise misrepresent their affiliation with a person or entity;
(c.) upload, post or otherwise store or transmit any content that they do not have a right to collect, use, store or transmit under any law or under any contractual or fiduciary relationships (including, without limitation, inside, proprietary and confidential information learned or disclosed as part of employment or fiduciary relationships or under nondisclosure agreements);
(d.) upload, post or otherwise store or transmit any content that infringes any patent rights, trademark rights, trade secret rights, copyrights and all other intellectual and industrial property rights of any kind anywhere in the world of any third party;
(e.) upload, post, otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
(f.) upload, post or otherwise store or transmit any content that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
(g.) interfere with or disrupt the Web sites, the services provided through the Web sites or any servers or networks connected to the Web sites or used with such services, or disobey any requirements, procedures, policies or regulations of any networks connected to the Web sites or used with such services; or
(h.) violate any applicable local, state, national or international law including, without limitation, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, and any other regulations having the force of law.

With respect to item (d) above, it is KVP's policy to terminate, under appropriate circumstances, the account of any user or customer who infringes the copyrights of others. By uploading, posting or otherwise storing any content on the Web sites, users and customers grant (or, as applicable, warrant that the owner of such rights has expressly granted) KVP an unrestricted, perpetual, royalty-free, fully paid-up, worldwide, irrevocable license to use, reproduce, display, perform, modify, transmit, distribute and create derivative works of such content in any form or media now known or later developed.

Claims of Copyright Infringement
KVP respects the intellectual property rights of others, and we ask our users and customers to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please use the following process to notify us.

All claims of copyright infringement should be in writing and should be directed to KVP's designated agent at the following address, fax number or email address:

     Habasit Holding, USA
     One Park Plaza, Suite 600
     Irvine, CA 92614
     Attn: General Counsel
     fax: (949) 852-7316
     email: copyrights@kvpfalcon.com

Each claim of copyright infringement must include all of the following:
1.) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
2.) Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single Web site are covered by a single claim, a representative list of such works at that Web site.
3.) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit KVP to locate the material.
4.) Information reasonably sufficient to permit KVP to contact the complaining party, such as an address, telephone number, and if available, an email address at which the complaining party may be contacted.
5.) A statement that the complaining party has a good faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
6.) A statement that the information in the notice is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Information Collected
Certain information will be collected by KVP from customers and other visitors of the Web sites, including, without limitation, registration information, transactional information from customers purchasing products, which may include shipping information and credit card information, and general information such as IP addresses, domain names, web pages, sections and pages of Web sites accessed, and length of time spent on the Web sites. The collection of this information will enable KVP to, among other things, aggregate statistical information, facilitate system administration, improve the products and services offered and content of the Web sites, improve customer relations, improve the functioning of the Web sites, and other uses. KVP will disclose to our third-party vendors such personally identifiable information about customers as is necessary to process customer's purchase of products on the Web sites, and we may also exchange personally identifying information with our partners and affiliates. KVP is not responsible for the use of this information by a participating third-party vendor, partner or affiliate, but we encourage that such entities adopt and honor their own privacy policies. KVP may share with others all aggregate non-personally identifying information that we collect and compile concerning users and customers of the Web sites. KVP may also use information collected through the Web sites to notify customers and other users of new products, catalog changes, or for any other business purpose.

Third Party Information
KVP may collect product and service information from one or more outside sources. Verification of the accuracy and completeness of such information is not always possible, and KVP does not warrant the accuracy or completeness of such information. Please contact us immediately if you believe any information is inaccurate or incomplete.

Indemnity
Users/Customers of the Web sites agree to indemnify and hold harmless KVP and its owners, subsidiaries, affiliates, partners, customers and suppliers, and each director, officer, employee and agent of the foregoing, from and against all claims, actions, liabilities, losses, expenses, damages and costs (including without limitation attorneys' fees and costs) that may be incurred at any time as a result of (i) any breach by user/customer of any of the terms and conditions governing the Web sites and its usage including, without limitation, user's/customer's representations and warranties contained therein, (ii) any virus, worm, Trojan Horse or other contamination brought to the Web sites by user/customer, (iii) user/customers use of the Web sites or the services, products, information or other content provided on the Web sites or through the services, and (iv) any claim by a third party that user's/customer's use of the Web sites violates another contract or relationship or forms the basis of an action in contract or tort, in law or in equity.

III. PURCHASE TERMS
Warranties
KVP makes only those warranties as are set forth in that certain section of its Web site entitled "Warranties."

Disclaimer of Additional Warranties
NO WARRANTY, EXPRESS OR IMPLIED, OTHER THAN AS SET FORTH IN THIS SECTION III ABOVE, IS MADE OR AUTHORIZED BY KVP. ANY INFORMATION ON THE WEB SITES DOES NOT EXPRESS OR IMPLY A WARRANTY THAT ANY PRODUCT IS MECHANTABLE OR FIT FOR A PARTICULAR PURPOSE, AND ALL SUCH WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED. FURTHER, ANY AND ALL LIABILITY FOR SPECIAL, CONSEQUENTIAL, PUNITIVE AND INCIDENTIAL DAMAGES IS EXPRESSLY DISCLAIMED. KVP'S LIABLITY IN ANY AND ALL EVENTS IS LIMITED TO AND WILL NOT EXCEED THE PURCHASE PRICE PAID FOR ANY PRODUCT BY AN AUTHORIZED CUSTOMER.

No Warranties to Consumers
KVP makes no express or implied warranties to those defined as consumers in the Magnuson-Moss Warranty-Federal Trade Commission Improvement Act, as such may be amended or supplemented from time to time.

Timely Assistance on Processing Warranty Claims
KVP agrees to use reasonable efforts to process returns of defective products made through KVP in a timely manner. Prior to any return of product, you must first contact KVP for a return authorization number, and provide a description of the defect, the manufacturer's name and model number, the date and number of the original invoice, the quantity of defective products being returned, and any other requested information.

Availability of Products
Although KVP attempts to have all products listed for sale on the Web sites available for order at any time, availability of any product offered for sale on the Web sites is subject to change at any time. Therefore, KVP does not represent nor warrant that products will be available upon request for order, even if such products are shown as available in "real time" stock checks.

Suitability of Products
Numerous governmental entities (federal, state, local, etc.) have rules and regulations governing sales, construction, installation, and/or use of products for certain purposes, which sometimes vary from those in other locations. Although KVP attempts to assure that products sold on the Web sites comply with relevant rules and regulations, it does not guarantee compliance in any manner, and KVP is not responsible for how any product is installed or used. Before purchasing any product, please review the intended application therefore and all applicable rules and regulations to be sure that the product and its installation and intended use comply with all such rules and regulations.

Pricing
Unless otherwise agreed in writing, all prices on the Web sites are subject to change at any time without notice. All prices on the Web sites are in U.S. Dollars. Access to the Web sites does not constitute the right to purchase from KVP.

Quotations
Quotations on large quantities are available upon request. Please contact your KVP sales representative or customer service.

Shipping and Delivery
Prices for products sold on the Web sites do not include shipping costs. Customer shall be responsible for all shipping costs of products in the amounts set forth in the applicable KVP purchase order. KVP agrees to deliver all products within the time frame set forth for delivery in the applicable purchase order. Unless specific request is made, KVP will ship all products by carrier of its choice. Any expenses incurred for additional services, such as customer's carrier or special handling at the destination, shall also be paid by customer. If product is damaged in transit, KVP will file claim with the carrier following notification and verification.

Title and Risk of Loss
Title to any products shipped hereunder shall pass to customer at the time KVP or its assignee delivers such products to the carrier, F.O.B. shipping point. At and after such time, all risk of loss shall pass to customer.

Sales Tax
KVP is required to charge state and local tax on items for which sales tax exemption certification has not been provided. When ordering, clearly indicate which items are not tax exempt.

Cancellation
Any cancellation must be first approved in writing by KVP, and will be subject to restocking and other charges.

Sales
Due to governmental regulations and product availability, all products and services shown on the Web sites may not be available in every area.

Payment
Customers with established credit shall pay KVP for all products delivered, including all invoiced shipping costs, net within the number of days set forth on KVP's invoice. All payments shall be made in United States Dollars. If credit is not established, please include payment with order or purchase through accepted credit card. Discounts of any kind are not allowed. In the event that a payment is past due, customer agrees to pay interest thereon until paid in full at 1 1/2% per month or, if less, the maximum rate then permissible by law.

Credit Balances
Customer agrees that any credit balances issued will be applied not later than one year from date of issuance. IF NOT APPLIED WITHIN ONE YEAR, ANY REMAINING CREDIT BALANCES WILL BE SUBJECT TO CANCELLATION WITHOUT FURTHER LIABILITY BY KVP.

Shipment of Orders Outside the United States
The additional terms in this section shall also apply to all orders shipped outside the United States. If any term herein conflicts with any other term, the term herein shall control for all foreign shipments. (1) No order shall be deemed accepted unless and until verified and accepted by KVP in a continental United States facility. Customer consents that submission of an order shall subject customer to the jurisdiction of the courts of the United States and the state and county of acceptance. (2) KVP may be required to charge national, state and local tax on all purchased items unless a United States customer sales tax exemption certification is on file. (3) Unless otherwise agreed in writing, export sales are made on condition that customer shall make payment in cash in advance at the time of order, or that customer open an irrevocable letter of credit in favor of KVP prior to shipment payable by sight draft drawn against such letter of credit, or that customer establish satisfactory credit with KVP prior to shipment. If any open account customer fails to timely make full payment, KVP may defer or cancel all or any part of any unshipped order. (4) KVP reserves the right to modify the shipping and delivery and title and risk of loss terms applicable to export sales. (5) Customer represents that it is purchasing the products for the purpose of importing them to the country specified in customer's purchase order. Customer agrees that the products will be shipped to that destination in compliance with the laws of such country, and that there will be no re-export or other diversion. (6) Unless otherwise agreed, customer shall be responsible for obtaining and paying for any and all permits, licenses and other governmental authorizations necessary for the exportation and/or importation of the products into the designated country of importation, including without limitation all duty and customs charges, and customer shall comply will all applicable laws, rules and regulations relating thereto. Any actions by a freight forwarder shall not be deemed authorized by or binding upon KVP unless agreed to in writing.

No Assignment
Customer agrees not to assign any order or any interest therein without the prior written consent of KVP. Any actual or attempted assignment without such prior written consent shall empower KVP to cancel such order upon notice to customer without liability to KVP.

OSHA Hazardous Substance
Material Safety Data Sheets (MSDS) for OSHA defined hazardous substances are available either on the Web sites or by contacting KVP. The information and recommendations contained on the MSDS are considered to be accurate and reliable. Notwithstanding, KVP makes no warranty or representation with respect to the accuracy or reliability of the information or the suitability of the recommendations, and expressly disclaims any and all liability to any user thereof to the extent permitted by law.

Modification of Terms
The acceptance by KVP of any order is subject to customer's agreement and assent to each and every term set forth herein and in KVP's acknowledgment, and customer's agreement to such terms and conditions shall be presumed from customer's ordering of product through the Web sites and/or from customer's receipt of KVP's acknowledgment and/or from customer's acceptance of all or any part of the goods or services ordered. All other contrary terms and conditions are hereby expressly rejected, and no additional terms and conditions or modifications shall be binding upon KVP unless agreed to by KVP in writing.

IV. ADDITIONAL TERMS
Force Majeure
Notwithstanding any other term or condition, in no event shall KVP be liable for any delay in or impairment of performance resulting in any manner in whole or part from Acts of God, severe weather conditions, labor disruptions, governmental decrees or controls, insurrections, war risks, shortages, inability to procure or ship product, failure to obtain licenses or permits, shortages of supplies or raw materials, or any other circumstances or causes beyond the reasonable control of KVP in the conduct of its business.

Security Interest
For every sale on open account, customer hereby grants to KVP a first priority lien, purchase money security interest and/or chattel mortgage in the products and all accounts receivable and cash therefrom until full payment has been made to KVP. Customer agrees to file any financing statements or other appropriate documents with relevant governmental authorities to assure the validity, priority and enforceability of the foregoing lien. Customer agrees to immediately inform KVP if it intends to use any import financing or has or will be granting a lien or security interest on its inventory to any third party.

Independent Contractors
KVP and customer are independent contractors. Customer is not authorized to and will not make any representations or warranties on behalf of KVP.

Entire Agreement
The terms and conditions set forth in the Web sites and in KVP's acknowledgments, quotations and invoices are incorporated herein by this reference and constitute the entire and exclusive agreement between KVP and customer.

Severability and Waiver
If any portion or provision of the terms and conditions for the Web sites shall be deemed invalid, illegal or unenforceable in any jurisdiction such shall, as to that jurisdiction, be ineffective only to the extent of such invalidity, illegality or unenforceability, without affecting in any way the remaining portions or provisions of the terms and conditions in such jurisdiction or, to the extent permitted by law, rendering that or any other portion or provision of the terms and conditions invalid, illegal or unenforceable in any other jurisdiction. The failure of KVP to exercise or enforce any right or provision of the terms and conditions shall not constitute a waiver of such right or provision.

Cross Reference Information
Product cross reference comparisons do not imply that all products compared are perfectly comparable or perform in exactly the same manner or are available for purchase. Please review the specifications of all such products prior to purchase.

Product Information
KVP's ability to keep product information accurate and current is often limited by the ability of manufacturers and other industry sources to provide timely, accurate and complete product information. Due to the foregoing, KVP MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY OF THE CATALOG AND PRODUCT DATA SET FORTH ON THE WEB SITES.

Governing Law
All terms and conditions and the rights and obligations of KVP and the customer thereunder shall be construed and governed in all respects, including validity, interpretation, performance and effect, by the internal laws of the State of Delaware, USA, without regard to its rules of conflicts of law. Any legal action with respect to any transaction must be commenced within one year after the cause of action has arisen.

Dispute Resolution
KVP and user/customer agree that any and all actions or proceedings arising in connection with the Web sites or its use, including without limitation, all orders and purchases thereunder, shall be tried and litigated exclusively in the courts located in the County of Orange, State of California, USA. The aforementioned choice of venue is intended to be mandatory and not permissive in nature, thereby precluding the possibility of litigation between KVP and any user/customer relating in any manner to the Web sites or its use in any jurisdiction other than that specified in this section. KVP and user/customer each hereby waives any right it may have to assert the doctrine of forum non conveniens or similar doctrine or to object to venue with respect to any proceeding brought in accordance with this section, and stipulates that the courts located in the County of Orange, State of California shall have in personam jurisdiction and venue over each of them for the purpose of litigating any dispute, controversy or proceeding arising out of or related in any manner to the Web sites or its use. Each hereby authorizes and accepts service of process sufficient for personal jurisdiction in any action against it as contemplated by this section by registered or certified mail, return receipt requested, postage prepaid. Any final judgment rendered against a party in any action or proceeding shall be conclusive as to the subject of such final judgment and may be enforced in other jurisdictions in any manner provided by law.

Foreign Corrupt Practices Act
Customer acknowledges that it is not the agent of KVP and represents and warrants that it has not and will not pay anything of value to any government employee in connection with the resale of the products.

Although efforts have been made to ensure the accuracy of all information contained in the Web sites, due to its open nature, KVP does not warrant its accuracy. Please review all of the terms and conditions set forth above for additional information.