These terms and conditions (“VASCO Terms and Conditions”) apply to all VASCO services and products and form an integral part of all Contracts on sale of VASCO’s Digipass tokens (whether in physical form or in software form, hereinafter “the Digipass tokens”), the respective license of the VACMAN or other software (“Software”) and the commitment to provide software maintenance and support (“M/S”) services, together with the relevant documentation (all collectively, the “Products”), subject to any variations which may be agreed in writing between VASCO Data Security International GmbH with its principal place of business located at World-Wide Business Center, Balz-Zimmermannstrasse 7, CH-8152 Glattbrugg, Switzerland (“VASCO”), on the one hand and VASCO’s customer (“Customer”) on the other hand.

Limited Warranty.  VASCO warrants for a period of 24 (twenty-four) months following receipt by Customer (the “Warranty Period”), that the Digipass tokens are free from faults in manufacture and materials described in VASCO’s Warranty Defect document as attached hereto. VASCO shall not be liable for defects in the Digipass tokens notified by Customer after expiration of the Warranty Period.  This limited warranty does not apply to Digipass tokens for malfunctions attributable to extrinsic causes, such as (i) natural disasters including fire, smoke, water, earthquakes or lightning, (ii) electrical power fluctuations or failures, (iii) failure of Customer to comply with the conditions and storage instructions specified in the Warranty Defect document or other abuse, misuse, accident, alteration, neglect, (iv)  repair, correction or modification not provided or authorized by VASCO or (v) the combination or use of the Digipass tokens with software not provided by VASCO. VASCO does not warrant that the Digipass tokens operate without interruption or without error.

If VASCO requires that defective Digipass tokens be returned, VASCO provides Customer a RMA (Return Material Authorization) Number. VASCO examines the returned Digipass tokens and provides to Customer notice of: (i) the quantity of Digipass tokens covered by the limited warranty set forth in this paragraph and (ii) the quantity of Digipass tokens that are not covered by this limited warranty and for what reason. For Digipass tokens which are not covered by above limited warranty but can be reworked (new label, erasure of all data) VASCO submits an offer to Customer for such reworking.

As to Software, VASCO warrants that the storage media on which the Program (defined in paragraph 11 below) or the Software are located are free from defects in materials and workmanship for 90 days from the date of receipt by Customer.  VASCO warrants that the Software (i) conforms to VASCO’s published product specifications in effect on the date of delivery and (ii) performs substantially as described in the accompanying documentation for a period of 90 days.  Customer acknowledges that (i) the Software may not satisfy all of Customer’s requirements and (ii) use of the Software may not be uninterrupted or error-free.

In case of a breach of the warranty set forth in this paragraph 7, VASCO shall, at its option, repair or replace the Products, where applicable in accordance with the Warranty Defect document.  If VASCO determines that such repair or replacement within a reasonable time is not practicable, Customer may return the Products to VASCO in exchange for a refund of the price that Customer actually paid.  Customer acknowledges that this paragraph 7 constitutes Customer’s exclusive remedy and VASCO’s exclusive liability for any breach of warranty related to the quality of the Products.

Limitation of Liability.  Neither party shall be liable for any indirect or consequential loss or damages, whether arising from negligence, breach of contract or otherwise, whether or not the party was advised of the possibility of such damages.

Notwithstanding the limitation stated above, neither party shall be liable, without limitation, for any loss of business or profit, revenue, data or use, whether arising from negligence, breach of contract or otherwise, regardless whether the loss is direct or indirect.

In no event shall the aggregate liability of VASCO exceed the total amount actually paid or payable by Customer to VASCO for the specific Product that directly caused the damage. This paragraph 8 does not apply if and to the extent that customer breaches the confidentiality or use restrictions contemplated under this agreement or applicable law specifically requires liability despite the foregoing exclusions and limitations.

Warranty Defects

This Exhibit describes the defects in the Digipass tokens that are covered by the limited warranty set forth in VASCO Standard Terms and Conditions and the available remedy, if any, in the case of such defects.

1. The Digipass tokens are warranted on two aspects (see also below Table on Warranty & Epidemics Defects):

• Visual conformity
• Functional conformity

2. For each of these aspects, possible defects are classified in three categories (see also below Table on Warranty & Epidemics Defects):

a.Type A defects: critical defects = defects that result in the impossibility to distribute or use the Digipass token.
b. Type B defects: major defects = defects that seriously affect the possibility to distribute or use the Digipass token.
c. Type C defects: minor defects = defects that to a minor extent affect the possibility to distribute or use the Digipass token.

Table Warranty and Epidemics Defects:

(*) Notification no later than 4 months upon physical delivery.

3. Scope of warranty:
The warranty does not apply to Digipass tokens which

CLASSIFICATION TYPE A DEFECTS TYPE B DEFECTS TYPE C DEFECTS VISUAL CONFORMITY(*): Warranty Warranty Warranty Presence logo, if applicable Repair or Replace x     Presence barcode label, if applicable Repair or Replace x     Correct housing color: -Major discrepancies - Minor discrepancies   Repair or Replace x Repair or Replace x Correct keypad color: - Major discrepancies - Minor discrepancies   Repair or Replace x Repair or Replace x Quality of Logo: -Major discrepancies - Minor discrepancies   Repair or Replace x Repair or Replace x FUNCTIONAL CONFORMITY:       Buttons blocked Repair or Replace x     LCD defective Repair or Replace x     Enclosure degradation Repair or Replace x     Battery problem Repair or Replace x     Initialization failures Repair or Replace x     Functional failures Repair or Replace x

have been subjected to errors in programming by Customer, storage outside conditions specified by VASCO, abuse, misuse, accident, alteration, neglect, unauthorized repair or installation.

4.Acceptable Storage Conditions:
Short-term / transport storage conditions:
-10 °C to + 45 °C    with 90% Relative Humidity in non-condensing conditions

Long-term storage conditions
+10 °C to + 30 °C with 85% Relative Humidity in non-condensing conditions