Microsel, Inc. Electronic Commerce User Agreement and License

By Selecting the checkbox and clicking the "continue" button on the Microsel, Inc website upon login, you are agreeing to the following Microsel Inc. Electronic Commerce User Agreement and License, Privacy Policy, and the Standard Terms and Conditions.

I acknowledge that I have read and agreed to the Electronic User Agreement and License, Privacy Policy and the Standard terms and Conditions including information incorporated therein.

1. Definitions. For purposes of this Agreement, the following definitions shall apply:

(i) Web Site. The Web Site means all information, content, concepts, program interfaces, structures,

functionality, computer code, published materials, electronic documents, graphic files and other technology inherent in the Microsel, Inc World Wide Web Site located at www.microsel.com and http://colorado.microsel.com

(ii) Databases or Informational Databases.

The Informational Databases or Database includes all information accessible from Microsel, Inc. through the Web Site, which may include, but is not limited to, data structures, technical and other specifications, pricing, advice, and other data and information. All data and other information available on the Informational Databases is proprietary,

confidential and the sole property of Mirosel Inc. or third parties licensing such information to Microsel, Inc.

2. Security. You must enter a valid user ID and password (“access codes”) to access some of the Databases or the Web Site’s secure areas. It is your sole responsibility to monitor use of these access codes for all purposes, including, but not limited to ordering. You accept all responsibility for the security of your user ID and password, Informational Databases or Web Site via the access codes. This includes unauthorized access by your employees or third

parties, except for access by third parties resulting from Microsel, Inc.’s sole negligence. Do not disclose your access codes to anyone not authorized to act on your behalf. You agree to review and comply with the Web Site’s password security policy as amended from time to time. Your right to use the access codes terminates with your license in accordance with section 8.

3. Third Party Providers. Documents may be transmitted through any third-party (solution or service) provider with which either party may contract.

4. Order Validity. You agree not to contest the validity or enforceability of orders placed through the Web Site’s secure areas under the provisions of any applicable law. All orders placed using the user ID and password shall, for all purposes, be deemed to be in writing signed by you and will be admissible as between the parties to

the same extent and under the same conditions as other business records originated and maintained in documentary form.

5. Terms and Conditions of Sale. Unless otherwise stated in an express written agreement signed by an officer of Microsel, Inc., the terms and conditions contained on Microsel, Inc’s written invoices and or purchase orders, the catalog, and available on line, as amended from time to time, shall apply to all transactions initiated through the Web Site. Microsel Inc.’s terms and conditions of sale may vary depending upon the country from which you are ordering or the subsidiary with whom you do business.

6. Termination and Modification. Microsel, Inc. may elect

to update, modify, change or terminate all or any part of the functionality available through the Informational Databases or Web Site, including modification or termination of the ability to place orders or make inquiries at any time in the future. Microsel, Inc may modify this Agreement from time to time. Any amendments or modifications may be provided to you through on-line notice. You agree that access to the Informational Databases or Web Site after you have, or should have received, notice of modifications or amendments to this Agreement will constitute acceptance of all such modifications or amendments. You agree on termination of this Agreement to immediately discontinue use of your password and to cease accessi