Conditions

Last Updated August 2026

1. ACKNOWLEDGMENT AND ACCEPTANCE OF TERMS AND CONDITIONS. Customer shall place orders for products (the “Products”) to be purchased hereunder by submitting a written purchase order to RAMPF (“Order”). All Orders must be in writing and are accepted subject to these Terms and Conditions. Customer acknowledges and agrees that these Terms and Conditions, together with the Order, comprise the entire agreement between Customer and RAMPF with respect to the Order. In the event any terms and/or conditions of the Order conflict with these Terms and Conditions, these Terms and Conditions shall prevail. Additionally, in the event of any conflict between these Terms and Conditions and any terms and conditions provided by Customer, or any other third party, all parties acknowledge and agree that these Terms and Conditions shall prevail and control the parties’ transaction.

2. DEPOSIT/PAYMENT. RAMPF shall be paid in accordance with these Terms and Conditions and the Order. Unless otherwise agreed to in writing by RAMPF, a minimum 1/3 deposit of the contract price is required to be paid at the time of the Order. The remaining balance shall be paid to RAMPF at least one (1) day prior to delivery, as such term is defined below. Notwithstanding the foregoing, all Orders must be paid in full within thirty (30) days of the invoice date. A service charge of 5% per month (18% per annum) shall apply to all amounts due and not received within thirty (30) calendar days from the invoice date. There shall be no discount for early payment. Unless otherwise stated in the Order, all unit prices, contract price, fees and charges are nonrefundable. RAMPF may change the fees and charges then in effect, or add new fees or charges in its sole discretion, by giving Customer advance notice. Unless otherwise agreed to by RAMPF and Customer, RAMPF retains a security interest lien in all Products until payment in full is received. A returned check fee may be charged to the extent allowable by state law. Customer shall pay reasonable attorney's fees and any other costs incurred by RAMPF in the collection of monies due to RAMPF.

3. DELIVERY. All Orders shall be delivered Ex Works (EXW) 90 Western Maryland Parkway, Hagerstown, Maryland USA (INCOTERMS 2020), or Ex Works (EXW) at any other RAMPF manufacturing location, as the case may be. As a courtesy to Customer, RAMPF may coordinate shipping and/or carriage as set forth herein, provided, however, (i) the Products shall nevertheless be at the disposal of Customer upon delivery, as such term is defined below; (ii) Customer hereby acknowledges and agrees that any part(ies) with whom such shipping and/or carriage is contracted shall constitute solely Customer’s carrier(s); (iii) Customer shall be solely responsible for all shipping and handling costs, any duty or custom fees or taxes, insurance, including marine or other forms of insurance, storage fees, stowage within any boxes or containers, export clearance, or any other costs, expenses, or liabilities; and (iv) any such coordination by RAMPF with Customer’s carrier(s) shall in no way impact the passage of risk of loss from RAMPF to Customer upon delivery. The delivery deadlines and dates shall be approximate based upon current and expected factory loads, and shall not be considered to be legally binding, unless the Order expressly includes a binding delivery date. The term “delivery”, and any derivation(s) thereof, shall, for all purposes of these Terms and Conditions, be deemed to mean the date when the Products are delivered Ex Works (EXW) 90 Western Maryland Parkway, Hagerstown, Maryland USA, or Ex Works (EXW) at any other RAMPF manufacturing location, as the case may be. It is agreed that partial deliveries are permitted. Any liability on the part of RAMPF for late delivery of the Order shall be excluded to the extent permitted by law. Further, RAMPF assumes no responsibility for loss, damage or consequential damage due to delay. Any claims for incorrect delivery shall be void if made more than fourteen (14) days after receipt by Customer.

4. CANCELLATION/CHANGE ORDERS. All Products are custom made specifically for Customer. Customer may not cancel, modify or terminate any Order for any reason at any time. RAMPF reserves the right to cancel any Order for any reason at any time in its sole discretion. Any agreement for changes to an Order prior to beginning production must be in writing and agreed to by both Customer and RAMPF in order to be binding. The contract price shall be adjusted to reflect the change order and the new contract price shall be indicated in writing prior to the change order being processed.

5. TRANSFER OF OWNERSHIP; RISK OF LOSS OR DAMAGE. Title to the Products shall be transferred to the Customer upon RAMPF’s receipt of the contract price paid in full. The risk of loss or damage to the Products shall be transferred to the Customer upon delivery as defined in Section 3 above.

6. INTELLECTUAL PROPERTY AND KNOW-HOW. Any and all intellectual property, including the knowhow required to design, develop, manufacture, produce, and deliver the Products, shall remain the sole property of RAMPF. In no event, shall the Customer be granted any rights, interest to, or license in any of the intellectual property or know-how with respect to the Products.

7. INDEMNIFICATION. Customer agrees to indemnify, defend, and hold harmless RAMPF, and its stockholders, officers, directors, managers, employees, agents, legal and personal representatives, related and affiliated entities, successors and assigns (collectively, “Indemnitees”), from and against any and all losses, costs, obligations, liabilities, damages, actions, suits, causes of action, claims, demands, liens, encumbrances, security interests, settlements, judgments, and other expenses, including, but not limited to, cost of defense, settlement, and reasonable attorneys’ fees, of whatever type or nature, including, but not limited to, damage or destruction to property, injury to any person or persons, which are asserted against, incurred, imposed upon, or suffered by Indemnitees by reason of, or arising from: (a) Customer’s breach or threatened breach of these Terms and Conditions and/or the Order; (b) Customer’s actual or alleged failure to promptly pay sums due Indemnitees or third parties; (c) the acts or omissions of Customer (or its stockholders, members, officers, directors, employees or agents); or (d) any Customer or third-party claims relating to the Order and/or suitability of any Products sold.

8. DISCLAIMER OF WARRANTIES. RAMPF MAKES NO REPRESENTATION, WARRANTY, OR CONDITION OF ANY KIND ON BEHALF OF ITSELF. ANY WARRANTY, EXPRESS OR IMPLIED, IS EXPRESSLY EXCLUDED AND DISCLAIMED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTY ARISING BY STATUTE, OPERATION OF LAW, COURSE OF DEALING OR PERFORMANCE OR USAGE OF TRADE. RAMPF MAKES NO WARRANTY THAT THE PRODUCTS WILL MEET CUSTOMER’S REQUIREMENTS, OR THAT THE PRODUCTS WILL BE ACCURATE, SATISFACTORY QUALITY, UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. CUSTOMER EXPRESSLY AGREES THAT USE OF THE PRODUCTS ARE AT CUSTOMER'S SOLE RISK. THE PRODUCTS ARE PROVIDED WITH ALL FAULTS, ON AN “AS IS” AND “AS AVAILABLE” BASIS.

9. LIMITATION OF LIABILITY. RAMPF SHALL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOST PROFITS, REVENUE, LOSS OF USE, INTERRUPTION OF PRODUCTION, COST OF CAPITAL, LOST DATA, OR FOR ANY OTHER DAMAGES, OR SUMS PAID BY CUSTOMER TO THIRD PARTIES, WHETHER IN AN ACTION FOR CONTRACT, NEGLIGENCE OR OTHER TORT OR OTHERWISE, EVEN IF RAMPF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. RAMPF’S TOTAL LIABILITY AND CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FOR ANY CLAIM OF ANY TYPE ARISING OUT OF OR RELATING TO ANY PRODUCTS PROVIDED BY RAMPF, SHALL BE LIMITED TO THE REPAIR OR REPLACEMENT OF THE PRODUCTS, AS DETERMINED IN RAMPF’S SOLE AND ABSOLUTE DISCRETION, PROVIDED THAT CUSTOMER NOTIFIES RAMPF IN WRITING WITHIN ONE (1) YEAR OF THE DELIVERY DATE OF THE DEFECTIVE PRODUCTS OR FAULTY WORKMANSHIP, AND FURTHER PROVIDED THAT SUCH DEFECTIVE PRODUCTS ARE RETURNED TO RAMPF PREMISES AT CUSTOMER’S SOLE COST. NOTWITHSTANDING ANYTHING CONTAINED TO THE CONTRARY HEREIN, RAMPF’S OBLIGATION TO REPAIR OR REPLACE PRODUCTS, SHALL NOT APPLY IN THE EVENT OF IMPROPER HANDLING OR STORAGE OF THE PRODUCTS BY CUSTOMER, ANY MODIFICATION AND/OR REPAIR TO THE PRODUCTS BY CUSTOMER OR ANOTHER THIRD PARTY AND NOT PREVIOUSLY AUTHORIZED BY RAMPF IN WRITING, MATERIALS OR WORKMANSHIP MADE, FURNISHED OR SPECIFIED BY CUSTOMER, NON-COMPLIANCE WITH RAMPF’S STORAGE, INSTALLATION, OPERATION OR ENVIRONMENTAL REQUIREMENTS, LACK OF PROPER MAINTENANCE, IF THE PRODUCTS ARE COMBINED WITH PRODUCTS FROM THIRD PARTIES, IN THE EVENT OF NORMAL WEAR AND TEAR, OR FOR ANY OTHER REASONS WHICH ARE BEYOND RAMPF’S REASONABLE CONTROL.

10. EXCUSE FOR NONPERFORMANCE. RAMPF is not responsible for any failure of or delays in the delivery or completion of the Order and/or for the manufacture of the Products to the extent such failure or delay results from a Force Majeure Event. A “Force Majeure Event” means any of the following: weather conditions; vandalism; theft; natural disasters; Governmental Unit rules, regulations, or orders, including orders or judgments of any court or commissions; delays in obtaining products and/or materials from third party vendors or suppliers; delays as a result of equipment malfunction or maintenance; Acts of God; strikes or labor disputes; war or acts of terrorism; or any other cause or condition beyond the control of RAMPF.

11. COMPLIANCE WITH LAWS. Customer is solely responsible for compliance with any and all applicable laws and regulations, including, but not limited to, import and export control laws and regulations. Customer shall obtain import, export, re-export approvals, permits and licenses required for the Products and shall retain such documentation to support compliance with applicable laws and regulations.

12. MISCELLEANOUS. These Terms and Conditions and the Order shall be interpreted, construed, and governed according to the laws of the State of Maryland, without regard to any otherwise applicable choice of law provisions. Customer and RAMPF agree that any action commenced to enforce the terms of this Agreement must be brought exclusively in the Circuit Court for Washington County, Maryland, USA. Customer and RAMPF consent to the exclusive jurisdiction and venue of that Court to enforce the terms of these Terms and Conditions and Order. Customer expressly waives the right to transfer any action filed therein. Customer agrees to accept service of process pursuant to Maryland Rules and procedures. All notices required or permitted hereunder shall be in writing addressed to the respective parties as set forth herein, unless another address shall have been designated in writing, and shall be delivered by hand, by facsimile, electronically, or by regular mail to the respective addresses set forth above. The provisions of these Terms and Conditions and Order are severable, and if any one or more provisions may be determined to be illegal, invalid or otherwise unenforceable, in whole or in part, and not otherwise subject to modification, the remaining provisions, and any partially unenforceable provision to the extent enforceable, shall, nevertheless, be binding and enforceable. Customer may not assign this Agreement. RAMPF reserves the right in its sole discretion to amend these Terms and Conditions at any time without prior written notice. This Agreement shall be binding upon, and inure to the benefit of, Customer and RAMPF, and their respective successors and assigns.