All orders are subject to acceptance by Transaction Graphics, Inc. (TGI). TGI reserves the right to decline any order in the exercise of its discretion.

Title of Product shall pass to the Financial Institution or its customers, as the case may be, at point of shipment. TGI's liability and responsibility for loss or destruction of the Products sold to the Financial Institution or its customers shall cease upon shipment.

TGI will replace, free of charge, any Product found to contain any printing error or to be defective in workmanship or materials. While care is taken in the manufacture, printing, and binding of all Products, and TGI maintains reasonable inspection procedures, it is commercially impossible to detect all errors and imperfections. Therefore, no other warranty is given and all affirmations, samples or models made or shown are for illustrative purposes only. This limited warranty is expressly in lieu of all other warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose. In no event will TGI be liable to the Financial Institution or its customers for any loss, damage or injury, whether ordinary, direct, special, incidental or consequential, which result from any error or imperfection, the use or misuse of any Product, and the Financial Institution and its customers agree to indemnify and hold TGI harmless from any and all such claims. In no event will TGI be liable for any breach of warranty in an amount greater than the purchase price of the Product. It is expressly understood that the remedy provided in this section shall be the Financial Institution's and its customers' exclusive and sole remedy against TGI.

This Agreement shall be governed in all respects, including validity, interpretation and effect, and shall be enforced in accordance with the internal laws of the state of Tennessee, without regard to conflict of law principles.