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EXAMPLE DIGITAL DEVICE PURCHASE AGREEMENT

This agreement is by and between Calum Tech International ("Buyer"), and the mobile telephone company, Falcons ("Seller").

Whereas, the Seller desires to sell to the Buyer a comprehensive group of 100 cell phones within 90 days of signing, with costs summarized below.

Cost Summary

Product: Cell phones = $200 each

Quantity: 100

Contract type: Typically, for a product acquisition, Lowest prices, technically acceptable (LPTA)

Period of performance: 60 months

Data usage per phone (monthly without contract): $100 60 months = $6,000. Data usage (monthly with contract): $40 60 months = $2,400

Video, text, and similar services: Not applicable to this contract

Recycling costs: $75 100 = $7,500

Total product cost: $2,675 to $6,275 per phone; $267,500 to $627,500 for 100

20% Defense Business Operating Fund fee = $53,500 to $125,500

Total potential cost

Without data contract = $627,500 + $125,500 = $753,000

With data contract = $267,500 + $53,500 = $321,000

Therefore, the parties hereby agree as follows:

1) Purchase and Sale of Product. The Seller agrees to sell, and the Buyer agrees to buy, for a total purchase price of $100,000.00 ("Purchase Price"). The Buyer shall initiate payment of the purchase price immediately after receipt and satisfactory inspection of the product.

2) Shipping.

a) Costs. Falcons will arrange and pay for shipping the product to the Buyer.

b) Risk of Loss. The Seller bears responsibility for the Product, including responsibility for the risk of loss of or damage to the Product, until such time as the Product arrives at the Buyer.

c) Inspection and Acceptance. After receipt of the Product, the Buyer will have 90 days in which to inspect the Product, and that Product is in the same condition as noted in the master packing list. A significant discrepancy in the inventory and/or condition of the Product, if unresolved by the parties, is grounds for refusal of the Product by the Buyer and withholding of payment. A "significant discrepancy" is defined as damaged, missing, or non-working product. In the event that such a discrepancy exists, the Product will be returned to the Seller at the Seller's expense, unless the Seller cures the discrepancy no later than 90 days after the Buyer provides written notice of the discrepancy, or such later time as may be agreed upon by the parties. The Buyer will indicate its acceptance or rejection of the Product in writing.

3) Warranties and Indemnifications.

a) Warranty of Title. The Seller represents and warrants that the Seller is the true and lawful owner of the property in this agreement and the title so conveyed is free, clear, and unencumbered. Other than as expressly written the product is being sold "as-is" with no warranties.

b) Authority to Sign Agreement. The Seller hereby warrants that the Seller has the authority necessary to sign this agreement.

c) Seller Indemnification. The Seller agrees to indemnify and hold the Buyer harmless from all claims, liabilities, damages, loss, and costs and expenses (including attorneys' fees), that are the result of any breach of warranties or representations of this agreement.

4) Publicity. Seller shall obtain prior written approval from the Buyer prior to using the Buyer's trademarks or trade names, images or holdings ("Proprietary Marks"). This applies to all uses regardless of whether on the web, in print, or in any other media. Once approved, similar uses in the same context and format will not require additional approval. The contact at the Buyer for these reviews is Senior Contract Manager Talia Norduff.

5) Miscellaneous.

a) Nature of relationship. Nothing in this agreement is intended or is to be deemed to create a partnership or joint venture between the Buyer and the Seller.

b) No waiver. No waiver or modification of any of the terms of this agreement will be valid unless in writing.

c) Force majeure. Delivery by either party under this agreement is excused during the period such delivery is prevented or delayed by government restrictions (whether with or without valid jurisdiction), worldwide pandemic, insurrection or civil disorder, or any other causes that are beyond the control of either party and are not foreseeable at the time the agreement is executed.

d) Assignment. Neither party hereto may assign this agreement without the written consent of the other, such consent not to be unreasonably withheld.

e) Full agreement. This agreement constitutes the full agreement between the parties with respect to the product and supersedes all pre-existing agreements and understandings.

f) Applicable law and venue. This agreement is to be governed for all purposes by and construed in accordance with the law of Maryland and the venue is to lie exclusively in the courts for Anne Arundel County.

The effective date of this agreement is the last date of signature below.

Buyer	Seller
Talia Norduff Senior Contract Manager, CTI	Prudence Trott Falcons Mobile Telephone Rep
Date: 2/13/2016	Date: 2/13/2016