S E N S A T A T E C H N O L O G I E SStandard Terms & Conditions of SaleTERMS & CONDITIONS OF SALE
BUYER’S OFFER RESULTING FROM SENSATA TECHNOLOGIES INC., QUOTATION IS
EXPRESSLY CONDITIONED UPON BUYER’S ASSENT TO SENSATA’S STANDARD TERMS AND
CONDITIONS OF SALE PRINTED BELOW. ALL ORDERS WILL BE SUBJECT TO THESE
STANDARD TERMS AND CONDITIONS OF SALE. ANY MODIFICATIONS TO THESE TERMS
AND CONDITIONS OF SALE CONTAINED IN ANY OF BUYER’S SUBSEQUENTDOCUMENTATION, ACCEPTANCE, NEGOTIABLE INSTRUMENT, ACKNOWLEDGEMENT,PURCHASE ORDER, OR ANY OTHER MEANS OF CORRESPONDENCE, ARE HEREBY
EXPRESSLY REJECTED. ACCEPTANCE BY BUYER OF ANY GOODS DELIVERED BY SENSATAHEREUNDER OR PAYMENT TO SENSATA FOR ANY GOODS SHALL BE CONCLUSIVELYDEEMED ASSENT TO THE TERMS AND CONDITIONS OF SALE AS SET FORTH HEREIN.
SENSATA’S FAILURE TO OBJECT TO PROVISIONS CONTAINED IN ANY COMMUNICATIONFROM BUYER WILL NOT BE A WAIVER OF THE PROVISIONS HEREOF.
DEFINITIONS
1) “Agreement” shall mean a purchase order, supply agreement, quotation,
acknowledgements, long term agreements, electronic order, or any other agreement thatincorporates or references these Standard Terms and Conditions of Sale.
2) “Affiliate” means an entity that (i) is controlled directly or indirectly by; (ii) controls
directly or indirectly; or (iii) is under common control with Sensata. “Control” for thispurpose shall mean having a fifty percent (50%) or greater interest in the issued sharecapital of the other entity.
3) “Buyer” means the legal entity purchasing Goods pursuant to the Agreement andStandard Terms and Conditions of Sale.
4) “Confidential Information” shall mean all of Sensata’s proprietary information,
whether disclosed in oral, written, or electronic format, which includes but is not limited
to, data, financial information, technical information, business strategies, designs,
specifications, tests, reports, sample products or materials, manufacturing information, or
any other information which Sensata provides to Buyer.
5) “Goods” shall mean all goods, parts, products, deliverables, items, or services provided by
Sensata to Buyer pursuant to the Agreement and Standard Terms and Conditions of Sale.
6) “Sensata” means Sensata Technologies, Inc., or Affiliate thereof, and any successor or
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1 of 10assignee of Sensata.
GENERAL PROVISIONS
1) Taxes
Prices do not include any taxes, including importation or customs taxes, now or hereafterenacted, applicable to the Goods sold under any applicable Agreement. Taxes will be added by
Sensata to the sales price where Sensata invoices the same to comply with law, and will be paid
by Buyer unless Buyer provides Sensata with a proper tax exemption certificate.
Notwithstanding anything else in the Agreement, in the event a government entity imposes
tariffs, duties or taxes on the Goods which were not contemplated by Sensata, then Sensata
reserves the right at its sole discretion to pass such additional costs to Buyer.
2) Prices, Releases and Set-off
Prices apply only if the quantity ordered hereunder is released for shipment within twelve (12)months (or longer if mutually agreed to in writing) from the date of Sensata’s receipt of Buyer’sorder. Otherwise, Sensata’s standard price in effect at time of release shall apply to quantity
shipped and Buyer shall pay the difference in price, if any. Under this provision, Sensata
reserves the right, without liability and in addition to other remedies available to it by law, toterminate all or any part of an applicable Agreement. In such event, Buyer is liable fortermination charges as set forth in Paragraph 16a.
Buyer shall not be entitled to set-off any amount owed by Sensata, for any reason, at any time,against any amount payable at any time by Buyer in connection with the applicable Agreement,
without the prior express written permission of Sensata.
3) Title and Delivery
All shipments of Goods shall be delivered Ex Works (EXW) Sensata’s plant, unless otherwise
provided in an Agreement. Title, risk of loss, and damage to Goods shall pass to Buyer uponSensata’s delivery of the Goods to Sensata’s dock, and any loss or damage thereafter shall notrelieve Buyer from any obligation hereunder. Buyer shall be liable for costs of insurance andtransportation and for all import duties, taxes and any other expenses incurred or licenses orclearance required at port of entry and destination.
Sensata may deliver Goods in installments. Shipping dates are approximate only. Sensata shallnot be liable for any loss or expense, whether by way of contract or tort, (consequential orotherwise) incurred by Buyer if Sensata fails to meet the specified estimated delivery schedule
because of unavoidable delays in production or any other delays.
4) Quantities
Any variation in quantities shipped over or under the quantities ordered (not to exceed 10%)shall constitute compliance with Buyer’s order and the stated unit price of Goods will continue
to apply, subject to the provisions in Paragraph 9.
5) Payment Terms
Terms of payment shall be net thirty (30) days from date of invoice. Where Sensata has
extended credit to Buyer, Sensata reserves the right to modify the amount of credit or terms of
payment, or revoke Buyer’s credit at any time. If the Goods are delivered in installments, Buyer
shall pay separately for each installment. Payment shall be made for the Goods without regard
to whether Buyer has made or may make any inspection of the Goods. If shipments are delayed
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by Buyer beyond the agreed upon delivery date, payments are due thirty (30) days after thepreviously agreed to delivery date. Any Goods held beyond the agreed to delivery date by
Sensata at the request of Buyer, shall be held at Buyer’s risk of loss and expense.
6) Contingencies and Force Majeure
Sensata shall not be liable for any delay in delivery or for non-delivery, in whole or in part,caused by the occurrence of any contingency beyond the control either of Sensata or Sensata’s
suppliers, including, but not limited to, war (whether an actual declaration thereof is made ornot), sabotage, insurrection, riot, terrorism, both foreign and domestic, or other act of civil
disobedience, act of a public enemy, failure or delay in transportation, act of any government
or any agency or subdivision thereof, judicial action, labor dispute, accident, fire, explosion,flood, storm or other act of God, shortage of labor, fuel, raw material or machinery or technicalfailure where Sensata has exercised ordinary care in the prevention thereof. Sensata may
allocate production and deliveries among Sensata’s customers.
7) Substitutions and Modifications of Goods
Unless otherwise expressly agreed to by the parties, Sensata may modify the specifications ofGoods or designs and substitute Goods manufactured to such original specifications for thosemodified Goods which substantially conform to the original specifications contained in therelevant Agreement.
8) Legal Compliance
Buyer, at all times, shall comply with all applicable federal, state and local laws and regulations.
9) Changes
Any changes or modifications requested by Buyer, to volume, materials, quality, shipping,delivery, scope of work, specifications, etc., must be expressly agreed to in writing by Sensata,and Sensata hereby reserves the right, under its sole discretion, to adjust the price of such
Goods affected by Buyer’s change request.
10) Limited Warranty and Remedies
THE FOLLOWING WARRANTIES ARE IN LIEU OF ANY AND ALL OTHER WARRANTIESWHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY IMPLIEDWARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
SENSATA’S SOLE AND EXCLUSIVE LIABILITY FOR ANY BREACH OF WARRANTYSHALL BE (AT SENSATA’S OPTION) TO REPAIR OR REPLACE THE GOODS, OR REFUND
OF THE PURCHASE PRICE OF GOODS PAID BY BUYER.
Sensata warrants to Buyer for the Warranty Periods that Goods shall: 1) be free from defects
in workmanship and materials; 2) conform to Sensata’s written specifications and drawings(subject to Paragraph 7); and (3) that at the time of delivery, Sensata has title to the Goods freeand clear of any and all liens and encumbrances (the “Warranty”). The foregoing Warranty can
only be amended by a written instrument signed by an officer of Sensata.
Sensata’s Warranty shall be for the following periods (collectively the “Warranty Periods”):
For all Goods, other than Interconnection products described below, the Warranty Period shallbe eighteen (18) months from the date of shipment or twelve (12) months from the date ofresale by Buyer to Buyer’s customers, whichever is first to expire.

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Interconnection products – the Warranty Period shall be twelve (12) months from the date ofshipment or 10,000 cycles, whichever occurs sooner. This includes, without limitation, test
sockets and other similar products.
Sensata makes no warranty as to samples, Goods or products that are used in HAST
applications (High Accelerated Temperature/Humidity Stress Test), experimental ordevelopmental goods, or goods not manufactured by Sensata, provided that as to goods not
manufactured by Sensata, Sensata, to the extent permitted by Sensata’s contract with its
supplier, shall assign to Buyer any rights Sensata may have under any warranty of the supplier
thereof.
Sensata’s Warranty and Warranty Periods as hereinabove set forth shall not be enlarged,
diminished or affected by, and no obligation or liability shall arise or grow out of Sensata’s
rendering of technical advice or service in connection with Buyer’s order of the Goods subject
to these Standard Terms and Conditions of Sale. If the Goods furnished by Sensata fail toconform to the Warranty as set forth above, Sensata’s sole and exclusive liability shall be (atSensata’s option) to repair, replace or credit Buyer’s account for any such Goods which are
returned by Buyer during the applicable Warranty Period, provided that (i) Sensata is promptly
notified in writing upon discovery by Buyer that such Goods failed to conform to the Warranty,
with a detailed explanation of any alleged nonconformity, (ii) such Goods are returned, at
Buyer’s expense to Sensata, F.O.B. Sensata’s plant, and (iii) Sensata’s examination of such
Goods shall disclose to Sensata’s satisfaction that such alleged nonconformities actually exist
and were not caused by accident, misuse, neglect, alteration, improper installation,
unauthorized repair, improper testing or by any other means beyond the control of Sensata. Ifsuch Goods are determined, in Sensata’s sole discretion, to be nonconforming, Sensata shall
reimburse Buyer for the transportation charges paid by Buyer for the return of said Goods. If
Sensata elects to repair or replace such Goods, Sensata shall have a commercially reasonable
time to make such repairs or replace such Goods. If Sensata, in its sole discretion, determinesthat the alleged nonconformity does not fall within the Warranty as set forth above, Buyer shall
reimburse Sensata for all cost associated with Sensata’s inspection of the Goods.
11) Indemnity
Buyer agrees to indemnify and hold Sensata, its agents, contractors, consultants, employees,
officers, directors, and its insurers harmless from all claims, losses, suits, judgments, awards ,costs or expenses whether arising in tort or contract, including Attorney’s fees, expenses andcosts, arising out of the (i) application of Goods to Buyer’s designs and/or products, or Sensata’s
assistance in the application of Goods, (ii) negligent acts or omissions of Buyer or its employees,or (iii) Buyer’s breach of this Agreement.
12) Limitation of Liability
Notwithstanding anything to the contrary contained in the Agreement or any attachments
thereto, Sensata’s total aggregate liability for any and all claims, costs, expenses, penalties, or
damages arising under the Agreement, shall in no event exceed the total purchase price of theGoods giving rise to the claim, received by Sensata under the applicable Agreement (the“Limitation of Liability”). For the sake of clarity, any claims arising from or relating to the
Warranty, shall be excluded from the Limitation of Liability and shall be subject to the terms
and remedies set forth in Section 10 hereof. FURTHERMORE, IN NO EVENT SHALL
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4 of 10SENSATA BE LIABLE FOR ANY SPECIAL, INDIRECT, PUNITIVE, COLLATERAL,EXEMPLARY, INCIDENTAL, LOSS PROFITS, LOSS OF REVENUE, ECONOMIC LOSSES, OR
CONSEQUENTIAL DAMAGES OR LOSSES OF ANY KIND, REGARDLESS OF WHETHERARISING FROM BREACH OF CONTRACT, WARRANTY, TORT, OR OTHERWISE.
13) Acceptance of Goods
Goods shall be deemed accepted by any of the following actions of the Buyer: (1) the absence ofa particularized rejection of the Goods after a reasonable opportunity to inspect the Goods; (ii)where Buyer does any act inconsistent with Sensata’s ownership of the Goods; (iii) where Buyer
has expressly accepted or paid for the Goods; or (iv) where Buyer has accepted part of theGoods, the acceptance is an acceptance of all the Goods. In the absence of the foregoing, Goods
shall be deemed accepted by Buyer thirty (30) days following delivery of the Goods to Buyer.
14) Intellectual Property
The sale of Goods to Buyer under the Agreement shall not grant, convey, or confer upon Buyeror any third party, a license or any right whether express or implied, to Sensata owned patents,
trademarks, copyrights, know how, trade secrets, work product, proprietary information, or
any other Sensata owned intellectual property.
Sensata shall defend any suit or proceeding brought against Buyer insofar as such suit orproceeding is based on a claim that any Goods directly infringe upon any duly issued UnitedStates patent and Sensata shall pay all damages and costs finally awarded therein against
Buyer, provided that Sensata is promptly informed and furnished a copy of each
communication, notice or other action relating to the alleged infringement and is given
authority, information and assistance (at Sensata’s expense) necessary to defend or settle said
suit or proceeding. Sensata shall not be obligated to defend or be liable for costs and damages
if the infringement arises out of compliance with Buyer’s specification(s), or from a
combination with, in addition to, or a modification of the Goods after delivery by Sensata, orfrom use of the Goods, or any part thereof. Sensata’s obligations hereunder shall not apply to
any continued infringement occurring after Buyer has received notice of such suit orproceeding alleging the infringement, unless Sensata has given written permission for suchcontinuing infringement.
If any Goods manufactured and supplied by Sensata to Buyer shall be held to infringe any
United States patent and Buyer shall be enjoined from using the same, Sensata will exert its
reasonable efforts, at its option and at its expense, (i) to procure for Buyer the right to use such
Goods free of any liability for patent infringement or (ii) to replace such Goods with a noninfringing substitute otherwise complying substantially with all requirements of this contractor (iii) refund the purchase price and the transportation costs of such Goods.
If the infringement by Buyer is alleged prior to completion of delivery of the Goods, Sensata
may decline to make further shipments without being in breach, and provided Sensata has notbeen enjoined from selling said Goods to Buyer, Sensata agrees to supply said Goods to Buyer,
at Buyer’s option, whereupon the patent indemnity obligation stated under this provision withrespect to Sensata, shall reciprocally apply to Buyer.
If any suit or proceeding is brought against Sensata based on a claim that the Goods
manufactured by Sensata in compliance with Buyer’s specifications and supplied to Buyer
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5 of 10directly infringe any duly issued United States patent, then the patent indemnity obligations
herein stated with respect to Sensata shall reciprocally apply with respect to Buyer. THE
FOREGOING STATES THE SOLE AND EXCLUSIVE LIABILITY OF SENSATA FOR PATENTINFRINGEMENT AND IS IN LIEU OF ALL WARRANTIES, EXPRESS, IMPLIED OR
STATUTORY, IN REGARD THERETO.
15) Confidential Information
Buyer shall not disclose Confidential Information to any third parties unless Buyer receives
Sensata’s express written consent to the contrary. Buyer shall use Confidential Information
solely for purposes related to the applicable Agreement and for the mutual benefit of theparties. Buyer may only disclose Confidential Information to those employees, directors, orofficers of Buyer who have a need to know the Confidential Information for purposes relating
to the applicable Agreement. Such employees of Buyer shall be obligated to execute anagreement that requires such person to treat and protect Confidential Information in a mannerthat is consistent with this provision. Obligations under this provision shall continue until such
Confidential Information is publicly known and available through no act or omission of Buyer.
Upon termination or expiration of any Agreement subject to these Standard Terms andConditions of Sale, or upon request of Sensata, Buyer shall destroy or return all Confidential
Information to Sensata.
16) Termination and Cancellation
Sensata may at any time and upon written notice to Buyer, terminate all or part of theAgreement for its convenience, without any liability whatsoever to Sensata. Buyer shall be
liable for all Goods delivered to Buyer prior to the termination of the Agreement.
17) Non-Waiver of Default and Collection Rights
In the event of any default by Buyer, Sensata may invoke any remedy provided by law or by theterms herein stated, and may decline to make further shipments. If Sensata elects to continue
to make shipments, Sensata’s actions shall not constitute a waiver of any default by Buyer or inany way affect Sensata’s legal remedies for any such default.
In the event Sensata resorts to a third party or to litigation in order to collect amounts due
Sensata, Buyer agrees to pay costs of collection for amount owed to Sensata, including, but notlimited to, attorney’s fees, court costs, and interest in the amount of 1% per month (12% perannum) or the maximum amount allowed by applicable law, whichever is greater, from the date
the amount is due.
18) Applicable Law and ForumThe validity, performance and construction of these Standard Terms and Conditions of Sale, as
well as all applicable Agreements, shall be governed by the laws of the Commonwealth of
Massachusetts excluding its conflict of laws provision and excluding the United Nations
Convention on Contracts for the International Sale of Goods, and such Commonwealth shall be
the only jurisdiction in which any suit may be brought against Sensata regarding any disputearising under any Agreement subject to these Standard Terms and Conditions of Sale.
19) Export Control
Both parties agree to obtain any necessary export license or other documentation prior to theexportation or re-exportation of any product, technical data, software or software source code
covered under these Standard Terms and Conditions of Sale and any applicable Agreement, or
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6 of 10any direct product of such technical data, software or software source. Accordingly, neither
party shall sell, export, re-export, transfer, divert or otherwise dispose of any such product,
technical data, software or software source code directly or indirectly to any person, firm,
entity, country or countries prohibited by U.S. or applicable non-U.S. laws. Each party shallsecure, at its own expense, such licenses and export and import documents as are necessary foreach respective party to fulfill its obligations under these Standard Terms and Conditions ofSale and any applicable Agreement.
20) Assignment
The rights and obligations under these Standard Terms and Conditions of Sale or under any
applicable Agreement shall not be assigned or transferred by the Buyer without the priorwritten consent of Sensata. Any assignment or attempted assignment, whether by voluntary act
or operation of law, shall be null and void, unless it is approved in writing by Sensata.
21) Tools and Dies
All tools and dies, including, without limitation, fixtures, gauges and assembly equipment
manufactured or purchased by Sensata under any applicable Agreement will be Sensata’s
property unless otherwise agreed to in writing by Sensata.
Any tools or dies funded by Buyer and held by Sensata are Buyer’s property and shall be held
at Buyer’s sole risk and expense. Sensata shall not be liable for loss, damage, maintenance,
repair or replacement, regardless of cause. If Buyer desires to withdraw such tools and diesfrom Sensata’s plant, and if Sensata consents to Buyer’s withdrawal, Buyer will compensate
Sensata for any cost owed or incurred with respect to such items, including, without limitation,
design and development costs.
22) Severability of Terms
A finding that any phrase, clause or provision of these Standard Terms and Conditions of Saleor any applicable Agreement is invalid or unenforceable in any jurisdiction will not affect thevalidity or enforceability of any other phrase, clause or provision of these Standard Terms andConditions of Sale.
23) Release of Information
Buyer shall in no event, without the prior written consent of Sensata, publicly announce orotherwise disclose the existence of any Agreement or any relationship between Buyer andSensata, or release any publicity regarding the same. This provision shall survive the expiration,
termination or cancellation of any applicable Agreement.
24) Modification
NO ADDITION TO, OR MODIFICATION OF ANY PROVISION HEREIN SHALL BE BINDING
UPON SENSATA UNLESS MADE IN WRITING AND SIGNED BY A DULY AUTHORIZEDREPRESENTATIVE OF SENSATA LOCATED AT SENSATA’S APPROPRIATE ORDER ENTRY
LOCATION.
25) Order of Precedence
If there are any inconsistencies or conflicts between the Standard Terms and Conditions of Saleand the terms on any applicable Agreement, precedence shall be given to the Standard Terms
and Conditions of Sale unless the parties agree in writing to the contrary.

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Any failure of Sensata to enforce at any time, or for any period of time, any of the provisions set
forth herein, shall not constitute a waiver of such provisions or in any way affect the validity ofthese Standard Terms and Conditions of Sale.
27) Compliance with Anti-Corruption and Anti-Bribery Laws
Buyer represents and warrants to Sensata that:27.1 Buyer, and to its best knowledge, its partners, officers, directors, employees, agents, andanyone acting on its behalf (collectively, the “Representatives”) are in compliance with allapplicable anti-bribery and anti-corruption laws, including the US Foreign Corrupt Practices
Act and the UK Bribery Act 2010 (collectively, the “Anti-Bribery Laws”).
27.2 Neither Buyer, nor to its best knowledge, any of its Representatives has, directly or
indirectly, offered, paid, promised, or authorized the giving of money or anything of value toany:(a) Government Official;(b) person or entity; or(c) other person or entity while knowing or having reason to believe that some portion or
all of the payment or thing of value will be offered, given, or promised, directly or indirectly,
to a Government Official or another person or entity;
for the purpose of:(d) influencing any act or decision of such Government Official or such person or entity in
his/her or its official capacity, including a decision to do, omit, or fail to do any act inviolation of his/her or its lawful duties or proper performance of functions; or(e) inducing such Government Official or such person or entity to use his/her or its
influence or position with any Government Entity or other person or entity to influence any
act or decision;in order to obtain or retain business for, direct business to, or secure an improper advantage
for Sensata or Buyer.
27.3 Neither Buyer, nor to its best knowledge, any of its Representatives has a personal,
business, or other relationship or association with any Government Official or Close Family
Member of any Government Official who may have responsibility for or oversight of any
business activities of Buyer, or any of its Subsidiaries, other than any relationships or
associations that have been disclosed in writing to Sensata.
27.4 Neither Buyer, nor to its best knowledge, any of its Representatives is or has been thesubject of any investigation, inquiry, or enforcement proceeding by any court, governmental,
administrative, or regulatory body, or customer regarding any violation or alleged violation of
any Anti-Bribery Laws.

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27.5 Definitions(a) “Close Family Member” means (i) the individual’s spouse; (ii) the individual’s and the
spouse’s grandparents, parents, siblings, children, nieces, nephews, aunts, uncles, and firstcousins; (iii) the spouse of any persons listed in subcategories (i) and (ii); and (iv) any otherperson who shares the same household with the individual.
(b) “Government Entity” means (i) any national, state, regional, or local government(including, in each case, any agency, department, or subdivision of such government); (ii)any political party; (iii) any entity or business that is owned or controlled by any of thosebodies listed in subcategory (i) or (ii); or (iv) any international organization, such as theUnited Nations or the World Bank.
(c) “Government Official” means (i) any director, officer, employee, agent, or
representative (including anyone elected, nominated, or appointed to be a director, officer,
employee, agent, or representative) of any Government Entity, or anyone otherwise acting
in an official capacity on behalf of a Government Entity; (ii) any political party, politicalparty official, or political party employee; (iii) any candidate for public or political office;(iv) any royal or ruling family member; or (v) any agent or representative of any of those
persons listed in subcategories (i) through (iv).
28) Compliance with Data Protection
From time to time Sensata may transfer data acquired from Buyer for the purpose of carryingout the performance of an Agreement with any member of its group (which means subsidiaries,
ultimate holding company and subsidiaries worldwide). The data collected may be transferred
to, and stored at, a destination outside the European Economic Area (“EEA”). It may also beprocessed by staff operating outside the EEA who work for Sensata. By Buyer submitting data,
Buyer agrees to this transfer, storing or processing. Sensata will take reasonable steps
necessary to ensure that Buyer’s data is treated securely and in accordance with the practices
contained in Regulation (EU) 2016/679
29) California Proposition 65
California’s Proposition 65 (“Prop 65”), also known as the Safe Drinking Water and Toxic
Enforcement Act, is a Right-To-Know law that mandates warning labels on products sold in
California which contain certain chemicals, including heavy metals, known to the state ofCalifornia as causing cancer, birth defects, or other reproductive harm. SENSATA HEREBY
PUTS BUYER ON NOTICE THAT THE GOODS MAY CONTAIN CHEMICALS KNOWN TO
THE STATE OF CALIFORNIA TO CAUSE CANCER, BIRTH DEFECTS AND OTHERREPRODUCTIVE HARM. Buyer agrees and acknowledges that it is Buyer’s sole and exclusive
responsibility to comply with the warning requirements of California’s Proposition 65 andimplementing regulations. Buyer further agrees to label Goods obtained or purchased byBuyer, whether for distribution, resale, use or otherwise, in compliance with Prop 65 andimplementing regulations. Buyer agrees to take sole and complete responsibility for any and all
claims, damages, losses and expenses resulting from its failure to comply with the warning
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9 of 10requirements set forth in Prop 65. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE
LAW, BUYER SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS SENSATA AND ITS
AFFILIATES, AND THEIR OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS,AGENTS AND SUCCESSORS FROM ANY AND ALL CLAIMS, COSTS, PROCEEDINGS,
DEMANDS, LOSSES, DAMAGES, AND EXPENSES (INCLUDING, WITHOUT LIMITATION,ATTORNEY’S FEES AND LEGAL COSTS) OF ANY KIND OR NATURE, RESULTING FROMOR RELATED TO BUYER’S ACTUAL OR ALLEGED FAILURE TO COMPLY WITH THE
WARNING REQUIREMENTS SET FORTH IN PROP 65. BUYER’S ACCEPTANCE OF THE
GOODS CONSTITUTES AN EXPRESS ACKNOWLEDGEMENT AND ACCEPTANCE OF THISSECTION 29.
30) Affirmative Action
Buyer and any of its subcontractors shall abide by the requirements of 41 CFR §§60-1.4(a), 60-300.5(a) and 60-741.5(a) as applicable. These regulations prohibit
discrimination against qualified individuals based on their status as protectedveterans or individuals with disabilities, and prohibit discrimination against allindividuals based on their race, color, religion, sex, sexual orientation, gender
identity or national origin. Moreover, these regulations require that covered
prime contractors and subcontractors take affirmative action to employ andadvance in employment individuals without regard to race, color, religion, sex,
sexual orientation, gender identity, national origin, protected veteran status ordisability.

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