Failure of Seller to object to terms and
conditions set by Customer shall in no event be construed as an acceptance of any
terms and conditions of Customer. Neither Seller’s commencement of performance
nor Seller’s delivery shall be deemed or constituted as acceptance of any of
Customer’s terms and conditions. If these Conditions differ from any terms and
conditions of Customer, these Conditions and any subsequent communication or
conduct by or on behalf of Seller, including, without limitation, confirmation of an
order and delivery of Goods, constitutes a counter-offer and not acceptance of such
terms and conditions submitted by Customer. Any communication or conduct of
Customer which confirms an agreement for the delivery of Goods by Seller, as well
as acceptance by Customer of any delivery of Goods from Seller shall constitute an
unqualified acceptance by Customer of these Conditions