PERRY SUPPLY, INC.

TERMS AND CONDITIONS OF SALE

1. AGREEMENT: This quotation contains the complete agreement between Buyer and Seller.
   
   
2. TAXES: in addition to the prices quoted herein, the Buyer shall pay any applicable sales or use taxes.
   
   
3. LIMITED WARRANTY: unless otherwise expressly provided herein, Seller warrants title and that the goods shall conform to Seller's standard specifications or to the attached specifications, if any. Subject to the preceding sentence and except as otherwise expressly provided herein, SELLER MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, OR ANY OTHER MATTER WITH RESPECT TO THE GOODS, whether used alone or in combination with any other material.
   
   THE FOREGOING WARRANTY IS IN LIEU OF AND EXCLUDES ALL OTHER WARRANTIES NOT EXPRESSLY SET FORTH HEREIN, WHETHER EXPRESS OR IMPLIED BY OPERATION OF LAW OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF

LIMITATION OF LIABILITY:
(a) Any damage to the product in transit must be noted on the delivery ticket of the truck involved; otherwise claims for such damage will not be recognized. Unloading of product is at the Buyer's risk and Seller assumes no responsibility for personal injury or property damage. The Buyer will indemnify and save harmless Seller against any claims as a result of said unloading.

(b) Subject to the foregoing, within thirty (30) days after receipt of each shipment of the goods, Buyer shall examine such goods for any damage, defect or shortage. All claims for any cause whatsoever (whether such cause be based in contract, negligence, strict liability, other tort or otherwise) shall be deemed waived unless made in writing and received by Seller within sixty (60) days after Buyer's receipt of the goods, in respect to which such claim is made, or if such claim is for non-delivery of such goods, within sixty (60) days after the date upon which such goods were to be delivered, provided that as to any such cause not reasonably discoverable within such sixty (60) day period (including that discoverable only in processing, further manufacture, other use or resale) any claim shall be made in writing and received by Seller within ninety (90) days after Buyer's receipt of the goods, in respect to which such claim is made, or within thirty (30) days after Buyer learns of the facts giving rise to such claim, whichever shall first occur. Failure of seller to receive written notice of any such claim within the applicable time period shall be deemed an absolute and unconditional waiver by Buyer of such claim irrespective of whether the facts giving rise to such claim shall have then been discovered or of whether processing, further manufacture, other use or resale of the goods shall have then taken place.

BUYER'S EXCLUSIVE REMEDY SHALL BE FOR DAMAGES, AND SELLER'S TOTAL LIABILITY FOR ANY KIND AND ALL LOSSES AND DAMAGES ARISINIG OUT OF ANY CAUSE WHATSOEVER (WHETHER SUCH CAUSE BE BASED IN CONTRACT) SHALL IN NO EVENT EXCEED THE PURCHASE PRICE OF THE GOODS IN RESPECT TO WHICH SUCH CAUSE ARISES OR, AT SELLER'S OPTION, THE REPAIR OR REPLACEMENT OF SUCH GOODS, AND IN NO EVENT SHALL SELLER BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGE RESULTING FROM ANY SUCH CAUSE. Seller shall not be liable for, and Buyer assumes liability for, and agrees to indemnify Seller against, all personal injury and property damage connected with the handling, transportation, possession, processing, further manufacture, control, other use or resale of the goods, whether the goods are used alone or in combination with any other material. Transportation charges for the return of the goods shall not be paid unless authorized in advance by Seller.

1. TERMS: Unless otherwise specified herein, terms are net cash, thirty (30) days from date of Seller's. Invoices will be rendered upon delivery of each truck load to Buyer.
   
   
2. DELIVERY: Prices are based on shipment of full truck loads as permitted by applicable laws. Prices include delivery within 50 miles of shipping plant (unless otherwise agreed) provided place of delivery can be reached by truck and trailer under its own power, with maximum load: otherwise, the final delivery shall be at the expense of the Buyer. Unless otherwise noted, Buyer shall furnish the labor and equipment to unload trucks.
   
   
3. CHARGE BACK AND RETURNS: Any product to be returned for credit shall be loaded on Seller's truck at Buyer's expense.
   
   
4. DEFAULT OF BUYER: On default in payment on the terms of this contract, or any contract between Buyer and Seller. Seller at its option may cancel the unfilled portion of this contract, and all sums owing from Buyer to Seller shall forthwith at Seller's option become due and payable, and Seller may bring an action at law for any or all sums due or to become due from Buyer to Seller. The exercise of any of its rights under this contract shall not bar Seller from exercising its rights under applicable lien laws where the product is placed or installed. In the event of default, the Buyer agrees to pay all costs of collecting, including a reasonable attorney's fee.
   
   
5. SPECIALS: Special items not considered as standard inventory by Seller, and manufactured by Seller to Buyer's specifications or job requirements, will become the sole property of the Buyer and will not be accepted for return.
   
   
6. CREDIT: The quotation is subject to approval of Buyer's credit.
   
   
7. A finance charge of 1% per month (12% annual percentage rate) will be charged on all accounts 30 days past due.