Terms and conditions of sale

The received and shipped orders are subject to these conditions:

1. Acceptance of Orders: All orders are subject to acceptance by Seller at “Bois Expansion inc.”, Quebec, Canada and Seller reserves the right to accept or reject any order. Possession of a price list does not constitute an offer to sell. All orders must be confirmed by writing. Any order by Buyer will be deemed to include an offer to be bound by the terms hereof and Seller’s acceptance of any order will be deemed to include an acceptance of such offer.

2. Act of God: Seller shall NOT be liable for any delay or failures in making delivery where occasioned by strikes or differences with workmen or by any cause beyond the control of Seller, such as, but not limited to, fires, floods, accidents, action of any governmental authority, or shortage of labor, raw materials, production facilities or transportation.

3. Shipping Schedule: “Bois Expansion inc.” maintains a very reliable order and shipping cycle. “Standard” items in inventory are produced to ship in normal quantities on regular shipping schedules for which you will be advised from time to time. “Non-standard” and non-stock items usually require longer lead times and will be acknowledged with a specific shipping date. Seller will devote its best efforts to meet delivery schedules, but assumes no liability for additional costs or damages of any kind resulting from late deliveries. Seller reserves the right to ship orders at the most economical rate.

4. Changes and Cancellations: Changes to orders cannot be acceptedafter 48 hours from acknowledgement date. Any exceptions must behandled on an individual basis in coordination with manufacturing.Cancellation of non-stock items or special millwork cannot beaccepted after being entered into production except at customer’sexpense.

5. Risk of Loss - Delivery Via Common Carrier: All shipments of goodshereunder (other than those “Delivered Via Seller’s Truck”) shall beF.O.B. Seller’s location. The risk of damage, loss or shortage to goodsshall pass to Buyer upon delivery of goods by Seller to the commoncarrier, even though Seller may agree to be responsible for costs ofshipment. Any claims for loss, damage or breakage should be files byBuyer with the carrier, in writing, immediately upon receipt of goods,supported by an inspection report or signed delivery ticket noting lossor damage.

6. Risk of Loss – Delivery Via Seller’s Trucks: All shipments of goods“Delivery Via Seller’s Truck” shall be F.O.B. destination. Uponreceipt of goods, Buyer must inspect same for an accountability andacceptability of goods. Buyer must immediately notify Seller in the24 hours following the delivery, in writing, of any damage, loss orshortage and such notice must itemize and describe all such damage,loss or shortage. No deductions from invoice without prior writtenauthorization will be accepted. Credit, if any, will be issued afterSeller’s Representative has inspected and ascertained the problem.Acceptance of goods delivered hereunder shall constitute acceptanceof the terms and conditions contained herein.

7. Return of Goods: Returns may be made only after writtenauthorization has been secured from an authorized representativeof Seller. Freight for authorized returns shall be prepaid by Buyer.Merchandise must be in original cartons or packaging. All returnsshall be subject to a restocking charge of up to 50%. Credits will beissued on resalable goods only.

8. Credit: Buyer credit approval is required prior to any shipment.Should Buyer’s financial responsibility become unsatisfactory, inSeller’s sole judgment, cash payments may be required by Seller priorto delivery and/or any outstanding amounts due or to become duefrom Buyer may be declared immediately due and payable.

9. Terms of payment: Those are described in the contract.

10. Finance Charge: Finance charge of 2% per month (24% per year) willbe charged on all amounts overdue.

11. Default: In the event Buyer fails to perform any obligation owedto Seller hereunder or otherwise, then Seller may declare Buyer indefault and declare all obligations of buyer to Seller immediatelydue and payable. In the event of default and referral of the matterby Seller to an attorney, then, without demand, Buyer shall pay allcosts of collection including, but not limited to, all costs of suit, expertwitnesses fees, costs of experts’ reports, deposition and transcriptcosts and attorney’s fee.

12. Disclaimer of warranties: All “bois expansion inc.” products arewarranted to be free from defects in material and workmanshipfor a period of one year from date of purchase. All goods soldto buyer hereunder shall be as is, with no express or impliedwarranties or guarantees of any kind, whether or not such goodsremain in the form in which they are originally delivered to buyeror are fabricated by buyer or any other party to produce any otherfinished product. Specifically excluded hereby are the warrantiesof merchantability and fitness for a particular purpose. Norepresentative of seller is authorized to modify this section orto make any warranty or guarantee regarding goods deliveredhereunder and no oral statement of any representative of sellershall constitute a warranty or guarantee or be relied upon bybuyer. Note: all stair components, interior doors & mouldings arefor interior use only.

13. Governing Law: This agreement shall be deemed to have beenmade in Province of Quebec, Canada and shall be governed by andinterpreted according to the laws of Province of Quebec, Canada.Any lawsuit between Seller and Buyer shall be filed in a court ofcompetent jurisdiction within the Montreal district of the Province ofQuebec, Canada. Seller and Buyer expressly consent to the exclusivejurisdiction of the courts or Province of Quebec, Canada, and expresslyand specifically consent to be subject to the jurisdiction of said courts.

14. Entire Agreement: The foregoing terms and conditions constitute theentire understanding between the parties hereto and supersede anyand all prior representation, agreements or understandings, if any,whether oral or written, relative to goods delivered hereunder. In theevent that any of the terms of any purchase order of the Buyer conflictwith the terms and conditions set forth herein, these general termsand conditions shall govern. No modifications hereof shall be effectiveunless made in writing on a subsequent date and executed by Seller.