Used herein, “Seller” means Bouckaert Industrial Textiles, Inc.; “Products”, the goods and items sold by Seller hereunder; “Purchaser”, all buyers and users of Products produced and sold hereunder. Seller’s sole responsibility is to furnish Products in accordance with specifications furnished Seller by Purchaser. SELLER IS NOT RESPONSIBLE FOR COMPLETENESS, CORRECTNESS, SUITABILITY, APPROPRIATENESS, OR OTHERWISE OF PURCHASER’S SPECIFICATION. PURCHASER HAS NOT INFORMED SELLER OF THE INTENDED USE OF PRODUCTS, AND IN ANY EVENT SELLER SHALL NOT BE RESPONSIBLE FOR SUITABILITY FOR, OR PROPRIETY OF, ANY PARTICULAR OR SPECIFIED INTENDED USE OF PRODUCTS. PURCHASER’S SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO THIS AGREEMENT AND PRODUCTS SHALL BE TO OBTAIN REPAIR OR REPLACEMENT OF NON-CONFORMING PRODUCTS, UNLESS OTHERWISE AUTHORIZED IN WRITING BY SELLER. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING (BUT NOT LIMITED TO) LOST PROFITS ARISING OUT OF OR RELATED TO THE PRODUCTS OR SERVICES PROVIDED HEREUNDER BY SELLER, EVEN THOUGH SELLER MAY HAVE BEEN ADVISED, KNOWN OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. Transportation charges for all returned goods shall be the responsibility of Purchaser, unless expressly agreed to the contrary in writing by Seller.

Terms: Net 30 days to companies with established credit rating. In the event Buyer fails to fulfill previous terms of payment, or in case Seller shall have any doubt at any time as to Buyer's financial responsibility, Seller may decline to make further deliveries except upon receipt of cash in advance or other special arrangements.

Payment: 100% of the invoiced amount is due within 30 days from date of invoice on approved credit, unless otherwise stated in writing by Seller. Seller may modify payment terms if, in its sole opinion, the payment record or financial condition of Buyer warrants. Late payments are subject to 1% interest per month on the unpaid balance. Prices exclude any tax or duty now or hereafter imposed upon the production, storage, sale, transportation, or use of the products.

F.O.B. Point and Title: All material is sold F.O.B. factory. Title to all material sold shall pass to buyer upon delivery by Seller to carrier at shipping point.

State and Local Taxes: Any taxes which the Seller may be required to pay or collect upon or with respect to the sale, purchase, delivery, use or consumption of any of the material covered hereby shall be for the account of the Buyer and shall be added to the purchase price.

Cancellation: Orders may not be canceled or rescheduled without Sellers written consent and are subject to cancellation or reschedule charges determined by Seller.

Special tooling: acquired specially to produce goods for Buyer remain the property of Bouckaert Industrial Textiles, Inc., and may not be removed.

Limited Warranty: The Seller warrants all products to be free from defects in workmanship or material under normal use and service for a period of 60 days from date of shipment. Liability under this warranty is limited to repair or replacement F.O.B. factory of any parts which prove to be defective within that time or repayment of the purchase price at the Seller's option provided the products have been returned, transportation prepaid, within 90 days from date of purchase. In no case is Seller liable beyond replacement of product F.O.B. factory or the full purchase price. This warranty does not apply if the product is abused, altered, or otherwise misused in any way.

THIS EXPRESS LIMITED WARRANTY IS IN LIEU OF AND EXCLUDES ALL OTHER REPRESENTATIONS MADE BY ADVERTISEMENTS OR BY AGENTS AND ALL OTHER WARRANTIES, BOTH EXPRESS AND IMPLIED. THERE ARE NO IMPLIED WARRANTIES OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE FOR GOODS COVERED HEREUNDER.

Returns: No products can be returned without written authorization from the Seller. All returns beyond the Limited Warranty period, regardless of reason, are subject to a restocking charge of a minimum of 50% of the invoice price. Any returned material must be sent freight prepaid by Buyer. Returns will not be accepted at the Sellers location without the proper Return Authorization Number and paperwork attached to the shipment.

Minimum Order Requirements: Certain products will be subject to a minimum order requirement by yardage and/or dollar amount. Please contact the factory for specific product details.

Make and Hold Requests: Certain orders can be manufactured and held in Seller stock per customer requests. All held material must be accompanied with scheduled release dates from Buyer. Seller reserves the right to charge storage fees for held inventory. Material being held for specific customer orders will be deemed general saleable inventory if material is not released 120 days after original order placement.

Acceptance: All orders shall be subject to the terms and conditions contained or referred to in the Seller's quotation, acknowledgement, and to those listed here and to no others whatsoever. No waiver, alteration or modification of these terms and conditions shall be binding unless in writing and signed by an executive officer of the Seller.