TERMS AND CONDITIONS OF SALE

1. All services or goods covered by the foregoing invoice, order or proposal constitutes a special order, expressly for Buyer. Any payment toward all such special order goods and equipment is nonrefundable, unless otherwise specified hereon.

2. Seller may, at its sole option and discretion, accept equipment and goods for return, subject to a restocking charge of 20% of the sale price, in addition to any freight charges incurred by Seller.

3. Payment in full for all equipment and goods described on this proposal shall be within 30 days of delivery to Buyer, unless otherwise specified. Unless otherwise expressly noted hereon, terms of sale shall include delivery to Buyer. Failure of Buyer to make full payment when due shall subject any outstanding balance to a service charge of 1.5% per month until paid in full.

4. In the event of failure of Buyer to pay any sums required by these terms and conditions of sale when due, Buyer hereby agrees to pay any and all losses, costs or expenses incurred by Seller, including, but not limited to, Seller's attorney's fees, whether or not suit is commenced, including all court costs, witness fees and expert witness expenses incurred by Seller.

5. All equipment or goods sold are subject to the manufacturer's standard express warranties; there being no implied warranties as to merchantability or as to the fitness of the goods or equipment for any particular use.

6. All orders and deliveries are sold subject to availability of equipment and/or goods from manufacturers. Seller is not liable for damages due to delays and/or cancellations by strikes, discontinuation or unavailability of equipment or goods and/or other materials ordered.

7. Acceptance of this proposal is expressly limited to the exact terms and conditions of sale contained herein, and any attempt to alter or omit any such terms shall be deemed a rejection and counteroffer.

8. Until such time as Buyer has paid the agreed purchase price, and any and all such sums as shall be payable by virtue of these terms and conditions of sale, Seller hereby retains and Buyer hereby grants a purchase money security interest in the described goods, equipment or other merchandise. In connection therewith, Buyer agrees to execute all instruments (including financing statements) deemed necessary by Seller under applicable law to establish, maintain and continue and perfect Seller's purchase money security interest, or otherwise protect Seller's rights in and to said merchandise.