It is understood and agreed that the order will be filled to our Terms and Conditions of Sale stated below whether or not they vary the terms and conditions of your order and we will recognize no amplification or modification unless expressly agreed to by us in writing.

1. Terms of Payment: Terms are net 30 days. If in Scotia's judgment the financial condition of the Buyer at any time during the manufacturing period or at the time the merchandise is ready for shipment does not justify continuance of the work or shipment of the merchandise, Scotia may at its option require full or partial payment in advance or may cancel any order or any part thereof.

2. Limitations of Damages: Under no circumstances shall Seller be liable for Buyer's consequential damages such as lost profits, labor costs or other expenses, or claims of third persons. Seller's liability to third persons shall be limited to Seller's own direct negligence and in all other cases the Buyer shall indemnify Seller against any payment to third persons as well as attorney's fees and all of the costs and expenses. As to any claim of loss, damage, or destruction of Buyer's property while in Seller's possession or otherwise, Seller's maximum liability shall be limited to the raw material value thereof or Seller's price for services rendered or to be rendered on the specific goods, whichever is the lesser. Any suit for damages under this contract not instituted within 6 months of Seller's declination of liability shall be forever barred.

3. Prices: As our prices are based on the costs of material, we reserve the right to adjust the price at time of delivery for any change in cost of material imposed on us. All shipments are F.O.B. Laconia, New Hampshire, unless otherwise noted.

4. Warranty: All parts or products manufactured by us are warranted to be free from defects in material and workmanship for one year from time of delivery except for those parts or products for which the customer has furnished material. In such cases, only our workmanship is warranted. Defective material may be returned for repair or replacement upon our approval. All parts or products returned to us are to have been checked by the customer before use or alteration, and our liability for defective parts or products shall not exceed the invoiced price.

5. Tooling Charges: Unless otherwise specifically stated, all tools are to be and remain our property. Such tools, dies, or fixtures will be maintained at no cost to the customer. Bending tools are not for sale; all other tools may be purchased for an additional 25% of the original tooling charge. Terms of payment on tooling charges are net cash.

6. Quantity Variations: It is agreed that a variance of + or – 10% of the total quantity ordered will be acceptable.

7. Delays: We shall not be liable for delays resulting from strikes, acts of God, riots, warfare, government law or regulations, available materials and other conditions beyond our control

8. Customer Supplied Materials: Materials furnished by the customer must be received at Scotia in manageable containers or bundles in no more than 250 lb. Packages and no more than 16' lengths. If those boundaries are exceeded a surcharge will be added to the invoice of $150.00.

9. Application: These special terms and conditions, should they not appear in the Buyer's Purchase Order to Scotia Technology, shall nevertheless be considered and be deemed to form part thereof.