Terms and Conditions:

PAYMENT:  Payment terms are Net 30 days.  All payments are due in U.S. Dollars.  All overdue amounts will incur a finance charge of 10% per month.  Any fees necessary for collections of late payments including lawyer fees and collection fees will also be charged.  A purchase order from this quotation is acceptance of these terms and conditions.

PRICES:  This Proposal supersedes all previous proposals and agreements and is valid for a period of 30 days from the date indicated on the proposal. Any purchase orders issued beyond 30 days from the date of this proposal may require a revised quote.  All clerical errors are subject to correction.  All prices are exclusive of taxes.

SHIPPING TERMS: All shipments are F.O.B. point of shipment and are the responsibility of the buyer. If requested, the seller will coordinate shipment and bill the buyer.

CLAIMS: Any claims concerning damage or loss in transit shall be placed through the carrier by the buyer.

RETURNS: In the event that a return is required due to product failure during the warranty period, the original Buyer (not other parties which may have physical possession of the Product) shall notify Promethean Group and request a return authorization from the manufacturer.

CONDITIONS:  Orders submitted on the basis of this quotation and any attachments and/or amendments hereto will be accepted by the seller on the condition that any statements, clauses and conditions stated in the purchasers’ order do not in any way change, enlarge or modify the seller’s liability or obligations as set forth in this quotation.

AGREEMENT & WAIVERS:  Any changes to the Promethean Group Terms and Conditions must be approved in writing by Promethean Group Management.

INDEMNIFICATION:  Buyer hereby agrees to indemnify, hold harmless Promethean Group from any liability, loss, expense, fine, penalty, damage, claim or cause of action including but not limited to loss of or damage to property or bodily injury or death of any person or persons employed directly or indirectly by Buyer, Promethean Group or others, and any third parties provided such losses or damages are not caused or contributed to by the gross negligence or willful misconduct of Promethean Group.

DELAYS:  In the event the project is delayed, the project completion will coincide with the term of the delay.  Any project acceleration due to customer delays may require an engineering change order.

ATTORNEY FEES:  Promethean Group shall be entitled to reimbursement of reasonable attorney fees and collection costs incurred to enforce its rights under this agreement.

LIMITATION OF LIABILITY:  Promethean Group shall have no liability for lost profits or damages of any kind.  Promethean Group will not be liable to Buyer for any damages in excess of the contract price.

CANCELLATIONS:  All cancellations of orders must be in writing and are subject to a cancellation charge equal to the costs incurred by Promethean Group plus an additional 10% processing fee.

CHANGES:  Any content and/or process changes or project deviations that differ from the scope of work of this proposal is subject to a price adjustment in accordance with the change.