Terms and Conditions of Sale

1. ENTIRE AGREEMENT

These Terms and Conditions of Sale together with Buyer's Credit Application Terms and Conditions (if applicable), which are incorporated herein by reference, are between Mekco Supply Inc. Canada Inc., its subsidiaries, affiliates, divisions, successors and assigns (collectively, "Mekco Supply Inc.") and Buyer, and form the entire agreement between Mekco Supply Inc. and Buyer and apply to all transactions between Mekco Supply Inc. and Buyer unless otherwise specifically agreed to in writing.

2. ACCEPTANCE OF ORDERS

All orders are subject to acceptance by Mekco Supply Inc., which acceptance is contingent on adequate supply and, if applicable, credit approval of Buyer.

3. CANCELLATION

Buyer may not cancel, change or modify an order without the written consent of Mekco Supply Inc. and payment by Buyer of all applicable cancellation of re-stocking fees. Special order items may not be cancelled or returned and no refunds will be issued.

4. PRICE

All prices are subject to change unless otherwise noted on Mekco Supply Inc.'s quotation. Buyer will be invoiced at prices in effect at the time of shipment. All taxes, transportation costs, duties and other charges are in addition to quoted prices.

5. PAYMENT

Terms of invoice payment are net 30 days. In the event Buyer fails to make any payment to Mekco Supply Inc. when due, Buyer's entire account(s) with Mekco Supply Inc. will become immediately due and payable without notice or demand and all past due amounts will be subject to a service charge accruing at a rate of 2% per month.

6. SHIPMENT

All orders are shipped F.O.B. point of shipment. Risk of loss will transfer to Buyer upon tender of goods to Buyer, Buyer's representative or common carrier.

7. DELIVERY

Delivery to the job site or other location indicated by Buyer constitutes delivery to Buyer, regardless of whether Buyer or Buyer's agent is at such location at the time of delivery of sings a delivery receipt.

8. INSPECTION AND ACCEPTANCE

Buyer shall examine all goods upon receipt and prior to installation. All claims for damage, shortage, errors in shipment or improper delivery must be made to Mekco Supply Inc. in writing within five (5) business days of delivery.

9. BACK ORDERS

Items which are not shipped are back-ordered for future shipment unless Buyer cancels its order in accordance with these Terms and Conditions of Sale.

10. RETURNS

Buyer may return any goods which Mekco Supply Inc. stocks and which are not special order items if: (i) it is in new condition, suitable for resale in its undamaged original packaging and with all original parts; and (ii) it has not been used, installed, modified, rebuilt, reconditioned, repaired, altered or damaged.