Terms and Conditions of Sales

SOUTHEASTERN ENVIRONMENTAL PRODUCTS, INC. (SEPCO) STANDARD BUSINESS CONDITIONS 2008

TERMS AND CONDITIONS OF SALE

1. Acceptance: All sales are subject to and expressly conditioned upon the terms and conditions contained herein. No variation of these terms and conditions will be binding upon seller, unless agreed to in writing and signed by an officer or other authorized representative of seller. If these terms and conditions are not acceptable to buyer, buyer must so notify seller immediately in writing.

2. Terms, Delivery Delays: All prices are subject to change without notice. Stenographic, clerical and computer errors are subject to corrections. If financial condition of Buyer results in the insecurity of Seller, in Seller’s sole discretion, as to the ultimate collectability of the purchase price, Seller may, without notice to Buyer, delay or postpone the delivery of goods. And Seller at its option is authorized to change the terms of payment to payment in full or in part in advance of shipment of the entire undelivered balance of said goods. Buyer agrees to pay all costs, including but not limited to, reasonable attorney and accounting fees and other expenses of collection resulting from any default by Buyer in any terms hereof. All risk of loss or damage during shipping shall be borne by Buyer. Seller reserves the right, in its discretion, to determine the exact method of shipment. Seller reserves the right to make delivery in installments, all such installments to be separately invoiced and paid for when due per invoice, without regard to subsequent deliveries. Delay in delivery of any installment shall not relieve Buyer or Buyer’s obligation to accept remaining deliveries. Immediately upon Buyer’s receipt of any goods shipped hereunder, Buyer shall inspect the same and shall notify Seller in writing of any claims for shortages, defects or damages and shall hold the goods for Seller’s written instructions concerning disposition. Seller shall not be liable for any loss, damage, or penalty as a result of any delay in or failure to manufacture deliver or otherwise perform hereunder due to any cause beyond Seller’s reasonable control, including, without limitation, strikes or labor difficulties, acts or omissions of any governmental authority or Buyer, accident, insurrection or riot, fires, floods or other acts of god, breakdowns of essential equipment, priorities or embargoes, shortages, delays in transportation, war, acts of terrorism, or inability to obtain necessary labor, fuel, materials, supplies or power at current prices or from usual sources.

3. Allocation of Goods: If Seller is unable for any reason to supply the total demands for goods specified in Buyer’s order, Seller may allocate its available supply among any or all buyers on such basis as Seller may deem fair and practical, without liability for any failure of performance which may result therefrom. Buyer shall be notified of said practices as it affects Buyer. Seller, may at its discretion, substitute goods of equal or higher value in the event of shortages in order to complete the sale.

4. Taxes and other charges: Any use tax, sales tax, value added tax, excise tax, import/export fees, customs, tariffs, or taxes, or any other fee or tax or charge of any nature whatsoever imposed by any governmental authority, on or measured by the transaction between Seller and Buyer, shall be paid by Buyer in addition to the prices quoted or invoiced. Seller will include applicable sales/usage taxes for the state of Mississippi, USA, for shipments which originate and/or terminate within the boundary of Mississippi sold to Buyers with office/residence in Mississippi.

5. Warranty: Seller makes no warranties regarding its goods sold whether oral, written express, implied or statutory, including any information provided by sales representatives in marketing literature, directions for use, or any other information supplied with the goods sold. Implied warranties of fitness and merchantability shall not apply. Seller’s warranty obligations and Buyer’s remedies are solely and exclusively stated herein. Manufacturer’s warranties are applied. Freight charges to and from manufacturer for warranty claims may be applied by seller to buyer at Seller’s sole discretion. Unless otherwise noted, all products are new and the manufacturer’s warranty applies. We will provide the proof of purchase to validate warranty. Warranty service is through manufacturer. Seller does not facilitate warranties. You must work directly with the manufacturer; however we will assist you in every way we can.

Seller does not accept returns of any merchandise for a refund. This policy may be stringent, but that is how we are able to sell our products so inexpensively compared to the rest of the industry. Any products that are returned without a valid RMA# will be refused and returned to the sender, at the sender’s expense. Seller never pays for return shipping for any merchandise. If you prefer not to purchase our items because of this policy, we understand. Should you choose to purchase our items, be advised that no exceptions will be made. If the item we are selling is covered by the manufacturers warranty, we do not pay for return shipping and we do not refund the original shipping costs, if applicable.

6. Limitation of Liability: In no event shall Seller be liable for anticipated profits, incidental, special or consequential damages including, but not limited to, damages for loss of revenue, down time, remediation activities, reimbursement of costs for sampling, remobilization or resampling costs, transportation, substitute supply sources or any other expense, damage or loss, including personal injury or property damage. Seller’s liability on any claim of any kind shall be replacement of such goods or refund of the purchase price. Seller shall not be liable for penalties or any description whatsoever. In the event the items sold will be utilized by Buyer on behalf of a third party, such third party shall not occupy the position of a third party beneficiary of the obligation or warranty provided by Seller, and no such third party shall have the right to enforce same. All claims must be brought within 90 days of shipment, regardless of their nature. Seller is not responsible for use of or any damage caused by exposure or use of goods sold, including but not limited to fire, corrosion, ingestion, spillage of any kind, or contact with skin, clothes, eyes or other objects.

7. Returns: Authorization must be obtained from Seller prior to returning goods. Buyer shall strictly comply with Seller’s return shipment instructions. Notice of intent to return goods must be given by Buyer within 21 days of shipment.

8. Technical Assistance: At Buyer’s request, Seller may, at Seller’s discretion, furnish technical assistance and information with respect to Seller’s products. Seller makes no warranties of any kind or nature, express or implied, including any implied warranty or merchantability or fitness for a particular purpose with respect to technical assistance or information provided by seller or Seller’s representatives. Any suggestions by Seller regarding use, selection, application or suitability of the products shall not be construed as an express warranty of any kind, including compliance with any regulatory body, unless specifically designated as such in a writing signed by an officer or seller.

9. Miscellaneous: Seller’s failure to strictly enforce any term or condition of an order or to exercise any right arising hereunder shall not constitute a waiver of Seller’s right to strictly enforce such terms or conditions or exercise such right thereafter. All rights and remedies with respect to any order are cumulative and are in addition to any other rights and remedies Seller may have at law or equity. Any waiver of a default by Buyer hereunder shall be in writing. If any provision of these agreed upon terms and conditions shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected or impaired thereby. The paragraph headings herein are for convenience only; they form no part of the terms and conditions and shall not affect their interpretation. This agreement and the terms and condition herein shall be binding upon, inure to the benefit of, and be enforceable by, the parties hereto, and their respective heirs, personal representatives, successors and assigns.

10. Governing Law: All disputes relating to the terms hereof, performance of this order or any other claim related to Seller’s goods shall be governed by the law of the State of Mississippi, USA; provided, however, construction shall be without regard to any rule or presumption requiring construction against the party causing this agreement to be drafted. Buyer and Seller agree that any dispute arising between them which results in either party instituting court proceedings that such action will be maintained in the Circuit Court for Harrison County, Mississippi, USA.