Terms and Conditions

1. Parties and Definitions.

Experienced Brick & Stone, LLC is
the “Seller” of certain “Goods,” namely different types of
historical and used brick, street pavers, stone cobbles, curbing,
sidewalk, building stones, stone and other materials. As used
herein, parties purchasing the Goods are the “Buyer.” These
“Terms and Conditions” and Seller’s “Invoice,” together with
Buyer’s a written purchase order, to the extent it does not conflict
with the Terms and Conditions and Invoice, are the “Agreement”
between the Seller and Buyer. Any Agreement is for the provision
of Goods only and is not for installation.

2. Agreement to Terms and Conditions and Acceptance of
Orders.

Seller’s acceptance of Buyer’s purchase order is
expressly made conditional on Buyer’s acceptance of the Terms
and Conditions. By accepting the Terms and Conditions, Buyer
agrees that the Terms and Conditions supersede those of the
Buyer, if any, and void any conflicting terms. Buyer’s assent and
acceptance to the Terms and Conditions and Invoice shall be
conclusively presumed from payment for all or any part of Goods,
From Buyer’s purchase order, from Buyer’s acceptance of
Goods, or from Buyer’s agreement to a deferred payment or
deferred delivery plan. None of the Terms and Conditions may
be added to, modified, superseded, or altered, except by a written
instrument signed by an authorized officer or agent of Seller.

3. Customer Pick Up Liability Waiver

Buyer acknowledges receipt of materials loaded onto their
vehicle by Seller. Buyer has chosen to transport the materials
myself. The decision to transport the materials was Buyer’s and
Buyer’s alone. Buyer waive any claims against Seller with
respect to the transportation of the materials. Buyer
acknowledges that they are responsible for all liability created by
the transport of the purchased materials. Buyer will defend and
hold harmless Seller from any and all claims associated with the
transportation of the materials. Buyer further acknowledges that
it is their responsibility to determine the loaded weight limit and
capabilities of their vehicle. Buyer assumes all responsibility if
the vehicle is overloaded. Buyer understands that Seller makes no
representation, promise, or warranty with respect to the ability of
my vehicle to transport the materials.

4. Used Goods Disclaimer.

Seller deals in reclaimed brick and
stone and other used materials. They may be scratched, chipped,
and/or have some foreign material attached from the environment
in their previous life. The color of an individual piece or shipment
will vary.

5. Representations, Limited Warranties, and Disclaimers.

Seller specifically disclaims any warranty that the Goods will be
uniform in appearance. No warranty is created by any affirmation
of fact or promise made by Seller that is not explicitly stated in
this Agreement. Any statement as to the geometric coverage area
of the Goods is an estimate only based on previous projects and
is not a warranty as to the actual coverage area.
Seller represents and warrants the Goods shall be free of
defects in material except as disclaimed herein, for a limited
warranty period of one (1) year after delivery. Seller’s complete
responsibility for its warranty is limited to the furnishing of
sufficient similar Goods to replace defective Goods. The
foregoing express warranties are the only warranties given. Seller
disclaims any implied warranty, including, but not limited to, any
implied warranty of merchantability or fitness for a particular use.

6. Delivery Quote, Unloading Time Allowed, and Additional
Charges.

A “Delivery Quote” will be given in the Invoice at the
time of ordering. The Delivery Quote is for 1 hour of on-site
delivery time by truck, and any additional time on-site is $1.25 per
minute, payable by Buyer to Seller. The Delivery Quote may be
estimated, depending on the delivery requirements of Buyer. The
Delivery Quote and/or additional time charge may change if
shipped more than 30 days after the Delivery Quote is given in the
Invoice.

7. Delivery Notice Waiver.

Seller shall have no liability or
obligation to Buyer of any kind, beyond a refund of payment, to
deliver Goods as a result of causes, conduct, or occurrences beyond
Seller’s reasonable control, including but not limited to,
commercial impracticability, fire, flood, act of war, terrorism, civil
disorder or disobedience, act of public enemies, transportation
problems and shortages, acts or failure to act of any state, federal
or foreign governmental or regulatory authorities, labor disputes,
strikes, or failure of suppliers to make timely deliveries of Goods
or services to Seller.

8. Credit Card and Returned Checks Fees.

If paying with a
credit card a processing fee of 2% will be added to the transaction.
There will be a processing fee of $50.00 for each returned check
or ACH transaction.

9. Tariff Surcharge

Material may be subject to a tariff surcharge which will the tariff
in effect at the time of delivery to port.

10. Deferral of Delivery.

Buyer may request a deferral of delivery,
which deferral Seller must approve. If Seller rejects the deferral of
delivery, the purchase order and the Agreement are subject to
cancellation by Buyer. If Buyer requests deferral of delivery, and
Seller agrees, Buyer is not excused from its obligation to pay for
the Goods at the same times and in the same quantities as the
original delivery schedule. In addition to adhering to the original
payment schedule, Buyer shall pay such storage, shipping, and
handling charges as Seller may assess for storing the Goods
awaiting delivery. Any delivery 60 days past the invoice date will
be considered a deferred delivery and may incur storage charges at
Sellers discretion. If Buyer requests deferral prior to
commencement of production, Seller may require progress
payments in connection with expenses for Goods and services
incurred by Seller in anticipation of production.

11. Payment Prior to Shipping.

Invoices must be paid in full
before any shipping arrangements for delivery are made unless
credit has been granted by the Seller.

12. Late Payment Fee.

A late payment charge of 1.5% per month,
compounded monthly, will be added to Buyers account for any and
all amounts past due.

13. Deposits Paid to Hold Goods.

Deposits shall be made to Seller
when requested. All deposits and progress payments are non-
refundable. Deposit will be credited to the last shipment in
multiple shipment orders.

14. Ability to Receive Delivery.

If delivery is made by vehicles
operating on Seller’s behalf, the Buyer shall ensure that: (a) the
delivery location is configured in a way that the vehicles can enter
and discharge unobstructed on a adequate surface without delay,
in a manner suitable for the standards of the industry; and (b) at the
time of delivery, an agent or employee of the Buyer will be
available who is authorized and able to receive the shipping
documents, to direct the vehicle to the unloading site, and to sign
the bill of lading.

If Buyer fails to fulfill these obligations, Seller shall be
entitled to act in its sole discretion, on the Buyer’s account and at
the Buyer’s risk without the Buyer being able to claim damages.
If the Buyer, its agent, or a third party assigned by the Buyer
collects the Goods from Seller, said party collecting the Goods
shall solely be responsible for the Goods’ safe and secure loading
and transport. Said party shall solely be responsible for
compliance with statutory regulations regarding permissible
maximum weight and proper load securing. If Goods are picked
up by vehicles operating on Buyer’s behalf, the risk inherent in
the Goods and their transport shall pass to Buyer at the time the
products leave Seller’s loading facilities. Seller reserves the right
to refuse a request for Buyer pick-up and to cancel any such
Agreement. If Buyer collects and transports the Goods, Buyer
waives all claims against Seller associated with the transport of
the Goods.

15. Examination of Goods and Claims.

Buyer shall make an
examination as to quantity and quality of any Goods delivered
hereunder immediately upon receipt and failure of Buyer to give
notice of any claims within 3 days after receipt of such Goods
shall be an unqualified acceptance of such Goods and a waiver of
Buyer of all claims with respect thereto. Any claim for failure of
performance or breach of the Agreement relating to the delivery
of the Goods, must be made on written notice to Seller within 10
days to cure such performance failure or breach. Seller shall be
permitted to replace or refund any Goods, at its discretion. No
claim of any kind, whether as to Goods delivered or for non-
delivery of Goods, shall be greater in amount than the purchase
price of the Goods in respect of which such claim is made.

16. Returned Goods & Restocking Charge.

No Goods will be
accepted for credit when returned without written permission
from Seller. All Goods accepted for credit are subject to Seller’s
minimum restocking fee of 25% plus freight cost. If Buyer
repudiates conforming Goods, Seller can refuse to accept return,
or accept and refund, or sell and charge difference. A minimum
restocking fee of 10% will apply to orders cancelled after
production but before shipment.

17. Deductions and Set-off.

Buyer shall have no right of
deduction or set off against sums due Seller for Goods which have
either been delivered or which Seller has undertaken to deliver.

18. Seller’s Right to Reject, Rescind or Cancel.

Seller shall
have the right to rescind all or part of any offer, order or this
Agreement if Buyer breaches or fails to perform any of its
obligations under this Agreement; Buyer becomes insolvent;
proceedings are instituted by or against Buyer under any federal
or state bankruptcy of insolvency laws; Buyer ceases operations;
or as otherwise provided in this Agreement.

19. Waiver and Severability.

This Agreement shall be deemed
to be separable. If any part thereof is held to be invalid for any
reason, the other terms and conditions hereunder shall remain in
full force and effect. Seller’s waiver of any breach, or failure to
enforce any of this Agreement, shall not be deemed to affect, limit
or waive Seller’s right thereafter to require compliance with this
Agreement.

20. Indemnification.

Buyer agrees to save, defend and hold
Seller harmless from any claims, demands, liabilities, expenses
or judgments arising in whole or in part, directly or indirectly, out
of the use of the Goods by Buyer or Buyer’s customers, agents,
employees or invitees involving the use of the Goods supplied by
Seller. This indemnification shall include all costs, attorney’s fees
and other expenses paid or incurred by or imposed upon Seller in
connection with the defense of any such claim.

21. Governing Law.

The parties agree that this Agreement and all
course of business between the parties shall be governed by the
laws of the State of New York without regard to conflicts of
interest laws. Buyer and Seller hereby submit to the exclusive
jurisdiction for the resolution of any disputes hereunder to a court
of competent jurisdiction located in Buffalo, New York, and both
parties hereby waive any objections to the jurisdiction of such
court and waive any defense based upon inconvenient forum.
22. Attorney’s Fees and Costs. If an event of default shall occur
by Buyer, and if thereafter payment is collected in whole or in part
through legal proceedings of any nature, then and in any such case
Buyer promises to pay all costs of collection, including, but not
limited to, reasonable attorneys’ fees incurred by the Seller because
of such collection, whether or not suit is filed.