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TERMS OF SALE AGREEMENT

ORDERING, FREIGHT AND PAYMENT INFORMATION

1. EXCEPT AS PROVIDED IN PARAGRAPH 7, D. S. SEWING, INC. MAKES NO WARRANTY WHATEVER, EXPRESS OR IMPLIED AND SPECIFICALLY DISCLAIM ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE RESPECTING SERVICES PERFORMED OR EQUIPMENT OR MATERIAL SUPPLIED UNDER THIS AGREEMENT OR FOR USE BY THE CUSTOMER.

2. D. S. SEWING, INC. ITS SUCCESSORS AND ASSIGNS SHALL NOT BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF USE OR INDIRECT, SPECIAL, RELIANCE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FAILURE TO FURNISH OR THE FURNISHING OF THE GOODS OR THE PROVIDING OF WARRANTY SERVICE UNDER THIS AGREEMENT REGARDLESS OF THE NATURE OF THE CLAIM OR ACTION.

3. TO THE EXTENT PERMITTED BY LAW, D. S. SEWING INC.'S TOTAL CUMULATIVE LIABILITY HEREUNDER FOR ANY AND ALL REASONS SHALL NOT EXCEED AN AMOUNT EQUAL TO THE PURCHASE PRICE.

Any legal action arising from or in connection with (A) any product defect, faulty workmanship or any partial or total failure of the goods or in the warranty service provided to customer, or (B) any warranty service or repair work performed for customer, must be brought within two years from the date when the cause of action is first sustained or discovered including installation and warranty service provided, sold or performed hereunder is based solely on the value and the scope of the liability set forth in this agreement and are unrelated to the potential for indirect, special, reliance, incidental, consequential or other damages. D.S. SEWING, INC. and customer agree this allocation of risk and liability is fair, reasonable and not unconscionable. Any customer further waves any liability as and against 3rd party manufactures and aggrees that any claims of whatever type of nature shall extend only to________________________________________.

4. Any modification of this agreement must be in writing signed by both of the parties with the same formalities as the signing of this agreement.

5. D.S. SEWING, INC. and customer each represent that they each have the power and authority to enter into this agreement and that the agreement constitutes a valid and binding obligation of each party.

THIS AGREEMENT REPRESENTS THE COMPLETE FINAL AND ENTIRE AGREEMENT BETWEEN D.S. SEWING, INC. AND CUSTOMER WITH RESPECT TO THE SALE OF THE GOODS TO CUSTOMER, AND SUPERSEDES ANY PRIOR AGREEMENTS, REPRESENTATIONS AND NEGOTIATIONS BETWEEN THE PARTIES.

6. Deposits are nonrefundable. In the event the customer is unable to take delivery or otherwise defaults on this agreement, then the parties agree that the customer shall forfeit its deposit which shall become the full property of D.S. SEWING, INC.

7. D.S. SEWING, INC. warrants that it is the owner of the goods and that the goods will be free and clear of any lien or encumbrance upon delivery to the customer.

D.S. SEWING, INC's sole and exclusive obligation under this warranty will be to repair any products or goods sold that are defective as a result of defective craftsmanship as reported to D. S. Sewing, Inc. within 30 days of delivery. D. S. SEWING INC'S. liability hereunder shall be limited to the labor charges to the customer. Customer will be responsible for any extra material charges necessary to effectuate warranty service unless the need for additional material is a result of damage caused by D.S. Sewing, Inc.

Repair or replacement hereunder shall include cutting holes, removing marks from pens, pencils, ink marker or wax marker, burns, incorrect sewing, defect noted at the time of receipt of product, improper installation by D.S. SEWING, INC., improper assembly hardware, faulty design, improper assembly of sewn pieces to one another.

D.S. SEWING INC'S. liability hereunder shall not include the repair or replacement of separating laminate, cut holes or burns from manufacturer and seconds, repetitive stitching due to bobbin running out, shipping damage, rips in stitching or water leakage due to mishandling or products by customer or helper of customer, normal leakage of water through stitch holes, above normal leakage of water through stitch holes due to excessive wind or rain, improper installation of product by consumer or subcontractor and repairs or products that were not manufactured by D.S. SEWING, INC.

8. If the customer breaches this agreement, included without limitation any payment obligations, D.S. SEWING, INC. shall notify customer of such breach in writing. In the event that the customer does not cure the condition causing the breach within 10 days of receipt of such written notice, the customer shall be in default hereunder and all unpaid amounts shall at D.S. SEWING'S option become immediately due and payable and any deposit paid shall be forfeited. In the event of any default, the customer agrees to be responsible for all costs of collection including reasonable attorney's fees associated with D.S. SEWING, INC's enforcement of its rights under this agreement. The customer further agrees to pay interest in the amount of 1 1/2 percent per month on all outstanding amounts due in excess of thirty days.

9. If the performance of any part of this agreement by either party is prevented, hindered, delayed or otherwise made impractical by reason of any flood, riot, judicial or governmental action, labor dispute, act of God, or any other reason beyond the control of either party, then each party shall be excused from performance of this agreement to the extent that they are prevented from performing by such reason. Upon the occurrence of any such act, the affected party shall reasonably notify the other party of the delay and the effect that any such condition shall have on the other party.

10. All finished product shall have a D. S. Sewing, Inc. Label sewn into it unless the customer requests otherwise in writing at the time of signing of the contract.


PHONE:1 800 789 8143, 1 203 773 1344, FAX 203 773 1778
MAILING ADDRESS: P.O. Box 8983, New Haven, Ct. 06532
MANUFACTURING & SALES OFFICE: 260 Wolcott Street, New Haven, CT. 06513

ORDERING, FREIGHT AND PAYMENT INFORMATION