Potrisers, Inc. ("Supplier") agrees to sell products described in their Invoice/Confirmation (the "Products") to the customer ("Customer") on the following terms (the "Agreement"):

1. This sale is F.O.B. Supplier's place of shipment in the United States. Supplier shall deliver the Products to a common carrier of Supplier's choice (unless Customer specifies a carrier). All shipping and insurance charges are at Customer's expense unless otherwise stated on Customers invoice. Customer assumes the risk of loss or damage from shipping.
2. Customer shall inspect the Products upon delivery to it for damage occurring prior to shipment, non-conformity to specifications and defects in material, workmanship or packaging. Customer shall notify Supplier within five (5) days of delivery of any such damage or failure to conform to specifications, or defects in material, workmanship or packaging revealed by Customer's inspection. Customer shall be deemed to have accepted the Products unless it gives timely notice of rejection.
3. All amounts due Supplier are payable at the address and according to the terms shown on Suppliers Invoice/Confirmation of Sale. All amounts due Supplier are payable in full, without offset. Customer shall pay all taxes, imposts and duties arising from the sale, which taxes, imposts and duties are in addition to the purchase price for the Products.
4. Supplier warrants that it shall, at its expense, repair or replace Products that prove to be materially defective. This limited warranty is void if the Products are misused or damaged. This limited warranty shall expire on the first anniversary of delivery of the Products to Customer unless Customer notifies Supplier of the warranty claim within that period. Except for this limited warranty, SUPPLIER MAKES NO (AND DISCLAIMS ANY AND ALL) WARRANTIES AND REPRESENTATIONS OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE PRODUCTS INCLUDING, WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE USE OF PRODUCTS WILL NOT INFRINGE ANY THIRD PARTY RIGHTS. In no event shall Supplier be liable to Customer for lost profits, punitive or exemplary damages, consequential damages or for incidental damages arising out of any breach of warranty or other breach of this Agreement by Supplier. In any case, Supplier's maximum liability to Customer for breach of this Agreement shall not exceed the purchase price of the Products.
5. This sale is final. Customer must obtain Supplier's written authorization before returning any Products. Authorized returns may be subject to a restocking charge.
6. As security for amounts due Supplier, Customer grants to Supplier a purchase money security interest in the Products and in the proceeds and products thereof; and Supplier is irrevocably authorized to execute and file Uniform Commercial Code financing statements and continuations as a public record.
7. If any amount due Supplier is not paid when due, a finance charge of one and one half percent (1½%) per month of the balance (which finance charge equals eighteen percent [18%] per year) or the maximum rate allowable by law (whichever rate is less) shall accrue from the due date until paid.
8. If any amount due Supplier is not paid when due, Customer shall pay all of Supplier's attorney's fees associated with collection of the delinquent amount plus all attendant collection costs whether litigation is initiated or not. This Agreement shall be governed by the laws of the State of Washington, without regard to its principles of conflict of laws and without regard to the United Nations Convention on Contracts for the International Sale of Goods. Supplier and Customer consent to and agree that jurisdiction and venue for all actions arising out of this Agreement or the breach thereof shall lie exclusively in the state and federal courts for Seattle, King County, Washington. In the event of any dispute arising out of this Agreement or the breach hereof, the dispute shall be determined by arbitration before a single arbitrator. The American Arbitration Association in Seattle, Washington shall administer the arbitration according to its International Rules. The arbitration hearing shall occur in Seattle, Washington and shall be conducted in English, which is the official language of this Agreement.
9. Supplier's product lines bear Supplier's trademarks, both pre-packaged products and bulk products, all as identified in Supplier's list of goods. For purchases of pre-packaged products, Supplier grants Customer a royalty free, non-exclusive, non-transferable trademark license to use Supplier's trademarks to market and sell the pre-packaged products in their original packaging, but not otherwise; and, in that regard, Customer shall not repackage the pre-packaged products for marketing or sale. For purchases of bulk products, Supplier grants Customer a royalty free, non-exclusive, non-transferable trademark license to use Supplier's trademarks to market and sell loose, individual pieces of bulk products at Customer's physical retail locations (e.g., point of sale cash register), but not otherwise; and, in that regard, Customer will display Supplier's approved advertising, promotional and marketing materials at such physical retail locations to promote such sales. However, Customer shall not market or sell bulk products through any website (i.e., no internet sales) and shall not repackage bulk products for any sales, unless such sales are expressly authorized in a written distributorship agreement between Customer and Supplier.
10. This Agreement is the entire agreement between the parties concerning Customer's purchase of the Products; and all prior and contemporaneous agreements and negotiations are merged herein. All amendments hereto and waivers of any rights granted hereunder shall be in writing, and signed by the parties. No course of dealing shall operate as a waiver of any right granted hereunder or as an amendment hereto. Customer may only accept or reject this Invoice/Confirmation of Sale, and Customer is not authorized to accept this Invoice/Confirmation in part. Any contact formed as a result of an exchange of documents between Supplier and Customer must consist of all of the provisions of this Agreement and no other. This Agreement shall bind and benefit the heirs, successors and assigns of the parties. There are no third party beneficiaries. If a court or arbitrator with jurisdiction determines that any term of this Agreement is unenforceable, the other terms shall remain in full force and effect.