TERMS AND CONDITIONS FOR LANDFILL REDUCTION AND RECYCLING, INC., dba, GreenRite Supply 1) ACCEPTANCE. The proposal embodied by this document, the attached quote, and any writings incorporated by reference (collectively, the “Agreement”) may be accepted by any definite and reasonable expression of acceptance. Acceptance is limited to the terms and conditions of the Agreement; no additional or different terms or conditions contained in any acceptance shall become part of the contract formed as a result of such acceptance. This Agreement may not be modified except by written agreement signed by a duly authorized representative of Landfill Reduction & Recycling, Inc. (“LRR”). Any provisions of Customer’s purchase order or other document, which is inconsistent with the foregoing, shall be of no force and effect. 2) FORCE MAJEURE. LRR shall not be liable for any failure of any performance under this Agreement if such failure is occasioned by war, labor shortage, materials shortage, fire, flood, or by any act of God, or by any other cause beyond the control of LRR. 3) PAYMENT AND TERMS. The sales price shall be as stated on the attached quote. The services to be provided by LRR are limited to those specifically delineated on the attached quote. Payment is due [within 30 days of the date of invoice], time being of the essence. Accounts past due shall be charged a late fee at a rate of 1.5% per month (or 1.0% per month if a “consumer transaction” as defined under applicable law), or the maximum amount permitted by law, from the date of invoice. To the extent permitted by applicable law, Customer shall be liable to LRR for all costs of collection, including but not limited to actual reasonable attorneys’ fees, incurred by LRR in connection with actions or efforts to collect any balance owed by Customer. 4) LIMITATION OF WARRANTY. LRR shall not be liable to Customer or anyone claiming by, through, or under Customer for any error of judgment or mistake of law or for any loss, except a loss resulting from willful malfeasance, bad faith, or gross negligence on the part of LRR. LRR MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE PRODUCTS OR SERVICES SOLD HEREUNDER. ANY IMPLIED WARRANTY OF MERCHANTABILITY, AND ANY IMPLIED WARRANTY THAT THE GOODS OR SERVICES ARE FIT FOR A PARTICULAR PURPOSE, ARE HEREBY DISCLAIMED. 5) LIMITATION OF LRR’S LIABILITY. Notwithstanding any other provision, the total liability, in the aggregate, of LRR and LRR’s officers, directors, employees, and agents to Customer for any and all claims, losses, costs, or damages whatsoever arising out of, resulting from or in any way related to the goods or services provided by LRR shall not exceed the amounts actually received by LRR from Customer. Notwithstanding any other provision, LRR and LRR’s officers, directors, employees, and agents shall not be liable to Customer for any special, incidental, indirect, or consequential damages whatsoever. 6) CUSTOMER’S LIABILITY. Notwithstanding any other provision, Customer shall be liable to LRR for all loss, costs and damages, including reasonable attorneys’ fees, arising out of, resulting from or in any way related to the goods or services provided by LRR to Customer, including, but not limited to, any and all damage to trucks, trailers and containers rented or used by Customer whether said truck, trailer or container is owned by LRR or any party with whom LRR has or is contracting, as well as any costs or expenses incurred by LRR as a result of Customer’s breach of Section 7 herein. Further, Customer represents and acknowledges that it has been informed of the legal weight limit for all vehicles Customer rents from LRR and understands the procedure(s) necessary to measure said weight, and Customer accepts liability for all loss, costs and damages, including reasonable attorneys’ fees, and agrees to be solely responsible for all losses, costs, and damages incurred as a result of any weight restriction violation issued to or against a LRR vehicle rented or used by Customer. 7) HAZARDOUS WASTE AND OTHER ITEMS. Customer acknowledges and understands that many of the items accepted by LRR or a partner facility are reused, recycled, or refurbished for another purpose and that LRR is damaged by Customer delivering Hazardous Waste or items not accepted by LRR. Customer represents and warrants that it will not deliver any Hazardous Waste or not accepted item to LRR or a partner facility, and agrees to be liable to LRR for all loss, costs and damages, including reasonable attorneys’ fees, arising out of, resulting from or in any way related to Customer delivering to LRR or a partner facility any Hazardous Waste or items not accepted by LRR. For the purposes of this Agreement, the term “Hazardous Waste” shall be defined as: “Hazardous waste is the waste that is dangerous or potentially harmful to our health or the environment. Hazardous wastes can be liquids, solids, gases, or sludges. They can also be discarded commercial or consumer products.” 8) INDEMNIFICATION. Customer shall indemnify, defend, and hold LRR and its successors, heirs, assigns, representatives, owners, executives, employees and agents harmless from and against all claims, losses, liabilities, costs, expenses, obligations and damages, including, but not limited to, litigation costs and attorneys’ fees, sustained, incurred or required to be paid by LRR or any of its successors, heirs, assigns, representatives, owners, executives, employees and agents from the negligent or intentional actions of Customer related to or resulting from this Agreement. 9) LRR’s COMPLIANCE. LRR warrants that all goods and services supplied under this Agreement shall comply with all state, federal and local laws, rules and regulations. For on-site performance of services, if applicable, LRR shall adhere to all safety, health or other administrative requirements, rules and regulations or procedure of Customer and its facilities where services are performed. 10) GOVERNING LAW; JURISDICTION. This Agreement shall be governed by, and construed and enforced in accordance with, the laws of Wisconsin, exclusive of Wisconsin’s conflict of laws provisions. Any and all claims, questions or disputes regarding the interpretation performance and enforceability of this Agreement, the rights and remedies of the parties hereunder, and all related actions or counterclaims shall be initiated and or prosecuted exclusively in Outagamie County Circuit Court, Appleton, Wisconsin. The parties further agree to submit to the jurisdiction of said courts. 11) ENTIRE AGREEMENT. This Agreement is the entire agreement between the parties with respect to the transaction contemplated herein and supersedes all previous written or oral negotiations, commitments and writings. No promises, agreements, representations or warranties with respect to said transaction have been made by any of the parties except as set forth herein. 12) BINDING EFFECT. This Agreement shall bind and benefit the parties and their respective personal and legal representatives, heirs, successors, and permitted assigns. 13) AUTHORITY. Each party warrants to the other party that is has the authority to enter into this Agreement and that all necessary corporate or other approvals have been or will be obtained. 14) INDEPENDENT CONTRACTOR. Each party acknowledges that it is an independent contractor and is neither an agent, partner, joint venturer, nor employee of the other party. A party shall have no authority to bind or otherwise obligate the other party in any manner nor shall a party represent to anyone that it has a right to do so. 15) WAIVER. The failure of either party to insist on strict performance of this Agreement by the other, according to the terms and understanding herein set forth, shall not be construed as a waiver of the right to insist on such performance and no waiver by either party of any breach by the other of any provisions hereof shall be deemed a waiver of any other prior or subsequent breach. 16) SEVERABILITY. Each provision of this Agreement shall be considered severable, and if for any reason any provision or provisions of this Agreement are determined to be invalid and contrary to any existing or future law, the invalidity shall not affect or impair the operation of those portions of this Agreement that are valid, or the application of such provisions in situations in which they are not invalid. 17) LIEN NOTICE AND ACKNOWLEDGMENT. AS REQUIRED BY THE WISCONSIN CONSTRUCTION LIEN LAW, LANDFILL REDUCTION AND RECYCLING, INC., HEREBY NOTIFIES CUSTOMER THAT PERSONS OR COMPANIES FURNISHING LABOR OR MATERIALS FOR THE CONSTRUCTION ON CUSTOMER’S LAND MAY HAVE LIEN RIGHTS ON CUSTOMER’S LAND AND BUILDINGS IF NOT PAID. THOSE ENTITLED TO LIEN RIGHTS, IN ADDITION TO LANDFILL REDUCTION AND RECYCLING, INC., ARE THOSE WHO CONTRACT DIRECTLY WITH THE CUSTOMER OR THOSE WHO GIVE THE CUSTOMER NOTICE WITHIN 60 DAYS AFTER THEY FIRST FURNISH LABOR OR MATERIALS FOR THE CONSTRUCTION. ACCORDINGLY, CUSTOMER MAY RECEIVE NOTICES FROM THOSE WHO FURNISH LABOR OR MATERIALS FOR THE CONSTRUCTION, AND SHOULD GIVE A COPY OF EACH NOTICE RECEIVED TO THE MORTGAGE LENDER, IF ANY.