Materials Recovery Company

General Terms and Conditions of Sale

1. Force Majeure - Manufacture, shipment and delivery are subject to, and Seller shall not be liable for any delay in or impairment of performance resulting in whole or in part from, any war (whether or not declared), strike, difference with workmen, accident, fire, flood, Acts of God, delay in transportation, shortage of materials, equipment breakdowns, mill conditions, laws, regulations, orders or acts of any governmental agency or body or any cause beyond the reasonable control of the Seller, or if performance by Seller becomes impracticable due to the occurrence of a contingency, the non-occurrence of which was a basic assumption on which the sale was made.

2. Applicable and Governing Law - This Contract shall be treated as a contract made in the State of New York and shall be governed by the laws of the state unless otherwise stated by the Selling Company.

3. Payment – All sales are “Cash in Advance” unless other mutually acceptable payment arrangements are made in advance with a particular Buyer. If Buyer shall fail to comply with any provision of sale or to make payments that are not in accordance with the terms of any auction contract between Buyer and Seller, Seller may take its option to defer shipments or without waiving any other rights, terminate this contract.

4. Shipment - Terms are: F.O.B. Seller’s listed location and Buyer shall pay all shipping costs. Title and risk of loss passes to Buyer after Seller delivers the Goods to the carrier. All claims for damages incurred during shipment shall be made by Buyer directly to the carrier. Shipment shall be made freight collect, unless otherwise stated herein (in which case shipment shall be made freight prepaid and a freight charge shall be included in Seller’s invoice).

5. Warranty - Material is sold "As Is, Where Is" -- Buyers may inspect all materials prior to bidding. Seller represents that material to be shipped is as stated in online offering and online announcement. In the case of any discrepancies between these, the bid offering representations and specific selling terms and conditions will apply. No other representations are made.

6. Claims - Claims by Buyer must be made immediately upon receipt of material by phone and email (or fax), prior to unloading, and followed-up in writing within 15 days of receipt of shipment. Buyer shall set aside, protect and hold such goods without further processing until Seller has an opportunity to inspect and advise of the disposition, if any, to be made of such goods.

7. Taxes - Any tax which Seller may be required to pay or collect, through assessment or otherwise, under any existing or future law upon or with respect to the sale, purchase, delivery, transportation, exportation, storage, processing, use or consumption of any goods or services described herein, including, without limitation, taxes upon or measured by receipts from sales or services, shall be for the account of Buyer and may be added to the price of such goods or services. Buyer shall promptly pay the amount thereof to Seller upon demand but may, in lieu of such payment, furnish to Seller evidence of the issuance of tax exemption certificates acceptable to the appropriate taxing authorities.

8. Waiver - Any waiver by Buyer or Seller of a breach of a term or condition of the Contract shall not be construed as waiver of any other breach of any other term or condition, or a waiver of any similar future breach of the same term or condition.