Terms of Business 2007

1) Terms of Payment – All initial orders are prepay with company check, VISA/MC or C.O.D. Reorders will be Net 30 provided a credit sheet is included with the initial order. Net 30 invoices are due 30 days from the date of invoice, and are considered Past Due on the 31st day. No cash discounts or prepay discounts will be recognized unless such terms have been prearranged by an employee of Garden Works. Garden Works does not send statements—payment is made from invoices.

2) Past Due Accounts – Past Due customers will be sent a notice to this effect 45 days from the date of invoice. Said notice states that if payment is not received by Garden Works within 60 days from the date of invoice, then notified Past Due customer will be switched from Net 30 status to permanent C.O.D. or prepay account. Additionally, all reorders will be held until payment is received (Net 30 status can be regained with approval from Garden Works). If payment is not received within 60 days, a second and final notice will be sent between 65 and 70 days stating that if payment is not received within 90 days from the date of original invoice, the delinquent account in question will be submitted immediately to a collection agency. A $20.00 service charge, plus costs and collection fees incurred during the collection process, will also be billed to the delinquent customer.

3) Past Due Finance Charges - While invoices are considered past due on the 31st day from the invoice date, a grace period of 15 days is extended. On the 45th days from the invoice date, a finance charge equaling 2% of the delinquent invoice will be assessed. This finance charge becomes part of the total balance due and must be paid in order to clear the open invoice.

4) Backordered Product – Garden Works automatically CANCELS ALL BACKORDERS when product is not available to ship within one week of requested shipping date. Please note that entire orders may be held up to one week in order to ship complete. If an order cannot ship complete within one week of requested ship date, the out-of-stock item will be cancelled from the order and the remaining product shipped. Garden Works will notify customers of cancelled product by fax, phone or in writing on packing slip and invoice.

5) Returned Checks – Garden Works charges a $25.00 fee for each returned check.

6) Shipping – All orders are shipped Fedex Ground unless other arrangements are made in advance by the customer and approved by an employee of Garden Works. Merchandise sent via the U.S. Post Office will be sent insured. It will be the customer’s responsibility to pay the insured postage rate, shipping charges and a $10.00 service fee.

7) Claims – Claims for damaged/defective merchandise, shortages and mis-shipments must be brought to the attention of Garden Works within 15 days from the time the customer receives the shipments in question. Claims originating after this 15 day period will not be accepted. No return item of any kind shall be accepted by Garden Works without prior notification to a Garden Works employee.

8) Restocking Fee – All merchandise returned to Garden Works for reasons other than defects or errors on the part of Garden Works will be assessed a 20% restocking fee based upon the wholesale value of the items returned.

9) Credit References – Garden Works will provide credit references for customers provided that the request is sent via mail and includes a return self-addressed/stamped envelope from the vendor making the request.

10) Minimums – New products must be ordered in Opening Order quantities of $200 (OK to mix products). All reorders subject to case pack quantities.

11) Minimum reorder - amount $100.00