STANDARD TERMS AND CONDITIONS
These standard terms and conditions ("T&Cs") and the purchase order submitted by Buyer and accepted by Designer ("Final PO") constitute the entire agreement between Buyer and Designer for the purchase and sale of any of Designer's work (the "Products") presented on the STYLESMART Website (www.stylesmart.com). Other than as set forth herein, there are no other agreements, order acknowledgments, or terms and conditions, oral or written, for the purchase and sale of such Products.

1. Invoice and Payment. Designer will invoice Buyer upon shipment of the Products. The Product Price will be due from Buyer 30 days net following the date of Designer's invoice to Buyer. Product Price is defined as the price per unit sold, as defined on the STYLESMART Website and confirmed on the Final PO, multiplied by the number of units sold. Buyer will make this payment by (a) sending a check for the full amount of the invoice to STYLESMART ; (b) by wire transfer, in accordance with STYLESMART's written instructions; or (c) with STYLESMART's prior written consent, by credit card payment. If STYLESMART does not receive Buyer's payment of the full Product Price within this period, Buyer will also be required to pay interest at the rate of 1.5% per month, or the maximum amount allowable by applicable law, whichever is less, on any amount remaining due.

2. Taxes. Buyer will pay all taxes, including, without limitation, sales and use taxes (but excluding income taxes), arising from the transaction.

3. Designer's Warranties. Designer warrants to Buyer:

• a. Designer is, or at the time of delivery of the Products will be, the lawful owner of the Products, free and clear of all liens and encumbrances.
• b. Designer has, or at the time of delivery of the Products will have, full right, power and authority to sell the Products.
• c. The information describing Designer and the Products on the STYLESMART Website is true and correct on the date of delivery of the Products sold hereunder.
• d. At the time of delivery, Products will comply with the specifications set forth on the Final PO. TO THE FULLEST EXTENT PERMITTED BY LAW, DESIGNER MAKES NO OTHER EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES. EXCEPT AS OTHERWISE PROVIDED HEREIN, OR IN A SEPARATE WRITTEN WARRANTY AGREEMENT DESIGNER PROVIDED TO BUYER, THERE ARE NO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. IN ANY EVENT, TO THE FULLEST EXTENT PERMITTED BY LAW, DESIGNER SHALL NOT BE LIABLE FOR ANY SPECIAL OR CONSEQUENTIAL DAMAGES OR LOSS OF PROFITS RESULTING FROM THE SALE OR USE OF THE PRODUCTS. DESIGNER AND BUYER EXPRESSLY ACKNOWLEDGE THAT REPAIR OR REPLACEMENT OF THE PRODUCT IN QUESTION IS THE SOLE AND EXCLUSIVE REMEDY AVAILABLE TO BUYER IN THE EVENT OF ANY BREACH OF THE WARRANTIES DESCRIBED IN SECTIONS 3(C)-(D) ABOVE.

4. Designer will pay all costs of delivering the Products f.o.b. to Buyer's delivery location designated in the Final PO. Designer will ship the Products to Buyer within the time period set forth on the Final PO. Designer will insure the Product for Buyer's benefit during transportation and at Buyer's cost. Title to and risk of loss will pass to Buyer only when the Product is delivered to Buyer's designated delivery location.

5. Designer will not be liable for any failure or delay in furnishing the Product due to any cause beyond Designer's reasonable control, including, without limitation, fire, explosion, earthquake, storm, lightning, acts of God, war, civil disturbance, governmental acts, labor difficulties or delay of carriers; provided, however, that upon the occurrence of any event which results in failure or delay in furnishing the Product in accordance with the shipment date specified in the PO, Buyer may, by written notice to Designer and STYLESMART, cancel the contract and upon such cancellation, all purchase proceeds, if any, will be returned to Buyer.

6. The purchase and sale of the Product hereunder will, at Buyer's option, be governed by and construed in accordance with the laws of the state of Buyer's designated delivery location or its home office, without giving effect to any principles of conflicts of laws. Exclusive jurisdiction and venue will be, at Buyer's option, with the courts in the county of Buyer's designated delivery location or its home office.

7. The successfully completed sale of the Products will bind and inure to the benefit of Buyer and Designer and their respective successors, assigns, heirs and personal representatives. No failure of either party to enforce any of its rights hereunder will act as a waiver of such rights. If any provision hereunder is found invalid or unenforceable, that provision will be enforced to the maximum extent possible, and the remaining provisions shall remain in full force and effect.