ex10four.htm


     

     

     

    
      

      

    

    Exhibit 10.4
 

    GSG

    Contract#
1134287-00

     

    GRAPHIC
SOLUTIONS GROUP, INC.

    304 N
Walton St – 75226 – (214) 746-3271

    TOLL FREE
(800) 366-1776/FAX NO. (214) 741-6527

    


    SALES
CONTRACT

    


    Customer
no. 916438

    


    
      
        
          	
                  Bill
      to:

                	
                  Beacon
      Funding Corporation

                	
                  Ship
      to:

                	
                  HALL
      Tee’s

                	 
      	 
      	
                  DATE:

                	 
      	
                  01/31/08

                
	 
      	
                  26
      Lord Road Suite 230

                	 
      	
                  7405
      Armstrong Ln

                	 
      	 
      	
                  PHONE
      NO.

                	 
      	
                  (972)
      412-5769

                
	 
      	
                  Marlborough,
      MA 01752

                	 
      	
                  Rowlett,
      Texas 75089

                	 
      	 
      	
                  TERMS:

                	 
      	
                  See
      terms

                


        

      

    

     

     

    
      
        	 
      	
                Outside
      Sales Rep:

              	 
      	
                Joseph
      R Garcia

              
	 
      	
                Inside
      Sales Rep:

              	 
      	
                Danny
      Standard

              


      

    

     

    This is a
contract wherein Graphic Solutions agrees to sell to Customer and Customer
agrees to purchase from Graphic Solutions the equipment described below for the
price and on the terms, conditions, and provisions set forth in this Sales
Contract, such equipment being hereafter referred to as the
“Equipment”.

    


    
      
        
          
            
              
                
                  
                    
                      	
                              LINE#

                            	 
      	
                              PRODUCT

                            	 
      	
                              QTY

                            	 
      	
                              UNIT

                            	 
      	
                              PRICE

                            	
                              DISCOUNT%

                            	
                              NET
      AMOUNT

                            
	 	 	 	 	 	 	 	 	 	 	 
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
                              SUB-TOTAL:

                            	
                              20495.00

                            
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
                              ORDER
      DISC:

                            	
                              0.00

                            
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
                              TRADE
      IN:

                            	
                              0.00

                            
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
                              SUB
      TOTAL:

                            	
                              20495.00

                            
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
                              TAX

                            	
                              0.00

                            
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
                              DOWNPMNT:

                            	
                              0.00

                            
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
                              FREIGHT:

                            	
                              0.00

                            
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
                              TRADE
      IN:

                            	
                              0.00

                            
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
                              TOTAL
      SALES PRICE:

                            	
                              20495.00

                            


                    

                  

                

              

            

          

        

      

    

    


    


    TERMS OF
PAYMENT: - Lease Co

    Financed
by Lease

    


    Graphic
Solutions Group, Inc.’s preferred leasing partner is Geneva Capital L.L.C.
Geneva Capital offers competitive rates and custom lease purchase plans designed
to meet your specific needs. To learn more about our financing and the tax
advantages leasing provides, please contact Carey Kroll at 800-408-9352 or email
ckroll@gogenevacapital.com

    


    TERMS,
CONDITIONS AND ROVISIONS OF SALE:

    


    
      	
               
      

            	
              1.

            	
              Upon
      acceptance of the Equipment by Customer, disassembly, packing, crating and
      loading shall be performed at costs. All such costs and charges not
      specifically included in the Total Sales Price shall be payable by
      Customer to Graphic Solutions upon invoice. All material or equipment
      necessary for special testing shall be furnished by Customer without cost
      to Graphic Solutions.

            


    

    
      
      

    

    
      
      

    

    
      
      

    

    
      
      

    

    
      
      

    

     

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

     

    
      	
               
      

            	
              2.

            	
              Shipments
      and/or installations delayed by Customer shall not affect the payment
      terms as set forth herein and shipments are at all times contingent upon
      the Customer’s financial condition being satisfactory to Graphics
      Solutions. Shipping and/or delivery dates are approximate. Graphic
      Solutions shall not be liable for delays due to strikes, accident, acts of
      God or causes beyond its control. Receipt of the Equipment by Customer
      upon its delivery shall constitute a waiver of all claims for loss or
      damage due to delay. Risk of loss of the Equipment shall pass to Customer
      at the time the Equipment is loaded for shipment. All Equipment shall be
      installed by and at Customer’s expense unless otherwise expressly
      stipulated. Should Customer request the use of Graphic Solutions personnel
      for set up or modification which are not specifically provided for and
      included in the contract price, additional charges will be payable to
      Graphic Solutions at its prevailing per diem rates for such services, plus
      necessary traveling and other incidental expenses upon
      invoice.

            


      
        	
                 
      

              	
                3.

              	
                In
      the event the specifications are furnished by Customer, Graphic Solutions
      assumes no responsibility: (a) for the accuracy or suitability of the
      specifications, (b) for the performance of any Equipment or part built in
      conformity thereto, and (c) for any patent infringement of such Equipment
      or part. In the event Customer desires changes in specifications furnished
      by Graphic Solutions, such changes shall be subject to Graphic Solutions
      acceptance and any incurred cost resulting therefrom shall be paid by
      Customer upon invoice.

              


      

      
        	
                 
      

              	
                4.

              	
                Sales,
      excise, use, gross receipts or similar taxes, whether presently in force
      or hereafter enacted, shall be deemed extra charges and Customer agrees to
      pay all such items as they become
due.

              


      

      
        	
                 
      

              	
                5.

              	
                Customer
      shall fully indemnify Graphic Solutions against all claims or liability
      for patent infringement which may result from the manufacture, production
      or sale of articles made in accordance with Customer’s specifications,
      including but not limited to all damages, expenses, attorney’s fees and
      costs incurred by Graphic
Solutions.

              


      

      
        	
                 
      

              	
                6.

              	
                Graphic
      Solutions warrants that the Equipment to perform in accordance with the
      specifications stated by the manufacturer of the Equipment in the
      manufacturer’s literature and specifications’ sheet. The liability of
      Graphic Solutions under this contract is limited to repairing and/or
      replacing defective Equipment provided, however, that: (a) Graphic
      Solutions in its sole discretion determines the Equipment is defective and
      (b) Such defects have not been caused by abuse, misuse, neglect, improper
      installation, repair, alteration or
accident.

              


      

      
 

    

    GRAPHIC
SOLUTIONS MAKES NO OTHER WARRANTIES EXPRESS OR IMPLIED, EXCEPT AS HEREIN STATED,
AND SPECIFICALLY, GRAPHIC SOLUTIONS MAKES NO WARRANTY AS TO THE MERCHANTABILITY
OF THE EQUIPMENT OR AS TO ITS FITNESS FOR ANY PARTICULAR USE OR PURPOSE OR AS TO
THE RIGHTFUL CLAIM OF ANY THIRD PERSON BY WY OF INFRINGEMENT, OR OF INFRINGEMENT
OF PATENT OR TRADEWORK OR THE LIKE.

    


    
      	
               
      

            	
              7.

            	
              Graphic
      Solutions under this contract shall be limited to the stated contract
      price per unit of any defective Equipment and shall, in no event, include
      Customer’s manufacturing costs, lost profits or good will, or any other
      special or consequential damages. Any action for any alleged breach of
      this contract by Graphic Solutions must be commenced by Customer within
      one (1) year after the cause of action has
  occurred.

            


    

    
      	
               
      

            	
              8.

            	
              Except
      as otherwise stated herein this contract shall be non-cancellable except
      with the written consent of Graphic Solutions. In the event of
      cancellation, or wrongful rejection or revocation of acceptance, Customer
      shall pay Graphic Solutions the following as liquidated damages: (a)
      Contract price of all goods which have been identified to the contract,
      whether such items have been delivered to Customer or not. (b) Actual
      costs incurred by Graphic Solutions for goods not completed, which are
      allocable to the balance of the contract, including the cost of
      discharging Graphic Solutions liabilities which are so applicable, and the
      costs of materials on hand which were acquired or produced in connection
      with the contract, plus a reasonable allowance for profit in connection
      with partially furnished work and materials. (c) A reasonable allowance
      for profit in connection with goods called for under the contract, but
      with respect to which production has not yet begun at the time of
      cancellation, rejection or revocation, and (d) Other costs incurred by
      Graphics Solutions, including expenses, taxes, freight, crate and
      attorney’s fees.

            


    

    
      
      

    

    
      
      

    

    
      
      

    

     

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

     

     

    
      	
            	
              9.

            	
              The
      parties hereto agree that the terms of this contract shall only be
      changed, modified or altered by a written agreement signed by the
      parties.

            


      
        
          	 	
                  10.

                	
                  This
      contract will be construed according to the laws of the State of Texas and
      this contract is to be performed at and all payments are to be made to
      Graphic Solutions at its offices in Dallas County, Texas as shown
      hereinabove.

                


        

      

      
        
          	 	
                  11.

                	
                  The
      parties hereto agree that his contract is the complete and exclusive
      expression of the rights and obligations of the parties with respect to
      the subject matter of this contract and that this contract supersedes and
      cancels all previous written or oral agreements relating to that subject
      matter.

                


        

      

    

    This
contract is executed to be effective on the date hereinabove
written.

    


    


    
      
        	
                GRAPHIC
      SOLUTIONS GROUP, INC.

              	
                Hall
      Tee’s

              
	 
      	 
      
	
                By:  Rodney
      Williams

              	
                By:  William
      O Lewis

              
	 
      	 
      
	 
      	 
      
	
                /s/
      Rodeny Williams

              	
                /s/
      William O Lewis

              
	
                Signature

              	
                Signature

              
	
                Title:  EVP    Date:
      3-25-08

              	
                Title:
      President       Date:
      1-31-08