TERMS AND CONDITIONS FOR PRODUCT DEMONSTRATIONS

(HOST CUSTOMERS)

IMPORTANT – PLEASE READ THESE TERMS CAREFULLY BEFORE AGREEING TO HOST ANY PRODUCT DEMONSTRATION. BY AGREEING TO HOST, SCHEDULING, OR OTHERWISE FACILITATING ANY PRODUCT DEMONSTRATION AT YOUR LOCATION, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE, DO NOT AGREE TO HOST OR FACILITATE ANY DEMONSTRATION.

1.      DEFINITIONS

In these Terms and Conditions ("Terms"), the following definitions apply:

1.1   "Company" means Norwood Industries (USA) LLC dba Norwood Sawmills, a Delaware limited liability company, with its principal place of business at 1981 Schurman Way, Woodland, WA 98674.

1.2   "Claims" means any and all claims, demands, actions, causes of action, suits, liabilities, losses, damages, costs, and expenses of any kind whatsoever, whether known or unknown, foreseen or unforeseen.

1.3   "Demonstration" means any live demonstration of the Company's Products offered by the Company from time to time.

1.4   "Demonstration Location" means any home, place of business, property, or other premises owned, leased, or controlled by the Host Customer at which a Demonstration is conducted.

1.2 "Host Customer" (also "you" or "your") means any existing or prospective customer of the Company who agrees to host, or at whose home, location, or place of business, a Demonstration is held.

1.3 "Participant" means any individual who registers for, attends, or otherwise participates in a Demonstration.

1.4 "Products" means saw blade products manufactured, distributed, and/or sold by the Company.

1.5 "Released Parties" means the Company, the Participant, and each of their respective parents, subsidiaries, affiliates, officers, directors, shareholders, members, managers, employees, agents, representatives, contractors, successors, and assigns.

1.6 “Releasors” means the Host Customer, on behalf of itself and its owners, officers, directors, members, managers, employees, agents, heirs, executors, administrators, personal representatives, assigns, and successors in interest.

2.   SCOPE OF SERVICE

2.1 Demonstrations Generally. The Company offers Product Demonstrations on an ongoing basis.  The Company may, from time to time, request that the Host Customer make its location available for a Demonstration and may coordinate with the Host Customer regarding scheduling, setup, and access.

2.2 No Guarantee of Scheduling. Demonstrations are subject to availability and scheduling. The Company reserves the right to cancel, postpone, or relocate any Demonstration at its sole discretion.  The Host Customer acknowledges that the Company may cancel or reschedule any Demonstration without liability to the Host Customer.

2.3 Application of Terms. These Terms apply to each Demonstration hosted or facilitated by the Host Customer. Continued participation in any Demonstration constitutes continued acceptance of these Terms as then in effect.

3.   ACCEPTANCE MECHANISM

3.1 Agreement by Hosting. By agreeing to host any Demonstration—whether online, by telephone, by email, or in person—the Host Customer agrees to be bound by these Terms as of the date of such agreement.

3.2 Ongoing Applicability. These Terms apply to every Demonstration the Host Customer hosts after acceptance. The Company may update these Terms from time to time by posting a revised version. The Host Customer's hosting of any Demonstration after the posting of revised Terms constitutes acceptance of those revised Terms.

4.   HOST CUSTOMER OBLIGATIONS AND REPRESENTATIONS

4.1 Minimum Age, Legal Capacity, and Authority. The Host Customer represents and warrants that the individual registering on behalf of the Host Customer entity is at least eighteen (18) years of age and is legally competent and duly authorized to enter into these Terms and to grant access to the Demonstration Location.

4.2 Voluntary Hosting. The Host Customer acknowledges and agrees that its agreement to host any Demonstration is entirely voluntary. The Host Customer has not been coerced, induced, or pressured by the Company or any other person or entity to make its location available for any Demonstration.

4.3 Review of Terms. The Host Customer represents and warrants that the Host Customer has read these Terms in their entirety, fully understands their terms and conditions, has had the opportunity to consult with legal counsel of the Host Customer’s own choosing, and accepts them voluntarily and without duress.

4.4 No External Reliance. The Host Customer represents and warrants that the Host Customer is not relying on any representations or statements made by the Company, Participant or any Released Party that are not expressly set forth in these Terms.

4.5 Safe Demonstration Location. The Host Customer represents, warrants, and covenants that the Demonstration Location:

(a)  is in a safe and suitable condition for the conduct of a live product Demonstration involving saw blade products;

(b)  complies with all applicable federal, state, and local laws, regulations, codes, and ordinances, including without limitation building codes, fire codes, and occupational-safety requirements;

(c)  is free from known hazards that could reasonably be expected to cause injury or damage to Participants, Company personnel, or third parties; and

(d)  is adequately insured, or that the Host Customer has made an informed decision regarding insurance coverage for events conducted at the Demonstration Location.

4.6 Compliance with Safety Rules. The Host Customer shall comply with, and shall ensure that all persons under the Host Customer's control comply with, all safety instructions, rules, and directions provided by the Company during any Demonstration.

4.7 Acknowledgment of No Vetting of Participants. The Host Customer acknowledges and understands that the Company has not conducted any investigation, vetting, background check, screening, or risk assessment of any Participant, and has not assessed or evaluated any potential risk arising from a Participant's presence at the Demonstration Location.

4.8 Assumption of Risks of Hosting Strangers. The Host Customer expressly acknowledges and assumes all risks associated with permitting Participants—who may be unknown to the Host Customer—to enter the Demonstration Location, including but not limited to risks of theft, property damage, personal injury to the Host Customer or third parties, trespass, and any other harm arising from the presence of Participants at the Demonstration Location.

4.9 Consent to Information Sharing. The Host Customer consents to the exchange of certain personal and contact information (including names, addresses, telephone numbers, and email addresses) with Participants as reasonably necessary for scheduling and conducting the Demonstration. The Host Customer acknowledges that such exchange is at the Host Customer's sole risk.

5. ACKNOWLEDGMENT AND ASSUMPTION OF RISK

5.1 Physical and Property Risks. The Host Customer acknowledges and understands that hosting a Demonstration involves the use, operation, and/or observation of saw blade products at the Demonstration Location, which are inherently dangerous. The Host Customer understands and expressly assumes the risk that hosting a Demonstration could result in serious bodily injury, permanent disability, disfigurement, or death, whether caused by the negligence of the Company or otherwise.  The Host Customer further acknowledges and assumes the risk of property damage to the Demonstration Location or its contents, including damage to equipment, structures, landscaping, and personal property.

5.2 Personal Information Risks. The Host Customer acknowledges and understands that hosting a Demonstration will require the exchange of personal information between the Host Customer and one or more Participants. The Company has not conducted any investigation, vetting, background check, screening, or risk assessment of either the Participant or the Host Customer, and has not assessed or evaluated any potential risk related to the exchange of personal information.  The Host Customer expressly assumes all risks associated with the disclosure and exchange of personal information in connection with any Demonstration, including but not limited to risks related to identity theft, unauthorized use of personal information, harassment, or any other harm arising from the disclosure of personal information.

5.3 Third-Party and Invitee Risks. The Host Customer acknowledges that, by hosting a Demonstration, Participants and Company personnel will be present at the Demonstration Location as invitees or licensees. The Host Customer expressly assumes all risks and potential liabilities arising from the presence of such persons at the Demonstration Location, including without limitation liability to invitees under applicable premises-liability law, claims by neighbors or adjacent property owners, and claims by the Host Customer's own employees, family members, or other occupants.

5.4 Insurance Implications. The Host Customer acknowledges that hosting a Demonstration may affect the Host Customer's insurance coverage, including but not limited to homeowner's, renter's, commercial general liability, or other insurance policies. The Company makes no representations regarding the Host Customer's insurance coverage, and the Host Customer is solely responsible for reviewing and understanding the impact of hosting a Demonstration on the Host Customer's insurance.

5.5 Express Assumption of All Risks. The Host Customer hereby expressly and voluntarily assumes any and all risks of injury, illness, death, loss, or damage arising out of or in connection with any Demonstration, whether or not such risks are described in these Terms, including risks arising from the negligence of any Released Party.

6.   LIABILITY LIMITATIONS AND WAIVERS

6.1 Waiver and Release of Claims. Releasors hereby voluntarily, knowingly, and irrevocably releases, waives, discharges, and covenants not to sue the Released Parties from and against any and all Claims arising out of or in any way related to:

(a)  the Host Customer's hosting of, or participation in, any Demonstration;

(b)  the use, operation, observation, or proximity to the Products at the Demonstration Location during any Demonstration;

(c)  the exchange of personal information between the Host Customer and any Participant;

(d)  any act, omission, negligence, or fault of any Released Party in connection with any Demonstration;

(e)  any injury, illness, death, loss, property damage, or damage of any kind sustained by the Host Customer or Participant, the Host Customer's or Participant’s employees, family members, invitees, or any third party in connection with any Demonstration;

(f)  the Company's failure or decision not to investigate, vet, screen, or conduct background checks on any Participant;

(g)  any claim by a Participant or third party against the Host Customer arising out of or related to any Demonstration; and

(h)  any other matter arising out of or related to any Demonstration, any Demonstration Location, or the Host Customer's interactions with any Participant.

6.2 Covenant Not to Sue. The Host Customer hereby covenants and agrees that the Host Customer will not initiate, pursue, or maintain any lawsuit, legal action, arbitration, or other legal proceeding of any kind against any Released Party arising out of or in any way related to any Demonstration, the exchange of personal information, or any matter described in Section 6.1 above.

6.3 Breadth of Release. This release is intended to be as broad and inclusive as permitted by applicable law. If any portion of this release is found to be unenforceable, the remaining portions shall continue in full force and effect.

6.4 Negligence and Property Damage. Without limiting the generality of the foregoing, the Host Customer expressly acknowledges and agrees that this release and waiver covers Claims arising from or related to the negligence (whether sole, joint, comparative, or contributory) of any Released Party, and expressly includes Claims for property damage to the Demonstration Location, its contents, equipment, structures, and any personal property.

6.5 Limitation of Liability. To the maximum extent permitted by law, in no event shall any Released Party be liable to the Host Customer for any indirect, incidental, consequential, special, punitive, or exemplary damages of any kind, regardless of the form of action, whether in contract, tort, strict liability, or otherwise, arising out of or in connection with any Demonstration.

7. INDEMNIFICATION

7.1 Indemnification by Host Customer. The Host Customer agrees to indemnify, defend, and hold harmless each of the Released Parties from and against any and all Claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in any way related to: (a) any breach of these Terms by the Host Customer; (b) any act or omission of the Host Customer in connection with any Demonstration; (c) any condition, defect, or hazard at the Demonstration Location; (d) any claim by a Participant, invitee, employee, or third party arising from or related to their presence at the Demonstration Location; or (e) the Host Customer's failure to maintain adequate insurance coverage.

8. RECIPROCAL PROTECTIONS

8.1 Host Customer as Released Party in Participant Terms and Conditions. The Host Customer acknowledges that, under separate Terms and Conditions applicable to Participants, each Participant releases and waives Claims

against the Host Customer as a Released Party. The definition of "Released Parties" in the Participant Terms expressly includes the Host Customer and its respective parents, subsidiaries, affiliates, officers, directors, shareholders, members, managers, employees, agents, representatives, contractors, successors, and assigns.

8.2 No Guarantee of Participant Compliance. Notwithstanding Section 8.1, the Company makes no representation or warranty that any Participant has accepted or will comply with the Participant Terms and Conditions, or that the release and waiver provided by any Participant will be enforceable against such Participant in any jurisdiction.

9. DATA AND PRIVACY

9.1 Information Exchange. Hosting a Demonstration will require the Host Customer and the Participant to exchange certain personal information, including but not limited to names, addresses, telephone numbers, and email addresses, for the purpose of arranging the time, date, and location of the Demonstration.

9.2 No Vetting. The Company has not conducted any investigation, background check, or risk assessment of either the Participant or the Host Customer, and has not assessed any potential risk arising from the exchange of personal information between the Participant and the Host Customer.

9.3 Company's Use of Data. The Company may collect, store, and process the Host Customer's personal and business information for the purpose of administering Demonstrations, communicating with the Host Customer, and complying with legal obligations. The Company will handle such information in accordance with its privacy policy, as may be updated from time to time.

9.4 Host Customer's Responsibility. The Host Customer is solely responsible for evaluating the risks of sharing personal information with Participants and for taking any precautions the Host Customer deems appropriate.

10. GOVERNING LAW AND DISPUTE RESOLUTION

10.1 Governing Law. These Terms shall be governed by and construed in accordance with the laws of the State of Washington, without regard to its conflict of laws principles.

10.2 Jurisdiction and Venue. Any dispute arising under these Terms shall be resolved in the federal or state courts of the State of Washington.

11. GENERAL PROVISIONS

11.1 Third-Party Beneficiaries. The Company, the Participants, and the Released Parties shall be considered third-party beneficiaries under these Terms to the extent applicable, and shall have the right to enforce any provision of these Terms that confers a benefit upon them.

11.2 Binding Effect. These Terms shall be binding upon the Host Customer and its owners, officers, directors, members, managers, employees, agents, heirs, executors, administrators, personal representatives, assigns, and successors in interest.

11.3 Entire Agreement. These Terms constitute the entire agreement between the Company and the Host Customer with respect to the subject matter hereof and supersede all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written.

11.4 Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision hereof, and these Terms shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein.

11.5 Amendment. The Company reserves the right to amend or modify these Terms at any time by posting the revised Terms on its website or providing notice to Host Customers. Continued hosting of any Demonstration after such amendment constitutes acceptance of the revised Terms.

11.6 No Waiver. The failure of the Company to enforce any provision of these Terms shall not constitute a waiver of the Company's right to enforce such provision or any other provision in the future.

11.7 Survival. Sections 5 (Acknowledgment and Assumption of Risk), 6 (Liability Limitations and Waivers), 7 (Indemnification), 8 (Reciprocal Protections), 10 (Governing Law), and 11 (General Provisions) shall survive termination or expiration of the Host Customer's relationship with the Company.

BY AGREEING TO HOST ANY PRODUCT DEMONSTRATION, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THESE TERMS AND CONDITIONS, THAT YOU HAVE GIVEN UP SUBSTANTIAL LEGAL RIGHTS BY ACCEPTING THEM, AND THAT YOU ACCEPT THEM FREELY AND VOLUNTARILY WITHOUT ANY INDUCEMENT.