PRODUCTS & SERVICES AGREEMENT

This Agreement, will become a binding agreement between Mainely Trash LLC, a Maine Limited Liability Company ("Mainely Trash”) and the customer identified in a subscription that incorporates this Agreement (“CLIENT”). If and when you agree to a Subscription by paying online at mainelytrash.com, this Agreement will bind the parties and govern your use of all Mainely Trash products expressly identified in the subscription.

DEFINITION. In this Agreement, "Products" means the products indicated in the Subscription; "Services" mean the services selected by the CLIENT as set forth in the Subscription; "Premises" means the premises at the address set forth in the Subscription.

PRODUCTS AND SERVICES. Mainely Trash shall sell or rent (as indicated in Subscription) products and services at the Premises selected by the CLIENT. CLIENT shall pay Mainly Trash for the Equipment and Services as indicated in Subscription.

BINDING AGREEMENT. This Agreement only becomes binding when activated and paid for online at mainelytrash.com by the CLIENT. If there are any additions, alterations, modifications or deletions to these terms, such terms shall not become part of the Agreement unless activated and paid for online at mainelytrash.com by CLIENT. This Agreement is binding on the parties' heirs, executors, administrators, successors and permitted assigns.

APPLICABLE LAW. This Agreement shall be governed by and construed according to the laws of the State of Maine without reference to its conflicts of law rules. The interpretation of this Agreement shall not be construed against either party hereto, regardless of which party drafted its terms.

TERM AND RENEWAL. The term of this Agreement shall be for equal months to the CLIENT subscription payment plan (For example if you sign up for a monthly payment plan the term will be one (1) month or if you sign up for a quarterly plan the term will be three (3) months) following the day on which the CLIENT has purchased the subscription online at www.mainelytrash.com. This Agreement shall automatically renew for the equal time period as the original term unless either party provides written notice of non-renewal no later than thirty (30) days prior to expiration date. If this renewal provision is not effective for any reason whatsoever, this Agreement shall automatically renew from month-to-month unless either party provides written notice of nonrenewal at least thirty (30) days prior to the end of the term. Time is of the essence and the time periods in this paragraph are to be construed strictly.

FORCE MAJEURE. Except for the payment of any fees due and payable under this Agreement, neither party's delay in the performance of any duties or obligations under this Agreement will be considered a breach of this Agreement if such delay is caused by a labor dispute, shortage of materials, fire, earthquake, flood, failures in electric power or telecommunications services, or any other event beyond the control of the party.

DEFAULT. If CLIENT defaults under this Agreement, Mainely Trash shall be entitled to retain all prepayments received and CLIENT shall immediately pay Mainely Trash (a) all payments then due and payable, and (b) OneHundred percent (100%) of all payments due for the unexpired term as agreed upon liquidated damages and not as a penalty. Mainely Trash shall have no further obligation to perform under this Agreement. In addition, CLIENT shall pay Mainely Trash for all costs and expenses in enforcing its rights under this Agreement, including reasonable attorneys' fees.

INCREASE IN CHARGES. Mainely Trash may increase periodic recurring charges at any one or more times. Mainely Trash shall provide CLIENT thirty (30) days notice of such increase. If CLIENT is unwilling to pay the increased charges, CLIENT must notify Mainely Trash in writing no later than fifteen (15) days prior to the date on which any such increase takes effect. Mainely Trash may then rescind the increase in which event the Agreement shall continue under these terms and

conditions for the balance of the term or the Mainely Trash may elect not to rescind the increase in which event this Agreement shall terminate on what would have been the effective date of the Mainely Trash increase in charges.

FINANCE AND LATE CHARGES. INVOICES ARE DUE UPON RECEIPT. CLIENT agrees to pay a finance charge of one and one-half (1-1/2%) percent per month (eighteen (18%) percent per year) for all charges not paid within 30 days of the invoice date. In addition, CLIENT shall pay an administrative fee (late charge) of 5% of any invoice not paid (as agreed upon damages and not a penalty) within 60 days of the invoice date.

INSURANCE AND LIABILITY RELEASE. Mainely Trash IS NOT AN INSURER. CLIENT SHALL MAINTAIN INSURANCE COVERING CLIENT AND ALL OTHERS FOR ALL LOSS, DAMAGE OR EXPENSE ARISING OUT OF OR FROM(I) THIS AGREEMENT, (II) THE PRODUCTS OR (III) THE SERVICES. RECOVERY FOR ANY LOSS, DAMAGE OR EXPENSE SHALL BE LIMITED TO CLIENT'S INSURANCE. MAINELY TRASH IS RELEASED FROM ALL LIABILITY DUE TO (1) THE ACTIVE OR PASSIVE SOLE, JOINT OR SEVERAL NEGLIGENCE OF ANY KIND OR DEGREE, (2) THE IMPROPER OPERATION OR NON-OPERATION OF THE PRODUCTS OR SERVICES, (3) BREACH OF CONTRACT, EXPRESS OR IMPLIED, WHICH OCCURS BEFORE OR AFTER THE SIGNING OF THIS AGREEMENT (4) BREACH OFWARRANTY, EXPRESS OR IMPLIED, (5) PRODUCT OR STRICT LIABILITY, OR (6) FOR SUBROGATION, CONTRIBUTION OR INDEMNIFICATION. (THE ITEMS LISTED INSECTIONS 1 THROUGH 7 HEREOF ARE REFERRED TO IN THIS AGREEMENT COLLECTIVELY AS THE "COVERED CLAIMS") IF MAINELY TRASH IS FOUND LIABLE FOR ANY LOSS, DAMAGE OR EXPENSE CAUSED IN WHOLE OR IN PART BY ANY OF THE COVERED CLAIMS, ANY SUCH LIABILITY SHALL BE LIMITED TO THE MAXIMUM SUM OF ONE MONTH OF THE CLIENTS SUBSCRIPTION. IF YOU WISH TO INCREASE THE MAXIMUM AMOUNT OF SUCH LIMITED LIABILITY, YOU MAY OBTAIN A HIGHER LIMIT BY PAYING AN ADDITIONAL AMOUNT BUT MAINELY TRASH SHALL NOT BE HELD TO BE ANINSURER HEREUNDER.

ASSIGNMENT. CLIENT may not assign this Agreement. Mainely Trash may assign all or any portion of this Agreement.

ATTORNEY'S FEES/COSTS. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement, the prevailing party shall be entitled to recover its actual attorney's fees and costs, including expert witness fees.

TIME LIMITATION ON ACTIONS. All claims, actions or proceedings against Mainely Trash must be commenced in court within one (1) year after the cause of action has accrued, without judicial extension of time, or such claim, action or proceeding is barred. The time period in this paragraph must be complied with strictly.

RELEASE OF INSURED LOSSES. Waiver of Subrogation. You release Mainely Trash for all losses, damages or expenses covered by your insurance policies and for all insurance deductibles. You also waive and release any rights your insurance company may have against Mainely Trash for money paid to CLIENT or on CLIENT'S behalf.

NO WAIVER OF BREACH. If Mainely Trash chooses to waive any breach(es) of this Agreement by CLIENT, such waiver(s) shall not be a waiver of any subsequent breach. Mainely Trash rights under this Agreement are cumulative, may be exercised concurrently or consecutively, and shall include all remedies available, whether or not referred to in this Agreement.

DELAYS IN SERVICE. CLIENT acknowledges that there may be interruptions of Service or delays in performing the Services. Mainely Trash’s sole obligation after receiving a service request from CLIENT is to dispatch a service employee to the Premises or remotely within a reasonable time after a service employee becomes available, during normal business hours.

SUSPENSION OF SERVICE. Mainely Trash shall have no responsibility under this Agreement for all loss, damage or expense following any default or breach of this Agreement by CLIENT, and CLIENT shall be entitled to reimbursement of the unearned charges paid for the period of interruption on CLIENT'S request, which shall be the limit of Mainely Trash's liability for such period of suspended service.

INDEMNIFICATION. IF ANYONE OTHER THAN CLIENT (INCLUDING CLIENT'S INSURANCE COMPANY) ASKS MAINELY TRASH TO PAY FOR ANY LOSS, DAMAGE OR EXPENSE (INCLUDING ECONOMIC LOSSES, PROPERTY DAMAGE, PERSONAL INJURY OR DEATH) ARISING OUT OF OR FROM (I) THIS AGREEMENT, (II) THE PRODUCTS, (III) THE SERVICES OR ANY OF THE COVERED CLAIMS, CLIENT SHALL INDEMNIFY MAINELY TRASH (WITHOUT ANY CONDITION THAT MAINELY TRASH FIRST PAY AND NOTWITHSTANDING ANY PROTECTIONS OTHERWISE AFFORDED UNDER ANY WORKER'S COMPENSATION ACT, LAW OR REGULATION), FOR ALL LOSSES, DAMAGES, COSTS OR EXPENSES INCLUDING ATTORNEYS' FEES ASSERTED AGAINST OR INCURRED BY MAINELY TRASH. MAINELY TRASH MAY APPOINT LEGAL COUNSEL TO CONTROL THE INVESTIGATION, DEFENSE AND SETTLEMENT OF ANY CLAIM OR SUIT AGAINST MAINELY TRASH. [THIS PARAGRAPH SHALL NOT APPLY TO CLAIMS FOR LOSS OR DAMAGE OCCURRING WHILE MAINELY TRASH'S EMPLOYEE IS ON THE PREMISES AND SUCH LOSS OR DAMAGE IS CAUSED DIRECTLY AND SOLELY BY THE NEGLIGENCE OF MAINELY TRASH'S EMPLOYEE, PROVIDED. HOWEVER. THAT THIS EXCEPTION SHALL BE LIMITED TO THE AMOUNT OF PROCEEDS RECEIVED FROM MAINELY TRASH'S INSURANCE POLICY(IES), IF ANY, APPLICABLE TO THE CLAIM OR ACTION FOR SUCH LOSS OR DAMAGE.]

NO WARRANTIES. THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, WHICH EXTEND BEYOND THEDESCRIPTION ON THE FACE HEREOF, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

LIMITED WARRANTY.

A. MAINELY TRASH WARRANTS TO CLIENT ALONE ONLY THAT PRODUCTS WE ARE OBLIGATED TO PROVIDE ARE OF A GOOD AND WORKMANLIKE MANNER. IF ANY PRODUCTS BECOMES DEFECTIVE DURING THE TERM OF AGREEMENT, MAINELY TRASH SHALL REPLACE OR REPAIR THE DEFECTIVE PART WITHOUT CHARGE TO CLIENT. THIS WARRANTY IS NOT ASSIGNABLE.

B. IF CLIENT DISCOVERS A DEFECT IN THE PRODUCT OR SERVICE, CLIENT SHOULD IMMEDIATELY CONTACT MAINELY TRASH IN WRITING OR BY TELEPHONE AND FULLY DESCRIBE THE DEFECT SO THAT REPAIR SERVICE MAY BE RENDERED.

C. EXCEPT AS SET FORTH IN PARAGRAPH A, MAINELY TRASH MAKES NO EXPRESS WARRANTIES AS TO ANY MATTER WHATSOEVER, INCLUDING THE CONDITION OF THE PRODUCT, ITS MERCHANTABILITY, OR ITS FITNESS FOR ANY PARTICULAR PURPOSE; ALL OTHER WARRANTIES ARE SPECIFICALLY EXCLUDED.

D. THIS WARRANTY DOES NOT COVER DAMAGE TO PRODUCTS CAUSED BY ACCIDENT, VANDALISM, CLIENTNEGLIGENCE, FLOOD, WATER, LIGHTNING, FIRE, INTRUSION, ABUSE, MISUSE, AN ACT OF GOD, ANY CASUALTY,INCLUDING ELECTRICAL CHARGES OR SURGES, ATTEMPTED UNAUTHORIZED REPAIR SERVICE, MODIFICATION OR IMPROPER INSTALLATION BY ANYONE OTHER THAN MAINELY TRASH, OR ANY OTHER CAUSE OTHER THAN ORDINARY WEAR AND TEAR. MAINELY TRASH SHALL NOT BE LIABLE FOR ANY GENERAL, DIRECT, SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES. ANY AFFIRMATION OF FACT OR PROMISEMADE BY MAINELY TRASH SHALL NOT BE DEEMED TO CREATE AN EXPRESS WARRANTY. MAINELY TRASH DOES NOT MAKE ANY REPRESENTATION OR WARRANTY INCLUDING ANY IMPLIED WARRANTY OF

MERCHANTABILITY OR FITNESS THAT THE PRODUCTS OR SERVICE SUPPLIED MAY NOT BE COMPROMISED, CIRCUMVENTED, OR THE SYSTEM OR SERVICES WILL IN ALL CASES PROVIDE THE SIGNALING, MONITORING AND RESPONSE FOR WHICH IT WAS INTENDED. CLIENT AGREES THAT CLIENT IS NOT RELYING ON MAINELY TRASH'S SKILL OR JUDGMENT IN SELECTING OR FURNISHING A PRODUCT OR SERVICE SUITABLE FOR ANY PARTICULAR PURPOSE; THERE ARE NO EXPRESS WARRANTIES THAT EXTEND BEYOND THOSE ON THE FACE OF THE AGREEMENT OR IN THIS PARAGRAPH. ALL IMPLIED WARRANTIES, IF ANY, COINCIDE WITH THE DURATION OF THIS WARRANTY.

INTEGRATED AGREEMENT. This Agreement, any Rider and any document made a part of this Agreement contains the entire Agreement between the parties and supersedes all prior agreements, whether written or oral agreements. Neither party has made any representation, term, promise, condition, statement, warranty, or inducement (collectively "INDUCEMENT") not expressed in this Agreement and, in entering into this Agreement, neither party is relying on any INDUCEMENT which is not set forth in this Agreement.

VALID AGREEMENT. Should any provision hereof (or portion thereof), or its application to any circumstances, be held illegal, invalid or unenforceable to any extent, the validity and enforceability of the remainder of the provision and this Agreement, or of such provisions as applied to any other circumstances, shall not be affected thereby, and shall remain in full force and effect as valid, binding and continuing.

MODIFICATIONS. All changes or amendments to this Agreement must be in writing and signed by all parties to be binding on the parties.

RIGHT TO SUBCONTRACT. Mainely Trash may, in its sole and absolute discretion, subcontract for the provision of any of the Services under this Agreement but will maintain control of CLIENT'S account. The provisions of this Agreement inure to the benefit of and are applicable to (i) any subcontractors engaged to provide any of the Services to CLIENT; and (ii) each of the Mainely Trash's shareholders, partners, members, directors, employees, agents and representatives and bind CLIENT to all such persons or entities listed in subsection (i) or (ii) with the same force and effect as they bind CLIENT to Mainely Trash.

PARAGRAPH HEADINGS. The paragraph titles used herein are for convenience of the parties only and shall not be considered in construing the provisions of this Agreement. When used in this Agreement, the word "including" shall not be a word of limitation but shall mean "including, but not limited to."

RIGHT TO NOTICE AND CURE. If Mainely Trash breaches this Agreement, CLIENT shall provide Mainely Trash written notice specifically identifying the nature of the breach and the provisions of this Agreement affected as a result of such breach. Mainely Trash may cure the breach within five (5) business days following Mainely Trash's receipt of the written notice or, if the breach cannot be reasonably cured within such period, to promptly commence to cure and diligently proceed until cured. If Mainely Trash cures any such breach, this Agreement shall continue unabated and Mainely Trash shall not be liable to CLIENT for any loss, damage or expense arising out of or from, resulting from, related to, in connection with or as a consequence of any such breach. If breach cannot be corrected within thirty (30) business days from the date of breach, CLIENT may terminate the Agreement.

JURISDICTION, VENUE AND WAIVER OF JURY TRIAL. Each party hereby irrevocably agrees that any suit, action or other legal proceeding ("SUIT") arising out of or from, in connection with or as a result of this Agreement shall be brought exclusively in the State of Maine or the courts of the United States located in the district or county where Mainely Trash's principal place of business is located. Each party consents to the exclusive jurisdiction and venue of each such court in any such suit and waives any objection that it may have to the jurisdiction or venue of any such SUIT. Each party consents to services of process in accordance with the notice provisions of this Agreement. Each party hereby waives any right to trial by jury in any SUIT, action or other legal proceeding brought by either party.