Common use of Delivery Clause in Contracts

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms Except as may otherwise be specified in writing by Buyer, delivery of all items provided in this Purchase Order shall be made F.O.B shipping point (per Incoterms® 2020i.e., Seller's designated shipping facility). Seller acknowledges that Buyer's production and marketing schedules are based in part upon the delivery/completion date(s) are stated on each specified in this Purchase Order. All Orders must include Buyer’s or forwarder’s address and are assumed TIME AND PLACE OF DELIVERY ARE, THEREFORE, OF THE ESSENCE with respect to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against ▇'s performance under this Purchase Order. Any provision in this Purchase Order or subsequent agreement by Buyer for installment deliveries of the freight vendor items specified in this Purchase Order shall not be construed as a waiver of this requirement or as severing Seller's obligations for full, on-time, delivery of all items specified in this Purchase Order. If Seller determines that it either can not or may not complete delivery at the specified time and place, Seller shall promptly notify Buyer and indicate the earliest possible date that it is confident that it can complete delivery. Notwithstanding such notice, Seller's failure to effect conforming delivery shall entitle Buyer, without any liability to Seller hereunder, to revoke any prior acceptance of a partial delivery by Seller, to return at Seller's risk and expense all or any part of items delivered in partial satisfaction of this Purchase Order, to cancel this Purchase Order, to receive a refund of any amounts paid to Seller pursuant to this Purchase Order for any items returned to Seller, and to purchase substitute items or services elsewhere and charge Seller with any loss or damage additional costs incurred in transit, so long as connection with such purchases. If in order to comply with ▇▇▇▇▇'s required delivery date it becomes necessary for Seller receives to ship the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied items by a delivery receiptmore expensive mode of transportation than specified in this Purchase Order, signed any increased transportation cost resulting therefrom shall be paid for by freight vendor’s agent at time of delivery, on which receipt Seller unless the loss necessity for such rerouting or damage expedited handling has been notedcaused by Buyer.

Delivery. Delivery terms (per stated in Incoterms® 20202010) are as stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production approximate and any time period indicated for a shipment will not begin until receipt by Seller at Seller’s plant of complete manufacturing, shipping, shipping and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location premises other than Seller’s location’s, (C) delivery to Buyer’s representative or designee, designee or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods of stoppage in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Sellerperformance, even if irrespective of any freight is included allowance or prepaidprepayment of freight. If Seller holds Goods at per Buyer’s instruction instructions or because ▇▇▇▇▇ Buyer has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be Goods and Buyer agrees to make payment at Seller’s standard ratesthe maturity of the invoice rendered. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails , storage and other expenses incident to provide shipping instructions, Seller may, such delay at its option, ship the Goods to prevailing rates. Partial deliveries will be accepted by Buyer and paid for at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If When Buyer declares has declared or indicates manifested an intention not to not accept delivery, no tender will be necessary, but Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, deliver and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because hereunder by reason of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a On Buyer’s written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇Buyer’s claim against the freight vendor carrier for any loss or damage in transit, so long as provided that Seller receives the such claim within five (5) calendar days of delivery of the Goods. All claims will must be waived unless accompanied by a delivery receipt, signed by freight vendorcarrier’s agent at time of delivery, on which receipt the loss or damage has been noted, or such claims will be waived.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ Buyer agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s forwarder address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ Buyer agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ Buyer has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ Buyer agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ Buyer makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇Buyer’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms Except as may otherwise be specified in writing by Buyer, delivery of all items provided in this Purchase Order shall be made F.O.B shipping point (per Incoterms® 2020i.e., Seller's designated shipping facility). Seller acknowledges that Buyer's production and marketing schedules are based in part upon the delivery/completion date(s) are stated on each specified in this Purchase Order. All Orders must include Buyer’s TIME AND PLACE OF DELIVERY ARE, THEREFORE, OF THE ESSENCE with respect to Seller's performance under this Purchase Order. Any provision in this Purchase Order or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise subsequent agreement by Buyer for installment deliveries of the items specified in writingthis Purchase Order shall not be construed as a waiver of this requirement or as severing Seller's obligations for full, on-time, delivery of all items specified in this Purchase Order. All shipping dates are approximate; production will If Seller determines that it either can not begin until receipt by Seller of or may not complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the specified time and place, Seller shall promptly notify Buyer and indicate the earliest of (A) possible date that it is confident that it can complete delivery. Notwithstanding such notice, Seller's failure to effect conforming delivery shall entitle Buyer, without any liability to Seller hereunder, to revoke any prior acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) a partial delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title , to Goods will pass return at Seller's risk and expense all or any part of items delivered in partial satisfaction of this Purchase Order, to Buyer on tender cancel this Purchase Order, to receive a refund of delivery, subject any amounts paid to Seller’s right Seller pursuant to stop Goods in transit and to this Purchase Order for any interest of Seller reserved to secure Buyer’s payment or performance items returned to Seller, even if freight is included and to purchase substitute items or prepaidservices elsewhere and charge Seller with any loss or additional costs incurred in connection with such purchases. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed in order to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process comply with ▇▇▇▇▇’s claim against 's required delivery date it becomes necessary for Seller to ship the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied items by a delivery receiptmore expensive mode of transportation than specified in this Purchase Order, signed any increased transportation cost resulting therefrom shall be paid for by freight vendor’s agent at time of delivery, on which receipt Seller unless the loss necessity for such rerouting or damage expedited handling has been notedcaused by Buyer.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include 3.1 The Goods will be delivered by the date specified in the Agreement, or if no date is specified, within a reasonable time after receipt of Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of deliverypurchase order, subject to the availability of finished Goods. The delivery and/or shipping schedule is the best estimate possible based on conditions existing at the time of Seller’s right 's Sales Confirmation or Seller's quotation and receipt of all specifications, as applicable, and in the case of non-standard items, any such date is subject to stop Goods Seller's receipt of complete information necessary for design and manufacture. Seller shall not be liable for any delays, loss or damage in transit and or for any other direct, indirect, or consequential damages due to any interest delays, including without limitation, loss of use. 3.2 Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Sellermay, in its sole discretion, determines that any part without liability or penalty, deliver partial shipments of Goods should to Buyer as they become available, in advance of the quoted delivery date. If the Goods are to be held for Buyer’s accountdelivered in installments, Seller may invoice Buyer for then insofar as each shipment is subject to the Goodssame Agreement, as well as for storage. Storage fees the Agreement will be treated as a single contract and not severable. 3.3 Seller shall make the Goods available to Buyer at Seller’s factory or designated shipment point (each, “Seller’s Shipment Point”) using Seller’s standard ratesmethods for packaging and shipping such Goods. Buyer shall take delivery of the Goods invoiced and held at within five (5) days of Seller’s written notice that the Goods have been delivered to the Seller’s Shipment Point. 3.4 If for any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If reason, Buyer fails to provide shipping accept delivery of any of the Goods on the date fixed pursuant to Seller’s notice that the Goods have been delivered at the Seller’s Shipment Point, or if Seller is unable to deliver the Goods at the Seller’s Shipment Point on such date because Buyer has not provided appropriate instructions, Seller maydocuments, licenses or authorisations: (a) title and risk of loss to the Goods shall pass to Buyer; (b) the Goods shall be deemed to have been delivered; and (c) Seller, at its option, ship may store the Goods to until Buyer at the address specified in the applicable Order picks them up, whereupon Buyer shall be liable for all related costs and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept expenses (including, without limitation, freight, restocking, storage and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedinsurance).

Delivery. Prior to Delivery terms (per Incoterms® 2020) are stated on each Orderof Yacht, Charterer agrees to provide signed and dated Charter Contract, Sailing Resume, Client Responsibility Agreement, payment in full of all charter fees and Passport Details of Charterer and crew. All Orders must include Buyer’s or forwarder’s address The Yacht shall be delivered by the Company at Nanny Cay, Tortola, BVI in full commission and are assumed to authorize immediate release upon ready-to-ship status unless otherwise in proper working order, tanks full of fuel and water respectively, in good clean condition throughout and ready for service no later than 4 hours of the specified time shown in writingparagraph 1. All shipping dates are approximate; production The Charterer will not begin until receipt by Seller of complete manufacturing, shippinginspect the Yacht, and upon acceptance (by officially beginning his charter) certifies that he has found the vessel in charterable condition and in every respect seaworthy and that delivery of the said Yacht to the Charterer constitutes full performance and compliance with all obligations of the Company to the Charterer. In the event that the Company shall fail to make delivery of the Yacht on the day of the Charter start due to an unforeseen last-minute problem with the Yacht but shall within 48 hours thereafter make delivery of the Yacht then the Charterer shall be allowed demurrage pro rata for the number of hours of lost sailing time. Demurrage shall be offered in the form of credits against future charters or cash refunds. In the event that the Company fails to make delivery of the Yacht prior to the charter start date or over 48 hours as set forth herein, then this agreement may be cancelled by the Charterer and all charter fees and security deposits shall be refunded to the Charterer, except in the event of any instances in Paragraph 10 that makes the Yacht inactive, or other external causes that may prevent the Charter from starting. We strongly recommend that Trip Cancellation Insurance is taken to cover any unpredictable losses or events that may occur prior to Charter start, as no refund will be due from the Company. If the vessel is at any time out of commission for more than 4 hours of “sailing time” during the charter, the Company agrees to credit informationdemurrage in the form of credits against future charters or cash refunds for lost “sailing time”, provided the Charterer notifies the Company in a timely fashion of the problem encountered with the Yacht and gives the Company the opportunity to make the necessary repairs. Tender of delivery Sailing time is deemed to occur be between the hours of 8.00am to 5.00pm. The Horizon guarantee covers battery/battery charging, rigging, engine, sails, depth sounder and transmission problems. The guarantee excludes items that do not prevent yacht usage, such as marine toilets, dinghy and outboard, windlass, entertainment systems, air-conditioning, electronics (other than depth sounder), water makers, ice makers, and log instruments, refrigeration, cellular phones, WiFi, water pump, or VHF radio. The Company shall not be liable for any lost sailing time, chase boat expenses or labour charges if the problems are caused by operator error or carelessness on behalf of the Charterer or his crew. Nor shall the company be held responsible for supplying a replacement vessel in the event that the vessel is disabled due to damage caused by carelessness or negligence on behalf of the Charterer or his crew. Blocked heads due to any other blockage other than mechanical failure of parts is at the earliest Charterer’s expense (from $180.00 charge), plus chase boat services if applicable. In the event of (A) acceptance refrigeration breakdown, the Company must be notified immediately and will cover the costs of shipment by designated shipperblock and chip ice, (Bfor which receipts are presented) allocation of Goods to Buyer at location other than Seller’s locationstop food spoilage, (C) delivery to Buyer’s representative or designeeuntil the refrigeration can be repaired, or (D) mailing until the end of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods the charter, if a timely repair cannot be carried out but will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should not be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor responsible for any loss of food. The Company deems the value of inoperable generator and/or AC as $500 per charter and will refund the pro-rated value in the event of failure to this amount. The Company shall not be liable for any compensatory, consequential, punitive or damage in transit, so long other damages or expenses (including travel and hotel) of ANY kind occasioned by the Charterer as Seller receives the claim within five (5) calendar days of delivery a result of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendorCompany’s agent at time of delivery, on which receipt inability to deliver the loss or damage has been notedYacht for any reason.

Delivery. Delivery terms (per Incoterms® 2020) All prices are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release based upon ready-to-ship status shipment using F.O.B. Origin, unless otherwise specified by Seller in writing. All shipping dates are approximate; production Any time period indicated for a shipment will not begin commence until receipt by Seller at Seller’s facility of complete manufacturing, shipping, shipping and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance Acceptance of shipment by designated shipper, (B) allocation of the Goods to Buyer at location premises other than Seller’s location’s, (C) delivery to Buyer’s representative or designee, designee or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt , whichever first occurs, will constitute tender of packing list provided by Seller. Title to Goods delivery and title will pass to Buyer on tender of deliveryBuyer, subject to Seller’s right to stop Goods of stoppage in transit and to any interest of Seller reserved to secure Buyer’s payment or performance performance, irrespective of any freight allowance or prepayment of freight. In the case of Goods held subject to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ instructions, Goods for which Buyer has failed to supply shipping instructions or because in any case where Seller, in its sole discretion, determines that any part of the Goods should be held for Buyer’s account, Seller may invoice the Goods and Buyer for agrees to make payment at the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesmaturity of the invoice rendered. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails , storage and other expenses incident to provide shipping instructions, Seller may, such delay at its option, ship the Goods to prevailing rates. When Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares has declared or indicates manifested an intention not to not accept delivery, no tender will be necessary, but Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, deliver and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments or defects as to a shipment within three ten (310) calendar days of receipt of the initial such shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesrates per pallet, per day stored. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms of all Contract items shall be made in accordance with Appendix B, § 45, Product Delivery and § 47, Shipping/Receipt of Product, except as provided herein. Contractor must offer (per Incoterms® 2020a) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturingdock delivery, shipping(b) inside delivery, and credit information(c) inside delivery to desk/bench top at no additional charge. Tender of Inside delivery and inside delivery to desk/bench will be made only when the delivery is deemed to occur at the earliest of (Aa) acceptance of shipment by designated shipperfeasible, (Bb) allocation of Goods to Buyer at the delivery location other than Selleris mutually agreed upon by the Authorized User’s location, Agency and Contractor and (Cc) inside delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyercan be pre-arranged. ▇▇▇▇▇ agrees to provide Seller Delivery shall be made in accordance with defined shipping instructions within seven (7) business days following receipt of packing list provided by Selleron the Purchase Order from each Authorized User. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should Orders shall be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments delivered within three (3) calendar days Business Days from the time of receipt of order, except in the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transitinstances where the items being ordered require special handling. If ▇▇▇▇▇ makes an Authorized User requires an inside delivery (storeroom or desk), it must clearly indicate on the Purchase Order what inside delivery is required and the specific location where inside delivery is required to be made. (Authorized Users should use terminology such as "INSIDE DELIVERY TO ROOM [number] LOCATED ON [number] FLOOR," etc., when inside delivery is required.) Dry ice charges will only be allowable and charged to Authorized Users the manufacturer determines the item(s) need to ship on ice for quality control. Hazardous materials fees will only be allowable and charged to the Authorized Users when the shipper assesses a written requesthazardous materials charge based on the item’s composition. Overnight service charges will only be allowable and charged to the Authorized User if the Authorized User requests overnight delivery when the item could be delivered within (3) Business Days from the time of receipt of order. In any event, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against delivery shall be the freight vendor for any loss or damage in transit, so long as Seller receives most economical method and the claim within five (5) calendar days of delivery Authorized User must be informed of the Goodsadditional cost prior to delivery and agree in writing to the additional charge. All claims will Expedited, overnight delivery air service when standard delivery service is available and the item(s) could be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at delivered within (3) Business Days from the time of delivery, on which receipt of order will only be allowable and charged to the loss or damage has been noted.Authorized Users when such delivery is requested by the Authorized User. The Authorized User must be informed of the additional cost prior to delivery and agree in writing to the additional charge

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s forwarder address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ Buyer agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ Buyer has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesrate per pallet, per day stored. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ Buyer agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ Buyer makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇Buyer’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s forwarder address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s forwarder address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ Buyer agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ Buyer has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesrates per pallet, per day stored. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ Buyer agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ Buyer makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇Buyer’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms Requested delivery dates will be stated in each Order and when accepted by Seller are firm. Items will be inspected and appropriately packaged in accordance with Specifications and good industry practice to ensure arrival free from damage or deteriorationand permit storage under normal conditions without detrimental effects and to comply with Buyer’s packaging specifications and all applicable laws and regulations including the Department of Transportation Hazardous Materials Regulations. Each Package must be legibly marked on the outside with Buyer’s part number and quantity and include a packing slip specifying the applicable Buyer Order number, part number(s), quantity, and date code (per Incoterms® 2020) are stated on where applicable), with each Orderdate code segregated by container. All Orders must include Buyer’s or forwarder’s address and shipments are assumed FCA Destination (Incoterms 2010) to authorize immediate release upon ready-to-the ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order Order. Title and invoice risk of loss will transfer upon delivery and acceptance, as evidenced by authorized Buyer signoff. Buyer is not responsible for freight costs unless specified in the GoodsOrder, in which case Buyer’s designated carrier and shipping method must be used. ▇▇▇▇▇ agrees Over shipments, including minimum requirements without advance agreement, or deliveries more than five days in advance of scheduled delivery dates are at Seller’s risk, and Buyer at its option may retain any or all such Items (with invoicing deferred until scheduled delivery date) or reject and return them at Seller’s expense. Buyer will not be liable for Seller’s commitments or production arrangements in excess of the amount or in advance of the time necessary to make payment of such invoice when due under this Agreementmeet the acknowledged delivery schedule, and Seller is authorized to manufacture only up to the quantities shown in Buyer’s authorized releases. ACCEPTANCE & PAYMENT. Buyer will accept ordered Items unless notice of rejection is given within a reasonable time (which Seller agrees shall be not less than 90 days from receipt of goods or ten (10) business days from completion of services). Rejection may be by individual unit or by lot, and pay for partial Seller’s delivery of nonconforming goods will entitle Buyer to terminate the balance of that particular Order. Acceptance does not constitute a waiver of any of Seller’s warranties or Buyer’s rights, and any acceptance of nonconforming deliveries at will not constitute a waiver of Buyer’s right to require that further deliveries be in accordance with the Agreement prices and termsContract, to require correction of any non-conformance, or to pursue damages therefor. If any defect or non-conformity is not apparent on examination, resulting in deterioration of final product, Buyer declares or indicates an intention to not accept may return such Items for replacement upon discovery of the defect. Following delivery, Seller maywill provide a complete and correct invoice for each shipment. If any invoice fails to match the applicable Order in regard to price, at its optionquantity, give written notice to Buyer that Seller is ready and willing to deliverrevision, and such notice delivery terms, or otherwise, the Order will constitute a valid tender of deliveryprevail. Buyer must report any shortages Payment will be made in shipments full within three (3) calendar 90 days of receipt of the initial shipmentgoods/services and Buyer shall be entitled to a 2% discount for payments made within 60 days of receipt of goods or services. No C.O.D. orders or drafts will be accepted. Payment by Buyer does not constitute acceptance and is subject to appropriate adjustment for any failure of Seller to meet the requirements of the Contract. Buyer may not make withhold payment of any deduction from amount it may reasonably dispute in good faith until such dispute is resolved and may set off against amounts owed to Seller any payment due because of loss amounts owed by Seller or damage its affiliates to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedBuyer.

Delivery. Delivery terms (per Incoterms® 2020must be in strict compliance with the schedule contained in an Order and the Products shall be delivered directly to Cirrus’ designated delivery location in accordance with Cirrus’ Order(s) schedule(s). Parts fabricated in excess or in advance of Cirrus’ requirements contained in an Order are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s locationrisk. Cirrus reserves the right to return to Seller, (C) delivery to Buyerat Seller’s representative or designeeexpense, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within all Products received more than seven (7) business calendar days following receipt ahead of packing list provided by Sellerthe required delivery date. Title Cirrus reserves the right, without loss of discount privileges, to Goods will pass to Buyer pay invoices covering items shipped in advance of the schedule on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaidthe normal maturity after the delivery date specified on the Order. If Seller holds Goods at Buyer’s instruction fails to meet its scheduled delivery dates and Cirrus elects to call for expedited shipments, Seller will pay the difference between the method of shipping specified and the actual expedited rate incurred. Seller shall be responsible for any additional charges resulting from any deviation from Cirrus' shipping procedures and requirements. Should Cirrus accept Products which are not delivered on or before the required delivery date, which option Cirrus reserves, the Seller shall be liable for all reasonable additional costs incurred by Cirrus because ▇▇▇▇▇ has failed of such delay(s) which are not excusable under paragraph 15, Force Majeure, including, but not limited to, additional or premium transportation charges, special handling expenses, and costs to supply shipping instructions Cirrus to install the Product(s) out of normal manufacturing sequence in addition to other remedies available by law to Cirrus. Title and risk of loss in the Products shall remain in Seller until delivery of the Products to Cirrus. If Seller encounters or because Selleranticipates difficulty in meeting the delivery schedule, Seller shall immediately notify Cirrus in writing, giving pertinent details; provided, however, that the receipt of such notice shall be for information purposes only and shall not be construed as a waiver by Cirrus of any delivery schedule or date or of any rights or remedies provided by law or this Agreement. If Seller fails to make delivery promptly and regularly, as required by an Order, Cirrus may, in its sole discretionaddition to other remedies available at law, determines that terminate this Agreement and all Orders issued hereunder, or the whole or any part of Goods should be held an Order in accordance with the paragraphs of this Agreement entitled “Termination for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedDefault.”

Delivery. Delivery The terms of sale under this Agreement will be governed by Incoterms 2020. Buyer’s PO will indicate the shipping terms (per Incoterms® 2020) are stated i.e., EXW, FOB, DAP). Seller acknowledges that time is of the essence with respect to Seller's obligations under this Agreement and the timely delivery of the Products in the correct quantity on each Orderthe Delivery Date. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of If any delivery is deemed threatened to occur at the earliest of (A) acceptance of shipment by designated shipperbe delayed, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery Seller will promptly provide notice to Buyer’s representative purchasing department of such delay or designeethreatened delay. If Seller fails to deliver the Products in full on the Delivery Date, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided Buyer may terminate this Agreement by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance providing written notice to Seller, even if freight is included or prepaidand Seller will indemnify Buyer against any losses, claims, damages, and reasonable costs and expenses directly attributable to Seller's failure to deliver the Products on the Delivery Date. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed In the event of termination pursuant to supply shipping instructions or because Sellerthis paragraph, Buyer will have the right, in its sole discretion, determines that addition to any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced other rights and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due remedies conferred by law or under this Agreement. Buyer , to procure goods and/or services similar to those terminated, and Seller will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice be liable to Buyer that for any excess costs for such similar goods and/or services. Seller is ready and willing will deliver all Products to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss Delivery Location during Buyer's normal business hours or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process otherwise instructed by ▇▇▇▇▇’s claim against . Seller will pack all goods for shipment according to ▇▇▇▇▇'s instructions or, if there are no instructions, in a manner sufficient to ensure that the freight vendor for Products are delivered in undamaged condition. Seller must provide Buyer prior written notice if it requires Buyer to return any packaging material. Any return of such packaging material will be made at Seller's risk of loss or damage and expense. For all shipments of Products, the PO number must appear on all shipping documents, shipping labels, bills of lading, air waybills, invoices, correspondence and any other documents pertaining to the PO. Palletized Products will be identified by marking on each side of the pallet. Except as otherwise provided in transitthis Agreement, so long as Seller receives retains all title and risk of loss of all Products, work in process and other property of either party used in the claim within five (5) calendar days performance of the PO, and the same will pass to Buyer only upon delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent Products at time of delivery, on which receipt the loss or damage has been notedDelivery Location.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each 2.1 Time is of the essence of the Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will Delivery shall not begin be deemed complete until receipt by Seller of complete manufacturingStrato, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipperInc, (B“Buyer”) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s agent has actually received and taken possession of goods, notwithstanding any agreement to pay freight or other related charges. Seller will promptly notify Buyer in writing if Seller anticipates difficulty in complying with a required delivery date and will use all commercially reasonable efforts to meet the required delivery date. Buyer may, at its discretion, deem goods delivered after the required delivery date or outside of the delivery schedule to be nonconforming and may either return such goods to Seller, at Seller’s expense and risk, for full credit; agree to a revised delivery schedule; or cancel the Order or remainder thereof without liability, purchase the goods elsewhere, and charge Seller with any loss incurred through Seller’s failure to meet the delivery schedule. Acceptance by ▇▇▇▇▇ of a later delivery of either the whole or part of the Order shall not constitute a waiver of Buyer’s claim against the freight vendor for any direct and/or indirect damages which the late delivery may have caused. 2.2 Seller shall suitably ▇▇▇▇, ▇▇▇▇ and ship the goods in accordance with standards and norms for the types of materials being shipped and in accordance with the requirements of the carrier transporting the goods and shall assure delivery free of damage and deterioration. In addition, Seller shall comply with any packing, marking or shipping instructions provided by the Buyer. Buyer shall not be charged for packing, marking or shipping unless same is agreed to with the Seller and is separately itemized on the Face of the Order. Buyer’s order number must appear on the container, the packing list, invoice and correspondence relating to the Order. Two copies of the packing list (which provides the quantity and description of the goods contained therein) shall be placed within the container. 2.3 Unless otherwise stated by Buyer on the Face of the Order, for US shipments: (a) Seller shall arrange for freight pursuant to Buyer’s instructions; (b) Buyer shall pay for freight on a collect basis; and (c) title to and risk of loss or damage in transit, so long as for all goods shall remain with Seller receives the claim within five (5) calendar days of until delivery of the Goodsgoods to Buyer’s facility or such other destination specified by Buyer. All claims will Unless otherwise stated by ▇▇▇▇▇ on the Face of the Order, for international shipments, delivery of goods shall be waived unless accompanied made FOB named port in accordance with Incoterms 2000. 2.4 Buyer’s failure at any time to require strict performance by a delivery receipt, signed by freight vendorSeller of any of the provisions herein shall not waive or diminish Buyer’s agent at time right thereafter to demand strict compliance therewith or with any other provisions. Waiver of delivery, on which receipt the loss or damage has been notedany default shall not waive any other default.

Delivery. Time is of the essence for delivery, performance and all other obligations arising herein. If Supplier does not meet the scheduled Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shippingDates, and credit information. Tender of delivery is deemed Supplier fails to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods demonstrate to Buyer at location other than Seller’s locationthat it has taken best efforts to comply with meeting the Delivery Dates, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to then Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its optionoption cancel this PO, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment or any part of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report PO without incurring any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transitliability. If ▇▇▇▇▇ makes a requests expedited shipment of any late deliveries, Supplier will be responsible for shipping costs. Supplier will not ship ahead of the scheduled Delivery Date unless authorized by ▇▇▇▇▇ in writing. Buyer may reject, at its option, all unauthorized early shipments to Supplier at Supplier’s expense. Payments for early shipments unauthorized by Buyer will be postponed until the applicable due date after the scheduled Delivery Date. Supplier, when it has reason to believe that deliveries will not be made as scheduled, will provide immediate written request, Sellernotice to Buyer setting forth the cause of such anticipated delay. Supplier shall be, in addition to any other remedy available to Buyer, liable for Buyer’s documented additional expenses and costs due to its sole discretionfailure to deliver in the event that it fails to provide such notice. Notwithstanding the above, neither Buyer or Supplier will be liable for delays or defaults due to fires, floods, earthquakes, riots, storms or acts of civil or military authority and without their fault or negligence and which were not reasonably foreseeable. In the event that any such condition exists as to Supplier, Buyer may agree as at its option, cancel this PO in whole or in part. All internationally shipped Deliverables will be shipped under "DDP Suppliers facility (Incoterms 2010)". Deliverables shipped under domestic transport will be shipped “FCA Supplier’s facility” (Incoterms 2010), and Supplier must utilize the carriers or freight forwarder provided in Buyer’s shipping guidelines for the transit from Supplier’s facility to the Buyer’s receiving dock. If Supplier uses any other transportation agent, Supplier will reimburse Buyer for any additional costs incurred for transportation. If no transportation agent is specified, Supplier will use a service transportation agent acceptable to Buyer. Title shall be transferred to Buyer to process following acceptance of the Deliverables by ▇▇▇▇▇’s claim against , but no sooner than the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of physical delivery of the GoodsDeliverables to the final destination designated on Buyer's PO. All claims Before and at the time Deliverables are shipped, Supplier will be waived unless accompanied by a delivery receiptgive Buyer sufficient warning in writing (including appropriate labels on all Deliverables, signed by freight vendor’s agent at time containers, and packing, including without limitation disposal and recycling instructions, material safety data sheets and certificates of deliveryanalysis) of any hazardous or restricted material that is an ingredient or part of the Deliverables, on which receipt together with any special handling instructions that are needed to advise carriers, Buyer, and their employees how to take appropriate measures while handling, transporting, processing, using or disposing of the loss or damage has been notedDeliverables, containers, and packing. Supplier agrees to comply with all Laws pertaining to Deliverable content and warning labels, including without limitation the U.S. Toxic Substances Control Act and European Union Directive 2000/53/EC.

Delivery. Delivery terms Any statements relating to the date of delivery or availability for pickup of the Products (per Incoterms® 2020as defined below) are stated on each Order. All Orders must include Buyerrepresent SELLER’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will best estimate, but is not begin until receipt by Seller of complete manufacturing, shippingguaranteed, and credit informationSELLER shall not be liable for any losses, costs, expenses or damages of any nature due to late delivery. Tender The Products shall be made available for pickup or delivered to the delivery point or points in accordance with the delivery terms stated in SELLER’s proposal or as otherwise agreed. If such delivery is prevented or postponed by reason of Force Majeure (as defined below), SELLER shall be entitled at its option to tender delivery to PURCHASER at the point or points of manufacture, and in default of PURCHASER’s acceptance of delivery to cause the Products to be stored at such a point or points of manufacture at PURCHASER’s expense. Such tender, if accepted, or such storage, shall constitute delivery for all purposes of this agreement. If shipment is deemed postponed at request of PURCHASER, or due to occur at delay in receipt of shipping instructions, payment of the purchase price shall be due on notice from SELLER that the Products are ready for shipment. Handling, moving, storage, insurance and other charges thereafter incurred by SELLER with respect to the Products shall be for the account of PURCHASER and shall be paid by PURCHASER when invoiced. In addition to the foregoing, SELLER reserves the right to charge a fee of one percent (1%) of the full purchase price for each week, or part thereof, in delay by PURCHASER to pick up the Products after notice of availability for pickup or notice of delivery has been given, as applicable. At the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than SellerPurchaser’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because Products or SELLER fulfilling its delivery obligation, PURCHASER shall promptly examine the Products and the Products shall be reputed to be accepted by PURCHASER, unless written notice of loss defect or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim nonconformity is received by SELLER within five thirty (530) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedthereof.

Delivery. Delivery terms (per Incoterms® 2020) are A. Buyers Purchase Orders shall state the delivery dates for Products. TIME AND RATE OF DELIVERY ARE OF THE ESSENCE OF ALL PURCHASES MADE UNDER THIS AGREEMENT. The minimum agreed period between Buyer issuance of a Purchase Order and the scheduled delivery date shall be as stated on each Order. in Exhibit B. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-deliveries shall be F.O.B. ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaidpoint. 1. If Seller holds Goods at Buyer’s instruction fails or because ▇▇▇▇▇ has failed is about to supply shipping instructions or because fail to meet a delivery date stated in a Purchase Order, and such failure is the sole fault of Seller, then Seller shall promptly notify Buyer, and Buyer reserves the right to (a) direct Seller, at Seller's expense, for the extra cost thereof, to use any expedited transportation methods available to deliver the Products as quickly as possible. 2. For each Purchase Order, Seller shall deliver on the delivery date stated in the Purchase Order the full number of Products ordered in each Purchase Order by Buyer. If Seller is unable to deliver the full number of Products ordered, and such failure is the sole fault of Seller, Seller shall notify Buyer promptly, and Buyer may, at its sole discretionoption, determines that any part (i) consent to such partial delivery or (ii) reschedule all or a portion of Goods should be held the order without charge. B. Buyer will only pay for Buyer’s account, Seller may invoice quantities of Product ordered by Buyer for the Goods, except as well as for storageotherwise agreed. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship purchase any quantity of over shipped Products. Any portion of the Goods over shipment not purchased will be returned to Seller at Seller's risk, freight collect. Seller will credit Buyer at with the address specified in amount of outbound freight attributable to such returned over shipments. C. Buyer shall have the applicable Order right to cancel all or part of Purchase Orders and invoice cancel or reschedule purchase and delivery of any Products purchased pursuant to the canceled Purchase Order. Exhibit E provides the required notice periods and the percentage of Products that the Buyer can cancel or reschedule for each notice period. D. Buyer shall use its best efforts to forecast its intended purchases for a twelve (12) month period on a monthly basis. Such forecast is for Seller's convenience only, and shall not create any liability for Buyer or obligation to purchase Products. E. Buyer will measure Seller's performance against commitments, for the Goodspurpose of establishing Seller's rate of timely delivery and lead-time improvement against Buyer's requirements. ▇▇▇▇▇ agrees to make payment Timely delivery shall mean delivery of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within scheduled quantities no more than three (3) calendar days early or three (3) days late. Seller shall deliver the exact quantity of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transitProducts scheduled. If ▇▇▇▇▇ makes Seller delivers less than the scheduled 7 8 requirement, Seller shall correct the shortage within a written requesttwo (2) day period. F. Seller shall package, Sellerstore, and handle Products manufactured for, and for delivery to, Buyer in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against accordance with the freight vendor requirements and procedures set forth in Exhibit F. Seller shall be responsible for any loss or damage to Products due to Sellers failure to properly package, store, or handle the Products in transitaccordance with the terms of Exhibit F or otherwise good commercial practice. Seller shall bear the risk of loss during transportation with respect to any Products rejected by Buyer, so long as acting in good faith, upon delivery by Buyer to the carrier. G. Title and risk of loss shall pass to Buyer upon Seller's delivery to the common or contract carrier at Seller's facility. H. Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receiptshall provide all information under its control which is necessary or useful for Buyer to obtain any export or import licenses required for Buyer to ship or receive Products, signed by freight vendor’s agent at time including, but not limited to, U.S. customs certificates of delivery, on which receipt the loss or damage has been notedaffidavits of origin, and U.S. Federal Communications Commissions identifier, if applicable. Each Party shall comply with all applicable export control laws and regulations.

Delivery. Delivery terms (per Incoterms® 2020a) are stated on each Order. All Orders must include Buyer’s or forwarder’s address Prior to the First Effective Time, the Company shall appoint a Person authorized to act as exchange agent in connection with the transactions contemplated by Section 3.01, which Person shall be selected by the Company and are assumed be reasonably acceptable to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturingSPAC (provided that Continental Stock Transfer & Trust Company and American Stock Transfer & Trust Company, shipping, and credit information. Tender of delivery is LLC shall be deemed to occur be reasonably acceptable to SPAC) (the “Exchange Agent”) and enter into an exchange agent agreement reasonably acceptable to the Company and SPAC with the Exchange Agent (the “Exchange Agent Agreement”) for the purpose of exchanging, upon the terms and subject to the conditions set forth in this Agreement, each SPAC Class A Share on the register of shareholders of SPAC for the Merger Consideration issuable in respect of such SPAC Class A Shares. At least two Business Days prior to the Closing, the Company and SPAC shall direct the Exchange Agent to, at the earliest First Effective Time, exchange each such SPAC Class A Share for the Merger Consideration pursuant to the Exchange Agent Agreement and perform the Exchange Agent’s other obligations thereunder. (b) All Class A Ordinary Shares delivered upon the exchange of SPAC Class A Shares in accordance with the terms of this Article III shall be deemed to have been exchanged and paid in full satisfaction of all rights pertaining to the securities represented by such SPAC Class A Shares and there shall be no further registration of transfers on the register of shareholders of SPAC of the SPAC Class A Shares. From and after the First Effective Time, holders of SPAC Class A Shares shall cease to have any rights as shareholders of SPAC, except the right to receive Class A Ordinary Shares in exchange therefor, as provided in this Agreement. (Ac) acceptance No interest will be paid or accrued on the Merger Consideration to be issued pursuant to this Article III (or any portion thereof). From and after the First Effective Time, until surrendered or transferred, as applicable, in accordance with this Section 3.03, each SPAC Class A Share shall solely represent the right to receive the Merger Consideration to which such SPAC Class A Share is entitled to receive pursuant to this Agreement. (d) Notwithstanding anything to the contrary in this Agreement, none of shipment the Parties or the Surviving Company or the Exchange Agent shall be liable to any Person for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar applicable Law. Any portion of the Merger Consideration remaining unclaimed by designated shipper, (B) allocation of Goods SPAC Shareholders immediately prior to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designeesuch time when the amounts would otherwise escheat to, or (D) mailing become property of, any Governmental Authority shall become, to the extent permitted by applicable Law, the property of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt the Company free and clear of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any claims or interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedPerson previously entitled thereto.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order; provided that delivery terms for iHydrant Goods are FCA Seller’s dock (Incoterms® 2020) unless otherwise stated on the Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery It is a condition of entry onto a Bunge Facility that the Deliverer agrees to these terms (per Incoterms® 2020) are stated on each Orderand conditions, even where receival of a particular parcel of Grain does not occur. All Orders must include BuyerReceival is offered at Bunge’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writingdiscretion. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is Receival shall be deemed to occur when the Del verer’s nominated vehicle has been weighed, the quantity/quality of Grain delivered is ascertained by Bunge and recorded on a weighbridge ticket. The Deliverer agrees that, upon receival, the nomination by the Deliverer or its agent of the acquirer of the Grain is an irrevocable direction to transfer title in the relevant parcel of Grain to the relevant acquirer at the earliest relevant Bunge Facility. The Deliverer and its agents will not make or attempt to make a Delivery that contains a contaminant likely to adversely affect the quality of (A) acceptance Grain held at the relevant Bunge Facility. The Deliverer and its agents will comply with the work, health and safety rules and directions of shipment by designated shipper, (B) allocation of Goods the relevant Bunge Facility. The Warehouser agrees to Buyer at location other than Seller’s location, (C) register with NGR and must quote or provide its NGR number to Bunge when making any delivery to Buyer’s representative a Bunge Facility. Without a valid NGR number, Bunge will not accept a Grower delivery. The Warehouser warrants that: (a) it owns any Grain tendered for delivery by or designee, on behalf of it; (b) it has not manipulated or (D) mailing loaded any delivery in any way to prevent the making of an invoice accurate assessment by Bunge of the quality of the Grain using Bunge's standard sampling procedures; (c) Grain being tendered for delivery by or on behalf of it will not: (i) contain any chemical contaminant or residues; (ii) be in breach of any relevant Laws; (d) all Grain tendered for delivery by or on behalf of it was grown between May and September immediately prior to Buyer. ▇▇▇▇▇ agrees the current season; (e) any vehicle used to provide Seller deliver the Grain is clean, dry and free of any remaining materials and odours from previous loads; (f) if any of the Grain has been treated with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer substances for the Goodscontrol of insects, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced details of the substances and held at the application of those substances has been provided in writing to Bunge before the Grain is delivered to the Bunge Facility and the use of any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified other chemical in the applicable Order process of planting, growing and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment storage of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage Grain has been notedin accordance with the levels prescribed in any relevant Law and also in accordance with the usage instructions; (g) any information it provides to Bunge in relation to this Bunge Warehousing Agreement is complete, true and correct and not misleading or deceptive or likely to mislead or deceive.

Delivery. Delivery terms are stated in each Order (per Incoterms® 2020) are stated on each Order). All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. 5.1. Deliveries shall be made to the Delivery terms Address(es) listed in the Special Terms and Conditions or any other addresses as Customer may specify from time to time. Avfuel or its authorized shipping agent (per Incoterms® 2020“Shipping Agent”) are stated on each Ordershall be provided access to Customer’s storage facilities during normal business hours, or at such other times as may be approved by Customer’s authorized representative, for the purpose of unloading the Products. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless Unless otherwise specified agreed in writing, the minimum delivery of Jet A or Avgas fuel will be a full standard transport tanker load as determined by the maximum allowable Gross Vehicle Weight between the supply point and the delivery address. All shipping dates are approximate; production will not begin until receipt Avfuel reserves the right to impose a surcharge for deliveries of less than a full tanker load. 5.2. Delivery shall be into tanks designated by Seller Customer. Such designation shall be construed as a warranty that the designated tanks and containment areas have been inspected and approved by the appropriate regulatory agencies. Customer shall be responsible for all unloading operations including the placement of complete manufacturing, shippinghoses into the proper storage tanks. Customer shall specifically designate and gauge the available capacity of the tanks into which the Product shall be unloaded, and credit information. Tender shall bear all responsibility of delivery is deemed to occur at spillage or contamination of the earliest Product after it leaves the end of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list any properly operating hose provided by SellerAvfuel or its Shipping Agent. Title Access to Goods will pass Customer’s tanks shall be furnished in such a manner that Avfuel or its Shipping Agent can safely and conveniently reach Customer’s storage facility with the hoses available, and Avfuel or its Shipping Agent may refuse to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to complete any interest of Seller reserved to secure Buyer’s payment delivery which Avfuel or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Sellerthe Shipping Agent determines, in its sole discretion, determines that any part of Goods should cannot be held made safely. 5.3. Customer shall be responsible for Buyer’s account, Seller may invoice Buyer all demurrage charges assessed by the Shipping Agent for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer additional time spent at the address specified Delivery Address(es) or any Alternative Location. 5.4. Any claim by Customer of any discrepancy in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt quantity of the initial shipmentProduct delivered shall be effective only if Avfuel is immediately notified, while Shipping Agent is still present. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written requestGIVEN THE NATURE OF THE PRODUCTS, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedTIME IS OF THE ESSENCE WITH RESPECT TO SUCH CLAIMS AND NO CLAIM SHALL BE PERMITTED OR EFFECTIVE UNLESS DELIVERED WITHIN THE SPECIFIED PERIOD.

Delivery. Delivery terms (per Incoterms® 2020) 1. Deadlines applicable to Seller are stated on each Ordernot fatal, unless the parties have expressly agreed otherwise in writing in the Agreement. All Orders must include Buyer’s or forwarder’s address An agreed term applicable to Seller will not commence until after the Agreement has been concluded and are assumed Seller is in possession of all information necessary for the performance of the Agreement. An agreed delivery period applicable to authorize immediate release upon ready-to-ship status unless Seller will be extended at least by the number of days that have lapsed between the time the Agreement is concluded and the time at which all information necessary for the performance of the Agreement has come into possession of Seller. 2. Unless otherwise specified agreed in writing, the delivery of goods shall take place at a (Dutch) business location of Seller. 3. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturingUnless agreed otherwise in writing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods risk for the goods shall pass to Buyer at the time of delivery. 4. Seller may deliver the goods in partial batches (partial deliveries). 5. Buyer is obliged to take the delivery of the goods. 6. In the event of delivery at the business location other than of Seller’s location, the obligation to take delivery commences at the moment that Seller notifies Buyer that the goods are ready to take delivery, after which Buyer must collect the goods within a period of seven (C7) days at the latest. 7. In the event of delivery by means of delivery to the address of Buyer’s representative , the goods must be taken at the time that Seller offers the goods to Buyer on location. If a delivery address has not been explicitly agreed upon in writing, Seller may deliver the goods to the address of the Buyer that is known to Seller or designeeas appears from the trade register. 8. If Buyer does not take delivery of the goods or does not take delivery on time, Buyer shall be in default without further notice of default being required. In that case, Seller shall be entitled a) to store the goods at the expense and risk of Buyer at 5% of the invoice value of the delivery per week with a maximum of € 250,00 per day or (Db) mailing after having offered a final term for taking delivery of an invoice the goods within 5 working days, to Buyersell the goods to a third party at a price Seller deems reasonable under the circumstances. If Seller sells the goods to a third party, Seller may decide to reduce the amount payable by ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt net proceeds of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage sale to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedthat third party.

Delivery. Delivery terms 6.1 The Seller will deliver “ex works” (per Incoterms® 2020Incoterms 2010) are stated at the production facility so chosen by Seller and referenced on each Orderprice quotation document. All Orders Every other manner of delivery must include Buyer’s or forwarder’s address and are assumed to authorize immediate release be agreed upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production Unless otherwise explicitly agreed upon in writing, the Seller will determine the manner of dispatch, transport and the like, without the Seller bearing any responsibility whatsoever with regard thereto. 6.2 Empty packaging, charged to the Buyer by the Seller, will be taken back by the Seller at the price charged, provided that the packaging concerned is received back by the Seller undamaged and in good condition, postage paid. For packaging received back at a later date than the return date agreed upon, a monthly rent is charged, amounting to 10% of the price charged, in which respect each part of a month is counted as a full month. 6.3 In mutual consultation between the Seller and the Buyer, a period will be fixed within which the Seller will deliver to the Buyer. The period referred to will not begin commence until receipt the Seller has received the quotation, order confirmation or written acceptance, as the case may be, signed for approval by Seller of complete manufacturing, shippingthe Buyer, and credit informationall other information necessary for the delivery. 6.4 The Seller will at all times have the right to deliver the Product ordered by the Buyer in partial deliveries. Tender The provisions of the preceding paragraph also apply to partial deliveries. Any partial delivery is deemed considered to occur at be an independent delivery, so that any claims concerning a partial delivery will not affect earlier or later partial deliveries. Invoicing will take place per partial delivery. 6.5 The delivery period will be extended by the earliest period in which the Seller, as a result of (A) acceptance force majeure, is unable to deliver. If the extension of shipment the original period is more than one month, then both the Seller and the Buyer will have the right to dissolve the Agreement or -in the event of partial execution of the Agreement- the part thereof that has not yet been executed, by designated shippermeans of a written statement to that effect to the other party. Dissolution pursuant to this article does not entitle either party to any compensation whatsoever. ‘Force majeure’ in this respect includes: war, (B) allocation riots and other types of Goods mobilization, fire and accidents, machine or other breakdowns in the factory, whether or not as a result of errors made by the employees of the Seller, transport impediments, flooding, frost and other weather conditions, government measures prohibiting or hindering delivery, failure by suppliers to Buyer at location other than supply or to supply in good time, failure by carriers or forwarding agents to supply in good time, failures on the part of auxiliary persons engaged by the Seller’s location, (C) delivery illness, disturbances, sit- down strikes and similar actions and all disruptions of the normal continuation of business operations of the Seller, which are a result of circumstances beyond the control of the Seller and which temporarily or permanently hinder the performance of the Agreement or make it considerably more difficult or expensive to Buyer’s representative do so. 6.6 The risk for loss of or designee, or (D) mailing of an invoice damage to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods the Products will pass to the Buyer on tender from the time of delivery in accordance with this Article 6. 6.7 The Buyer is obliged to cooperate in the delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storageto receive the Products delivered. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated In the event of failure on the part of the Buyer to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified cooperate in the applicable Order delivery and invoice receive the Products in good time, the Seller will have the right to charge the Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay additional costs incurred (including for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedinstance storage costs).

Delivery. Delivery terms (per Incoterms® 2020) 7.1 Deliveries are stated made to the address specified by the Customer on each the Order. All Orders must include Buyer’s . 7.2 Signature by the Customer or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s any representative or designeeemployee of the Customer of the Company’s Delivery Note and/or Tax Invoice, shall be regarded as acceptance by the Customer that the Goods reflected in such Delivery Note and/or Tax Invoice have been properly and completely delivered. 7.3 Periods and deadlines announced by the Customer in advance shall always be only approximate unless a fixed term or a fixed deadline is expressly assured or agreed. In so far as shipment has been agreed, delivery terms and delivery deadlines refer to the time of handover to the forwarding agent, freight carrier or other third party commissioned for the transport. 7.4 WHILST EVERY EFFORT WILL BE MADE TO DISPATCH AND DELIVER THE GOODS AS ADVISED, THE COMPANY DOES NOT GUARANTEE DISPATCH AND/OR DELIVERY ON ANY SPECIFIC DATE AND SHALL NOT BE LIABLE FOR ANY DAMAGES INCLUDING CONSEQUENTIAL DAMAGES THAT MAY BE SUFFERED BY THE CUSTOMER AS A RESULT OF ANY DELAYS IN THE DELIVERY OF THE GOODS THAT MAY OCCUR, SAVE TO THE EXTENT THAT THE COMPANY MAY BE LIABLE FOR ANY LOSSES IN TERMS OF SECTION 47 OF THE CONSUMER PROTECTION ACT 68 OF 2008 AS AMENDED. 7.5 The Customer shall not be entitled to cancel any order by reason of such delay. IF UPON DELIVERY OF THE GOODS, THE CUSTOMER FAILS, REFUSES OR NEGLECTS TO TAKE DELIVERY OF THE GOODS, THE CUSTOMER SHALL NEVERTHELESS BE LIABLE TO PAY THE CONTRACT PRICE AND THE RELEVANT MONTHLY STORAGE COSTS AND THE CUSTOMER SHALL FORFEIT ANY DEPOSITS PAID TO THE COMPANY. 7.6 Should the Company be prevented in performing any of its obligations as a result of Force Majeure, or (D) mailing any cause whatsoever beyond the control of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of deliverythe Company, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should the Company shall be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller mayentitled, at its option, ship to cancel the Agreement or to suspend performance of its obligations thereunder and SHALL NOT BE LIABLE WHATSOEVER FOR ANY LOSS OR DAMAGE, CONSEQUENTIAL OR OTHERWISE, RESULTING FROM SUCH INABILITY TO PERFORM ITS OBLIGATIONS, CANCELLATION OR SUSPENSION. 7.7 If the Goods to Buyer at are not accepted by the address specified Customer in whole or in part five (5) days after the confirmed delivery deadline, or in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment case of such invoice when due under this Agreement. Buyer will accept and pay deliveries on call, including for partial deliveries at quantities, if the Agreement prices and terms. If Buyer declares or indicates an intention to Goods are not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim requested within five (5) calendar days of the confirmed availability deadline, the Company shall be entitled to optionally push the Customer’s order to the next availability date, i.e. following stipulation and expiry of a reasonable period of grace, to dispose of the object of delivery in whole or in part and to supply the Customer with a reasonable longer lead time or to store the Goods and charge a storage fee of 0.5% (zero point five percent) of the Order value for every week that that the Goods are stored by the Company, or following expiry without effect of a reasonable period of grace to cancel the Order in whole or in part, the Company may charge a cancellation fee of 5% (five percent) of the value of the cancelled Order. The right to assert and provide evidence of higher or lower storage costs is reserved by the Company. 7.8 Should the Customer postpone delivery of the GoodsOrder for a second time, where a confirmed delivery date was agreed, the Company shall be entitled to charge the Customer a processing fee of R1,500.00 (one thousand Rand) per instance. All claims will If the postponement(s) induced by the Customer leads to an overall delay of the respective delivery of more than 28 (twenty eight) days, the Company shall be waived unless accompanied entitled to exercise its options pursuant to clause 7.7 above. 7.9 Unless otherwise agreed in writing, delivery and passing of risk in the Goods shall be deemed to have taken place, whichever is earliest – 7.9.1 when the Company advises the Customer in writing that the Goods are ready for collection; or 7.9.2 upon handover of the Goods (determined by a the commencement of the loading process) to the forwarding agent or carrier or to any other third party in charge of carrying out the shipment to the Customer; or 7.9.3 upon delivery receiptof the Goods to the address specified by the Customer on the Order. 7.10 If shipment or handover is delayed due to circumstances caused by the Customer, signed by freight vendor’s agent at time the transfer of delivery, risk to the Customer shall take place on which receipt the loss or damage day the Company is ready to dispatch the Goods and has been notednotified the Customer hereof.

Delivery. 3.1 Delivery of the Goods by the Seller to the Purchaser shall be affected in accordance with and subject to the delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writingthe Confirmation of Order, which delivery terms are as described in the latest edition of „Incoterms“ issued by the International Headquarters of the International Chamber of Commerce in Paris, France. All shipping dates are approximate; production will not begin until receipt by Seller If the Incoterms conflict with any other term and/or condition of complete manufacturing, shipping, the Confir- mation of Order the term and/or condition of the Confirmation of Order shall prevail. 3.2 Delivery shall take place on the estimated date and credit information. Tender of delivery is deemed to occur time and at the earliest place specified in the Confirmation of (A) acceptance Order, if any, or otherwise within a reasonable time after the date of shipment by designated shipper, (B) allocation the Confirmation of Order or at the date and time as otherwise agreed to between the Parties in writing. 3.3 The Seller will use its best endeavours to meet the stipulated dates and time for deli- very of the Goods. The Seller is not responsible for failure to perform or to deliver or delays in performance or delivery due to circumstances beyond the Seller’s control. The Seller will use reasonable endeavours to continue to perform in terms of this Agreement as soon as performance becomes possible. 3.4 Should the Seller foresee any delay in the delivery of the Goods to Buyer at location other than Seller’s locationthe Purchaser, (C) the Seller shall give the Purchaser written notice thereof as soon as is reasonably possible. 3.5 If the Goods are ready for delivery to Buyer’s representative or designeebefore the estimated time for delivery specified in the Confirmation of Order, or (D) mailing of an invoice to Buyer. the Seller shall give the Purchaser written notice re- ▇▇▇▇▇▇▇ the earliest possible date of delivery in accordance with the terms of the Confirmation of Order. 3.6 Should the Seller in its own and unfettered discretion, as it is entitled to do, deci- de to utilise one or more suppliers to deliver the Goods directly to the Purcha- ser in accordance with the terms of the Confirmation of Order or otherwise, the Purchaser hereby agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to hold the Goods will pass to Buyer on tender of deliveryfor such supplier/s until such time as the supplier/s have transferred their right, subject to Seller’s right to stop Goods title and interest in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer the Seller, at which time the Purchaser hereby agrees to hold the goods for and on behalf of the Seller, who shall have become the owner thereof. Upon full payment of the Sale Price, the Seller shall transfer such ow- nership to the Purchaser. In respect of all other rights arising out of or in con- nection with these General Conditions of Sale any such right will be applying between the Purchaser and the supplier/s and be applicable accordingly. Any notice given by the supplier/s as regards the execution of the cession and trans- fer to the Seller shall be deemed to have been a notice by the Seller to the Purchaser. 3.7 Without prejudice to any other remedies that the Seller may have at law or in terms of the Confirmation of Order, the Seller may put the Goods into storage at the address specified in the applicable Order Pur- chaser’s cost, if and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery Purchaser is unable and/or unwilling, to re- ceive the Goods in accordance with the terms and conditions of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedConfirmation Of Order.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless Unless otherwise specified herein, delivery of the goods, and services. If any, specified herein (“Goods”) shall be F.O.B. point of shipment. Any delivery date specified herein is approximate only. Seller assumes no liability for failure or delay in writing. All shipping dates are approximate; production will not begin performance until receipt 5 days after written notice of intention to cancel shall have actually been received by Seller, and Buyer shall be obligated to accept any conforming Goods shipped by Seller of complete manufacturing, shipping, and credit informationduring such period. Tender of delivery is deemed to occur at the earliest of (A) acceptance Acceptance of shipment by a common carrier, designated shippershipper or licensed public truckman, (B) or allocation of Goods to Buyer at location premises other than Seller’s location, (C) delivery to Buyer’s representative or designeedesignee (if Seller’s trucks and drivers effect such delivery), or (D) mailing of an invoice by Seller to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt , whichever of packing list provided by Seller. Title to Goods will pass to Buyer on the foregoing first occurs, shall constitute tender of delivery. Upon tender of delivery, title shall pass to Buyer, subject to Seller’s right to stop Goods of stoppage in transit and to any interest of Seller reserved to secure Buyer’s payment or performance performance. In the instance of Goods held subject to Seller▇▇▇▇▇’s instructions, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because for which ▇▇▇▇▇ has failed to supply shipping instructions instructions, or because in any case where Seller, in its sole discretion, determines that any part of the Goods should be held for Buyer’s account, Seller may invoice the Goods and Buyer for agrees to make payment at the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesmaturity of the invoice so rendered. Goods invoiced and held at any location location, for whatever reason will reason, shall be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insuranceinsurance and storage at prevailing rates. If Partial deliveries shall be accepted by Buyer fails to provide shipping instructions, Seller may, and paid for at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement contract prices and terms. If When Buyer declares has declared or indicates manifested an intention not to not accept deliverydelivery in accordance with any order, no tender shall be necessary but Seller may, at its option, give written notice in writing to Buyer that Seller is ready and willing to deliver, deliver and such notice will shall constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Time is of the essence. Delivery terms (per Incoterms® 2020) are stated of Goods shall be made pursuant to the schedule, via the carrier and to the place specified on each Orderthe face of this purchase order. All Orders must include Buyer’s or forwarder’s address Savvis reserves the right to return, shipping charges collect, all Goods received in advance of the delivery schedule. If no delivery schedule is specified, the order shall be filled promptly and are assumed to authorize immediate release upon ready-to-ship status unless otherwise delivery will be made by the most expeditious form of transportation via the specified carrier. If no carrier is specified in writing. All shipping this purchase order, Vendor shall use a nationally recognized carrier who can deliver the Goods by the dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of set forth in the delivery is deemed to occur schedule at the earliest lowest cost to Savvis. In the event Vendor fails to deliver the Goods within the time specified, Savvis may, at its option, decline to accept the Goods and terminate the Agreement or may demand its allocable fair share of (A) acceptance Vendor's available Goods and terminate the balance of the Agreement. Vendor shall package all items in suitable containers to permit safe transportation and handling. Each delivered container must be labeled and marked to identify contents without opening and all boxes and packages must contain packing sheets listing contents. Savvis’ purchase order number must appear on all shipping containers, packing sheets, delivery tickets and bills of lading. Partial shipment by designated shipperis not allowed under this Agreement without Savvis’ prior written approval. Savvis may refuse a partial shipment, (B) allocation of Goods to Buyer at location other than Seller’s locationwithout any additional obligation, (C) delivery to Buyer’s representative or designeecost, or (D) mailing of an invoice liability. Notwithstanding anything to Buyer. the contrary herein, if ▇▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of deliveryaccepts a partial shipment, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇▇ has failed no obligation to supply shipping instructions or because Seller, in its sole discretion, determines that pay for such partial shipment until any part shortfall has been delivered to and accepted by Savvis. Savvis shall have a reasonable time after receipt of Goods should or Service to inspect them for conformity hereto before payment. Goods shall not be held for Buyer’s account, Seller may invoice Buyer deemed accepted until Savvis has run an adequate test to determine whether the Goods conform to the specifications. Use of a portion of the Goods for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is purpose of testing shall not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates constitute an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery acceptance of the Goods. All claims If Goods tendered do not wholly conform with the provisions hereof, Savvis shall have the right to reject such Goods. Nonconforming Goods will be waived unless accompanied returned to Vendor freight collect and risk of loss will pass to Vendor upon Savvis’ delivery to the common carrier. If Service deliverables do not wholly conform with the provisions hereof, Savvis shall have the right to reject the Service deliverables and either (i) require Vendor to correct any and all nonconformities in the Service deliverable; or (ii) cancel the applicable Savvis purchase order or part thereof without further liability to Vendor and Vendor shall promptly refund any amounts paid by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt Savvis with respect to the loss or damage has been notednonconforming Service deliverables.

Delivery. Delivery terms (per stated in Incoterms® 20202010) are as stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production approximate and any time period indicated for a shipment will not begin until receipt by Seller at Seller’s plant of complete manufacturing, shipping, shipping and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location premises other than Seller’s location’s, (C) delivery to Buyer’s representative or designee, designee or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods of stoppage in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Sellerperformance, even if irrespective of any freight is included allowance or prepaidprepayment of freight. If Seller holds Goods at per Buyer’s instruction instructions or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be Goods and Buyer agrees to make payment at Seller’s standard ratesthe maturity of the invoice rendered. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails , storage and other expenses incident to provide shipping instructions, Seller may, such delay at its option, ship the Goods to prevailing rates. Partial deliveries will be accepted by Buyer and paid for at the address specified in the applicable Order Agreement prices and invoice Buyer for the Goodsterms. When ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares has declared or indicates manifested an intention not to not accept delivery, no tender will be necessary, but Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, deliver and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because hereunder by reason of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a On Buyer’s written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor carrier for any loss or damage in transit, so long as provided that Seller receives the such claim within five (5) calendar days of delivery of the Goods. All claims will must be waived unless accompanied by a delivery receipt, signed by freight vendor▇▇▇▇▇▇▇’s agent at time of delivery, on which receipt the loss or damage has been noted, or such claims will be waived.

Delivery. Delivery terms are EXW (Ex-Works) (per Incoterms® 2020) are stated on each Orderunless otherwise specified by Seller in writing. All Orders must include Buyer’s or forwarder’s forwarder address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ Buyer agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ Buyer has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ Buyer agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ Buyer makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇Buyer’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020) are stated Seller shall deliver Goods in accordance with the schedule in Buyer’s purchase order or Release. Time is of the essence in the performance of each purchase order and Release. Buyer may select the mode of transportation and the carrier for the Goods. Seller shall pre-pay shipping charges and add such charges as a separate line item on each Orderthe invoice, unless otherwise agreed in writing. If Buyer requests that Goods be Order or Release shall strictly conform to the terms, conditions, specifications, descriptions, drawings, and data specified in the Order or Release and shall be of good design, material, and workmanship, free from defects, merchantable and fit for their intended purpose, and shall meet applicable governmental safety standards. Seller further warrants that Buyer shall have free and clear title to the Goods and the right to sell the Goods at the time of delivery to Buyer. All Orders must include Buyer’s or forwarder’s address Goods shall be new and are assumed to authorize immediate release upon ready-to-ship status unused (unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur the Order or Release) at the earliest time of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer. Seller shall also without any additional charges assign or otherwise transfer to Buyer all warranties on Goods and services incorporated into the Goods. All warranties herein mentioned shall survive any intermediate or final inspections, delivery, acceptance or payment by Buyer, and all such warranties shall run to Buyer, its successors, assigns, customers, and users of the Goods. No warranties hereunder shall be deemed disclaimed or excluded except in writing signed by an authorized representative of Buyer. If Buyer deems the Goods defective, Seller, at Buyer’s representative election, shall promptly repair or designeereplace the defective Goods, or give Buyer a credit or refund for the price paid for the defective Goods, at any time within Seller’s standard warranty period for the Goods (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender which in no event shall be less than one year from the date of delivery). Alternatively, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Buyer may repair defective Goods at Buyer’s instruction facility and charge Seller the reasonable cost thereof. Seller shall be responsible for all shipping charges (both to and from Seller’s facility) for Goods which are repaired or because ▇▇▇▇▇ has failed to supply shipping instructions or because replaced by Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account. shipped ’collect’, Seller may invoice shall use a Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.approved transportation carrier

Delivery. Delivery terms The Tenant’s Work will be designed and completed pursuant to the following process. (per Incoterms® 2020a) are stated on each OrderTenant has delivered the preliminary Tenant’s Racking Plans to Landlord and Landlord has approved the Tenant’s Racking Plans for the purpose of commencing preparation of plans, specifications and working drawings for the Tenant’s Initial Work. All Orders must include BuyerTenant and Tenant’s or forwarder’s address and are assumed consultant shall have the right to authorize immediate release upon ready-to-ship status unless otherwise specified participate with Landlord in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturingsuch preparation in a cooperative, shipping“teamwork” approach, and credit informationLandlord will cooperate with such participation. Tender Landlord acknowledges that Tenant has a goal of delivery is deemed to occur at maximizing available rebates from the earliest electrical utility based upon design of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Sellerthe Tenant’s location, (C) delivery to Buyer’s representative or designeelighting plans. Tenant shall review and approve, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of deliveryrequest modifications to, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer the plans for the Goods, as well as for storage. Storage fees will be at SellerTenant’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments Initial Work within three (3) calendar business days after delivery to Tenant. Landlord has requested additional detail for Tenant’s Racking Plans concerning height of racking, floor attachment details and estimated point loads, and Tenant or its consultant will provide that information. As Tenant’s Racking Plans are further completed Tenant will deliver such plans to Landlord for approval (not to be unreasonably withheld, conditioned or delayed). Upon completion of plans, specifications and working drawings as required for construction of Tenant’s Initial Work, Landlord will apply for permits and approvals as required for construction of the Tenant’s Initial Work. Upon receipt of required permits and approvals Landlord will cause the Tenant’s Initial Work to be completed in accordance with Article III above. Landlord shall diligently proceed with the construction of the Tenant’s Initial Work and shall complete the Tenant’s Initial Work by January 1, 2005. Completion of the Tenant’s Initial Work shall mean and require that the Tenant’s Initial Work is complete in all material respects and Tenant is able to lawfully use the Building Premises for the commencement of installation of Tenant’s racking system, subject to Tenant obtaining any required permits for such installation. If for any reason (but subject to the provisions below concerning Tenant Delay (as defined below)) Landlord is unable to complete the Tenant’s Initial Work by January 1, 2005, such failure shall not affect the validity of the Lease; provided, however, that under such circumstances, the Commencement Date and the Tenant’s obligation to pay Rent shall be delayed for a period equal to such delay and the Term shall be extended one (1) day for each day of deferral of the Commencement Date. (b) Tenant has delivered the Tenant’s space plan parameters for the Building Premises to Landlord, from which the Architect for the Tenant’s Work is developing the space plan for the Building Premises. Upon delivery of the space plan to Landlord and Tenant, Landlord and Tenant shall review the space plan and upon approval by Landlord and Tenant (not to be unreasonably withheld, conditioned or delayed) Landlord shall have prepared plans, specifications and working drawings for the Base Building Work and the Tenant’s Finish Work. If Landlord or Tenant requests revisions of the space plan it will notify the other party thereof within three (3) business days of receipt and specify the requested revisions. Tenant and Tenant’s consultant shall have the right to participate with Landlord in the preparation of the initial shipmentplans, specifications and working drawings for the Base Building Work and the Tenant Finish Work in a cooperative, “teamwork” approach, and Landlord will cooperate with such participation. Buyer may Landlord will deliver the completed plans, specifications and working drawings to Tenant for review (not make any deduction from any payment due because of loss to be unreasonably withheld, conditioned or damage to Goods in transitdelayed). If ▇▇▇▇▇ makes Tenant requests revisions of the plans, specifications or working drawings it will notify Landlord thereof within three (3) business days of Tenant’s receipt and specify the requested revisions. Upon completion of plans, specifications and working drawings Landlord will apply for permits and approvals as required for construction of the Base Building Work and Tenant’s Finish Work. Upon receipt of required permits and approvals Landlord will cause the Base Building Work and the Tenant’s Finish Work to be completed in accordance with the provisions of Articles II and III above. Landlord shall diligently proceed with the construction of the Base Building Work and the Tenant’s Finish Work and use reasonable efforts to complete same (with a written requestcertificate of occupancy, Sellerwhich may be temporary or conditional) thereof to Tenant not later than April 1, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor 2005. If for any loss or damage in transitreason (but subject to the provisions below concerning Tenant Delay), so long as Seller receives Landlord is unable to complete the claim Base Building Work and the Tenant’s Finish Work on such schedule, such failure shall not affect the validity of this Lease; provided, however, that under such circumstances, the Tenant’s obligation to pay Rent shall be abated for a period equal to such delay and the Term shall be extended one (1) day for each day of such rent abatement. Notwithstanding the foregoing, if such completion has not occurred within five ninety (590) calendar days following the scheduled completion date (which scheduled completion date will be extended for Tenant Delays and Events of delivery Force Majeure), then Tenant shall have the right to terminate this Lease upon written notice to Landlord delivered at any time prior to Landlord’s completion of the GoodsBase Building Work and the Tenant’s Finish Work. All claims will For purposes hereof, completion of the Base Building Work and the Tenant’s Finish Work shall not be waived unless accompanied deemed to have occurred until all the following conditions shall have been satisfied: (i) The Base Building Work and the Tenant’s Finish Work shall have been completed, other than insubstantial details of construction, mechanical adjustment or decoration (“Tenant’s Punch List Items”), the non-completion of which does not interfere with Tenant’s use of the Premises for the Intended Use or prosecution of the Tenant’s Additional Work; (ii) The entire Premises shall be available for, and tendered to, Tenant for its exclusive use and possession, subject to completion of Tenant’s Punch List Items, broom clean and free of all construction debris materials and all personal property; (iii) Landlord shall have delivered to Tenant (x) a temporary certificate of occupancy which permits the use and occupancy of the Premises for its Intended Use (it being agreed that Landlord shall furnish Tenant with a permanent certificate of occupancy as soon as practicable, and at no time during the term shall Landlord permit the aforesaid temporary certificate of occupancy to expire before it is replaced with a permanent certificate of occupancy) and (y) all other certificates, permits and approvals as may be necessary for Tenant lawfully to occupy and operate the Premises in accordance with the Lease; provided, however, that compliance with this subclause (iii) shall not be required to the extent that noncompliance is caused by any incomplete portions of Tenant’s Additional Work, or other matters relating to the conduct of Tenant’s operations rather than the construction by Landlord provided for herein; and (iv) Landlord shall obtain for and deliver to Tenant a title search (the “Title Search”) of the Land and Building, prepared by a delivery receipttitle company licensed to issue title insurance in California, signed by freight vendorshowing that, as of the Title Date (as hereinafter defined), (A) Landlord is the sole fee owner of the Land and Building, (B) there are no mortgages upon the Land or the Building or any part of either, other than those mortgages for which Tenant has received or will receive an Attornment and non-disturbance agreement as required Article 13 of the Lease, (C) there are no ground or underlying leases covering the Land or the Building or any part of either, and (D) there are no liens, encumbrances, security interests, charges, reservations, easements, rights of way, restrictive covenants, conditions, limitations, or any other burden covering or affecting the Land or the Building or any part of either, other than the Permitted Encumbrances. The “Title Date” shall be any date occurring not more than thirty (30) days prior to substantial completion of the Base Building Work and the Tenant’s agent at time Finish Work. In the event that, prior to the satisfaction of deliveryany of the foregoing conditions, on which receipt Landlord and Tenant agree that completion of the loss or damage Base Building Work and the Tenant’s Finish Work has been notedoccurred, then Landlord shall still be obligated to satisfy such conditions in a timely manner subsequent to completion of the Base Building Work and the Tenant’s Finish Work.

Delivery. Delivery terms are EXW (Ex-Works) (per Incoterms® 20202010) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified by Seller in writing. All shipping dates are approximate; production approximate and any time period indicated for a shipment will not begin until receipt by Seller at Seller’s plant of complete manufacturing, shipping, shipping and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location premises other than Seller’s location’s, (C) delivery to Buyer’s representative or designee, designee or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods of stoppage in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Sellerperformance, even if irrespective of any freight is included allowance or prepaidprepayment of freight. If Seller holds Goods at per Buyer’s instruction instructions or because ▇▇▇▇▇ Buyer has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be Goods and Buyer agrees to make payment at Seller’s standard ratesthe maturity of the invoice rendered. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails , storage and other expenses incident to provide shipping instructions, Seller may, such delay at its option, ship the Goods to prevailing rates. Partial deliveries will be accepted by Buyer and paid for at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If When Buyer declares has declared or indicates manifested an intention not to not accept delivery, no tender will be necessary, but Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, deliver and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because hereunder by reason of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a On Buyer’s written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇Buyer’s claim against the freight vendor carrier for any loss or damage in transit, so long as provided that Seller receives the such claim within five (5) calendar days of delivery of the Goods. All claims will must be waived unless accompanied by a delivery receipt, signed by freight vendorcarrier’s agent at time of delivery, on which receipt the loss or damage has been noted, or such claims will be waived.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesrates per pallet, per day stored. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ Buyer agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per will be accomplished FCA SELLER’s determined shipping point; or on SELLER’s discretion it will ship DDP or DAP foreign port unless otherwise expressly agreed between the parties using Incoterms® 2020) are stated on each Order. All Orders must include BuyerAt SELLER’s discretion other terms under Incoterms® 2020 may be used as required. In the event of any reference to “prepay and add” the applicable Incoterms® 2020 will be DDP or forwarderDAP at SELLER’s address and are assumed discretion, while any reference to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production “collect” will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is be deemed to occur at be FCA under the earliest Incoterms® 2020 regardless of (A) acceptance of shipment by designated shipper, (B) allocation of Goods reference to Buyer at location other than Seller’s location, (C) delivery reference to Buyer’s representative shipping point. In the event DDP or designee, or (D) mailing of an invoice DAP is used for a transaction SELLER reserves the right to Buyerselect the carrier and shipping mode. ▇▇▇▇▇ agrees to provide Seller with defined pay SELLER for any sales tax, brokerage fees, or other costs incurred as a result of the shipping instructions within seven (7) business days following receipt mode chosen by SELLER. For all intents and purposes the FOB/FOD Legal title and risk of packing list provided by Seller. Title to Goods will loss or damage pass to Buyer BUYER upon transfer to the first carrier, regardless of final destination and mode of transit. SELLER will use commercially reasonable efforts to deliver the Products ordered herein within SELLER’s normal lead-time necessary for SELLER to deliver the Products sold hereunder. Upon prior agreement with BUYER and for an additional charge paid by BUYER, SELLER will deliver the Products on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of an expedited basis. Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Sellermay, in its sole discretion, determines that any part without liability or penalty, deliver partial shipments of Goods should be held for Buyer’s accountProducts to Buyer and ship the Products as they become available, Seller may invoice Buyer for in advance of the Goodsquoted delivery date. If the Products are delivered in installments, then insofar as well as for storage. Storage fees each shipment is subject to the same Agreement, the Agreement will be at Seller’s standard ratestreated as a single contract and not severable. Goods invoiced and held at any location for whatever reason Products will be boxed or crated as determined appropriate by SELLER for protection against normal handling and there will be an extra charge to the BUYER for additional packaging required by the BUYER with respect to waterproofing or other added protection. BUYER has sole responsibility for off-loading, storage and handling of the Products at Buyer’s risk the site. Where BUYER is responsible for any delay in the delivery date or installation date, the earlier of the date of delivery or the date on which the Products are ready for shipment by SELLER may be treated as the delivery date for purposes of determining the time of payment of the purchase price. Moreover, BUYER will be responsible for storage and Seller may charge for (but is not obligated insurance expenses with respect to carry) insurancesuch Products. If Buyer fails Should BUYER fail to provide shipping instructionseffect pick-up of Product as previously agreed in a timely manner, Seller SELLER may, at its optiondiscretion, ship assess storage charges and a surcharge to the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goodsaccount of BUYER. +▇ ▇▇▇ ▇▇▇ ▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process .▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇

Delivery. Delivery It is a condition of entry onto a Bunge Facility that the Deliverer agrees to these terms (per Incoterms® 2020) are stated on each Orderand conditions, even where receival of a particular parcel of Grain does not occur. All Orders must include BuyerReceival is offered at Bunge’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writingdiscretion. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is Receival shall be deemed to occur when the Deliverer’s nominated vehicle has been weighed, the quantity/quality of Grain delivered is ascertained by Bunge and recorded on a weighbridge ticket. The Deliverer agrees that, upon receival, the nomination by the Deliverer or its agent of the acquirer of the Grain is an irrevocable direction to transfer title in the relevant parcel of Grain to the relevant acquirer at the earliest relevant Bunge Facility. The Deliverer and its agents will not make or attempt to make a Delivery that contains a contaminant likely to adversely affect the quality of (A) acceptance Grain held at the relevant Bunge Facility. The Deliverer and its agents will comply with the work, health and safety rules and directions of shipment by designated shipper, (B) allocation of Goods the relevant Bunge Facility. The Warehouser agrees to Buyer at location other than Seller’s location, (C) register with NGR and must quote or provide its NGR number to Bunge when making any delivery to Buyer’s representative a Bunge Facility. Without a valid NGR number, Bunge will not accept a Grower delivery. The Warehouser warrants that: (a) it owns any Grain tendered for delivery by or designee, on behalf of it; (b) it has not manipulated or (D) mailing loaded any delivery in any way to prevent the making of an invoice accurate assessment by Bunge of the quality of the Grain using Bunge's standard sampling procedures; (c) Grain being tendered for delivery by or on behalf of it will not: (i) contain any chemical contaminant or residues; (ii) be in breach of any relevant Laws; (d) all Grain tendered for delivery by or on behalf of it was grown between May and September immediately prior to Buyer. ▇▇▇▇▇ agrees the current Season; (e) any vehicle used to provide Seller deliver the Grain is clean, dry and free of any remaining materials and odours from previous loads; (f) if any of the Grain has been treated with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer substances for the Goodscontrol of insects, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced details of the substances and held at the application of those substances has been provided in writing to Bunge before the Grain is delivered to the Bunge Facility and the use of any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified other chemical in the applicable Order process of planting, growing and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment storage of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage Grain has been notedin accordance with the levels prescribed in any relevant Law and also in accordance with the usage instructions; (g) any information it provides to Bunge in relation to this Bunge Warehousing Agreement is complete, true and correct and not misleading or deceptive or likely to mislead or deceive.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s forwarder address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, designee or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, deliver and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. 9.1 Seller’s obligation to make delivery hereunder is subject to the availability of the particular Product shown in the Seller’s Sales Confirmation. 9.2 If the Seller at any time and for any reason believes that there may be a shortage of Product at the place of Delivery, it may allocate its available Products among its buyers in a manner as it may decide and in its absolute discretion. The Seller shall not be required to deliver the Product for export of which a government or port or other permit is required and has not been obtained by the Buyer. 9.3 The Buyer shall be responsible for obtaining all necessary permits, licenses and approvals required to enable Seller and Buyer to execute their entire obligation under this Agreement 9.4 Delivery terms (per Incoterms® 2020) are stated on shall be made in one or more consignments at the place of Delivery by such means as the Seller deem appropriate 9.5 The place of Delivery shall be at a place permitted by the port regulations or authorities concerned. If it is in the opinion of the Seller that the delivery will likely cause a labour dispute with its employees, the Buyer shall be required to provide its own bunker barge or bunker tanker notwithstanding what had been agreed in the Seller’s Sales Confirmation. 9.6 Subject to the availability of the Product, the availability of facilities at the place of Delivery and the Buyer providing the required notice in accordance with Clause 8 hereof, the Seller will use its best endeavour to ensure that the Product will be delivered promptly upon the Vessel’s arrival but the Seller shall not be responsible for any loss, expense, damage, demurrage, detention or increased costs incurred in consequence of the Vessel not being supplied promptly or otherwise being delayed or restrained for any reason whatsoever. 9.7 For delivery by bunker barge or bunker tanker, the Buyer shall at its own expense provide a clear and safe berth or safe anchorage for the bunker barge or bunker tanker to proceed and remain safely alongside the receiving Vessel and shall provide all necessary facilities and assistance required to effect delivery. The Buyer agrees to pay and indemnify the Seller against all claims and expenses in respect of any loss, damage or delay caused by the receiving Vessel to the delivering bunker barge or bunker tanker. 9.8 The Buyer and the receiving Vessel shall assist in safe mooring of the bunker barge or bunker tanker and make all connection/disconnection between the delivery hoses or the pipelines and the intake pipe of the receiving Vessel. The buyer shall render all necessary assistance and provide sufficient tank space and equipment to promptly receive each Orderand every consignment of the Product. All Orders must include It is the Buyer’s and the receiving Vessel’s responsibility to ensure that the Product is being received at a safe rate and pressure and that all receiving equipment utilized are fully functional, oil tight, and in good working order and condition and in every way fit to receive the Product safely. 9.9 In event the receiving Vessel’s arrival at the place of Delivery is later than the date of delivery as stated in the Seller’s Sales Confirmation, or forwarderthe receiving Vessel refuses to receive the Product expeditiously for whatsoever reason, the Seller hereby reserved the right to claim the Buyer and the receiving Vessel for all losses, additional expenses, charges arising there from including without limitation, demurrage at Seller’s address established rates and are assumed any increase in the price of the Product. 9.10 In event the receiving Vessel arrived earlier or later than the date of delivery as stated in the Seller’s Sales Confirmation or she is unable or refused to authorize immediate release upon ready-to-ship status unless otherwise receive the Product (see Clause 9.9), the product will be delivered by Seller on a best endeavour basis. The Seller is under no obligation whatsoever to effect prompt delivery and any guarantee or warranty given expressly or impliedly as to prompt delivery is hereby expressly excluded. 9.11 In event the receiving Vessel’s representative or crew had accepted the quantity of the Product delivered as evidenced by the receiving Vessel’s representative’s or crew’s signature on the bunker delivery receipt or bunker delivery note and there is no further written request from the receiving Vessel to the Seller’s bunker barge or bunker tanker prior to the disconnection of the bunker hose, the quantity as shown on the bunker delivery receipt or bunker delivery note shall be deemed final and complete and there shall be no further obligation on the Seller to deliver up to the nominated quantity as specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s locationSales Confirmation and Buyer shall not have any claims against the Seller for any short delivery. However, (C) the Seller shall have the right to claim the Buyer for any losses incurred including but not limited to loss of profit on the difference in quantity delivered and the nominated quantity. 9.12 The quantity of the Product delivered shall be determined strictly using the delivery bunker barge or bunker tanker’s measurements and calculations. In event flow meters are used instead of tank gauging, the flow meter readings from the meter fitted on board the delivery bunker barge or bunker tanker shall be used for determining the quantity delivered. 9.13 With regards to Buyer’s representative request for information on the Place of Delivery or designeeother Place of Delivery, the Seller shall use its best endeavours to obtain or (D) mailing of an invoice provide the information requested. Whilst every care will be taken by the Seller that such information is accurate and up to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of deliverydate, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure it is the Buyer’s payment or performance responsibility to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed countercheck the accuracy of any information provided and such information are furnished to supply shipping instructions or because Seller, in its sole discretion, determines the Buyers on a strict understanding that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but it is not obligated a contractual representation and that no responsibility of whatsoever nature will attach to carry) insurance. If Buyer fails to provide shipping instructions, the Seller may, at for its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares accuracy or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedcompleteness.

Delivery. 5.1 Barge Delivery. The coal shall be delivered to Buyer F.O.B. barge at the Armstrong Dock at mile point 76.6 on the Green River near Centertown, Kentucky (the “Barge Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Point”); provided however, if the Buyer or Buyer’s barging contractor is not permitted or forwarder’s address able to take possession and are assumed to authorize immediate release upon ready-to-ship status control of the barge at such dock (for example: if the dock is part of a closed harbor), then the coal is not considered delivered hereunder unless otherwise specified in writing. All shipping dates are approximate; production will not begin and until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery the barge is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to placed into a position that Buyer at location other than Seller’s location, (C) delivery to or Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit barging contractor can take possession and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt control of the initial shipment. barge and Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against barging contractor actually do take possession and control of such barge (in such case, the freight vendor point where Buyer or ▇▇▇▇▇’s barging contractor actually takes possession and control of the barge shall be considered the Barge Delivery Point hereunder). Seller may deliver the coal at a location different from the stated Barge Delivery Point, provided, however, that Seller shall reimburse Buyer for any resulting increases in the cost of transporting the coal to Buyer’s generating station(s). Any resulting savings in such transportation costs shall be retained by Buyer. Title to and risk of loss of coal sold will pass to Buyer and the coal will be considered to be delivered when barges containing the coal are disengaged by ▇▇▇▇▇’s barging contractor from the loading dock (except in the case where Buyer or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery Buyer’s barging contractor cannot take possession and control of the Goods. All claims barge at the dock, the coal will be waived unless accompanied by considered to be delivered at the moment Buyer or ▇▇▇▇▇’s Contractor actually takes possession and control of the barge). Buyer or its contractor shall furnish suitable barges in accordance with a delivery receiptschedule provided by Buyer to Seller. Seller shall load and trim the coal into barges to the proper draft and the proper ▇▇▇▇▇▇▇▇▇ COAL COMPANY, signed INC LG&E/KU Contract No. J10009 distribution within the barges. Seller shall arrange and pay for all costs of transporting the coal from the mines to the Barge Delivery Point (including, without limitation, all truck, rail, barge and transloading costs, and all fleeting, switching, harbor and other port charges). Buyer shall arrange for transporting the coal by freight vendorbarge from the Barge Delivery Point to its generating station(s) and shall pay for the cost of such transportation. For delays caused by Seller in handling the scheduling of shipments with ▇▇▇▇▇’s agent barging contractor, Seller shall be responsible for any demurrage or other penalties assessed by said barging contractor (or assessed by Buyer) which accrue at time the Barge Delivery Point, including the demurrage, penalties for loading less than the specified minimum tonnage per barge, or other penalties assessed for barges not loaded in conformity with applicable requirements. Buyer shall be responsible to deliver barges in as clean and dry condition as practicable. Seller shall require of deliverythe loading dock operator that the barges and towboats provided by Buyer or Buyer’s barging contractor be provided convenient and safe berth free of wharfage, on which receipt dockage, fleeting, switching, and other harbor and port charges; that while the loss barges are in the care and custody of the loading dock, all U.S. Coast Guard regulations and other applicable laws, ordinances, rulings, and regulations shall be complied with, including adequate mooring and display of warning lights; that any water in the cargo boxes of the barges be pumped out by the loading dock operator prior to loading; that the loading operations be performed in a workmanlike manner and in accordance with the reasonable loading requirements of Buyer and Buyer’s barging contractor; and that the loading dock operator carry landing owners or damage has been noted.wharfinger’s insurance with basic coverage of not less than $300,000.00 and total of basic coverage and excess liability coverage of not less than $1,000,000.00, and provide evidence 13

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production A. The Products will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at be delivered within a reasonable time after the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against order. Delivery dates are approximate and are dependent upon prompt receipt of all necessary Buyer-furnished information and materials (if applicable). Penalty fees/liquidated damages that may be associated with any late delivery will not apply unless mutually agreed in writing at the freight vendor time of order acknowledgement. B. Unless otherwise agreed in writing by the parties, Seller shall make the Products available at the ▇▇▇▇ factory (the “Delivery Point”). The title to and risk of loss for any loss or damage in transit, so long as Seller receives Products passes to Buyer upon signing of the claim within five bill of lading by the transportation company (5) calendar days of which signifies the delivery of the GoodsProducts to the transportation company for shipment to Buyer). Buyer shall be responsible for all loading costs and provide equipment and labor reasonably suited for receipt of the Products at the Delivery Point. C. All Prices are quoted ExWorks (EXW) ▇▇▇▇ factory or such other place that Seller shall designate on the Quotation. Seller does not insure shipments beyond the Delivery Point and, therefore, all claims of lost or damaged Products in transit must be filed directly with the transportation company by Buyer. Seller shall select the method of shipment and the carrier for the Products. Seller may ship via the Buyer’s choice if routing is satisfactory and rates equal to or less than Seller’s normal choice. In the case of higher than normal special shipping requirements, Seller will ship the Products at Buyer’s expense (including a handling fee or collect basis) and Buyer will not receive any credit for freight charges that under normal circumstances would be incurred by Seller. There may be only one destination per order. ▇. ▇▇▇▇’▇ standard document package will be waived unless accompanied provided— please see associated Quotation for details on what is included in document package for associated Product(s); document package will be delivered via electronic delivery (additional charges may apply if hard copy is required). E. If for any reason Buyer fails to accept delivery of Products on the date fixed pursuant to Seller’s notice to Buyer that the Products are being made available for delivery at the Delivery Point: (i) risk of loss to the Products shall pass to Buyer, (ii) the Products shall be deemed to have been delivered and accepted by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.Buyer and

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include It is understood that Buyer’s or forwarder’s address and are assumed 's ability to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by accept delivery of natural gas from Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest Point(s) of (A) acceptance of shipment by designated shipper, (B) allocation of Goods Delivery may be interrupted from time to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing time as a result of an invoice to outage at Buyer. ▇▇▇▇▇ agrees 's Facilities, in which case the following procedures shall apply: (a) In the event of a Regularly Scheduled Outage, Buyer shall use its best efforts to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods whatever advance notice is reasonably practicable in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Sellerthe circumstances and, in its sole discretionany event, determines that any part Buyer shall provide Seller with at least thirty (30) Days notice. Such notice shall specify the time and Day on which Buyer's Facilities will be taken out of Goods should service, the quantity of natural gas, if any, Buyer shall require during the Regularly Scheduled Outage and the time and the Day on which full deliveries of natural gas are to be held for Buyer’s account, resumed. Seller may invoice Buyer for the Goodsshall suspend or reduce, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructionsappropriate, Seller may, at its option, ship the Goods deliveries of natural gas to Buyer at the address Point(s) of Delivery starting on the Day and at the time specified in Buyer's notice, provided that Seller shall not be required to suspend or reduce such deliveries prior to the applicable Order expiry of thirty (30) Days following the receipt of Buyer's notice. If there is a change in the duration of a Regularly Scheduled Outage, Buyer shall promptly notify Seller of the new Day and invoice time on which full deliveries are to be resumed. Seller shall resume or increase, as appropriate, its daily deliveries of natural gas at the Point(s) of Delivery on the Day and at the time specified in Buyer's notice, provided that Seller shall not be required to resume or increase its daily deliveries until the expiry of forty-eight (48) hours following the receipt of Buyer's notice. (b) If for any reason other than a Regularly Scheduled Outage, Buyer's Facilities are unable to consume all or a portion of the Scheduled Daily Quantities for one or more remaining Days of the Month, Buyer shall so notify Seller. Within forty-eight (48) hours following receipt of said notice, or at such later Day and time as may be specified in said notice, Seller shall suspend or reduce, as appropriate, deliveries of gas at the Point(s) of Delivery in accordance with Buyer's notice. Seller shall use its best efforts to resume or increase, as appropriate, its daily deliveries of natural gas to the Point(s) of Delivery on the Day and at the time specified in Buyer's notice but in no event shall Seller be required to resume or increase its daily deliveries within less than forty-eight (48) hours following receipt of Buyer's notice. (c) If for any reason Buyer's Facilities are unable to receive or consume all or any portion of the GoodsScheduled Daily Quantities for one or more remaining Days of the Month, Buyer shall have the option of reselling to one or more third parties which are regularly and substantially engaged in the development, production and/or transportation or distribution of oil and/or natural gas a daily quantity of natural gas delivered to Buyer at the Point(s) of Delivery not exceeding the portion of the Scheduled Daily Quantities not delivered to Buyer's Facilities. ▇▇▇▇▇ agrees Buyer shall provide Seller with written notice of Buyer's election to make payment resell such quantities, specifying the quantities to be resold, the period of time over which the sale of such invoice when due under this Agreementquantities is to take place and the name and business address of the third party purchasing the quantities of natural gas. Buyer will accept and pay for partial deliveries shall provide Seller with as much advance notice of its election as is feasible under the circumstances. If at the Agreement prices and terms. If end of such period Buyer's Facilities continue to be unable to receive or consume all or any portion of the Maximum Daily Quantity, as specified in section 2.3, Buyer declares shall have the option of continuing to resell to one or indicates an intention more such third parties a daily quantity of natural gas not to not accept delivery, Seller may, at its option, give exceed the Maximum Daily Quantity upon written notice to Buyer that Seller Seller, which notice shall specify the quantities to be resold, the period of time over which the sale of such quantities is ready to take place and willing to deliver, the name and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt business address of the initial shipmentthird party purchasing the quantities of natural gas. When Buyer's Facilities return to service or are able to receive and consume the full amount of Scheduled Daily Quantities, Buyer may not make any deduction from any payment due because shall use reasonable efforts to cease the resale of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree natural gas as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long soon as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedpossible.

Delivery. Delivery terms (per Incoterms® 2020a) Time is of the essence on all deliveries. Unless otherwise indicated, the delivery date(s) for this order are stated the dates required on each Orderthe face hereof. All Orders HSY may cancel or (b) Seller may not rely on a course of performance, prior course of dealings or trade usage to imply an agreement to extend the specified time of delivery. (c) If delivery date(s) cannot be met, Seller must include Buyerimmediately inform HSY in writing of Seller’s best possible delivery date(s) subject to HSY’s acceptance. In addition to any other rights and remedies HSY may have under this Order or forwarder’s address and provided by law, if deliveries are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur made at the earliest of (A) acceptance of shipment by designated shippertime agreed upon, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide HSY may request that Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods by different and/or expedited delivery (cost of alternative means of or expedited shipment to Buyer at the address specified be borne exclusively by Seller), or cancel this Order in the applicable Order whole or in part and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept purchase comparable Goods elsewhere and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, hold Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor accountable for any loss or damage additional cost arising from such expedited delivery or cancellation. (d) The Goods may not be manufactured, packaged, stored, sampled or tested at or shipped from any location other than the facility on the face of this Order or the Specifications without HSY’s prior written consent. (e) Any property owned by HSY which is in transitSeller’s care, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims custody, or control, will be waived unless accompanied insured by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the Seller against loss or damage has been noted.resulting from fire, or allied perils. Property insurance will be provided on an all risk basis, subject only to standard industry exclusions. The property of HSY will be insured for replacement cost, with HSY to be included as loss payee. Upon request, Seller will supply HSY with a certificate of insurance, meeting the requirements of HSY as determined in its sole and absolute discretion, covering the same and listing Seller as insured and HSY as loss payee providing that HSY will receive at least thirty

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller By taking possession of complete manufacturingthe Premises, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. T▇▇▇▇▇ agrees that the Premises are in good order and satisfactory condition. Landlord shall not be liable for any delay or failure to provide Seller with defined shipping instructions within seven (7) business days following receipt deliver possession of packing list the Premises or any other space due to the holdover or unlawful possession of such space by another party or other reason, provided, however, Landlord shall use reasonable efforts to obtain possession of any such space. Any delay in the delivery of the Premises or in the occurrence of the Term Commencement Date shall not give rise to any liability or default by Landlord or affect any of the terms of this Lease or Tenant’s obligation to accept the Premises when delivered. Except as otherwise provided by Sellerin this Lease, Tenant shall not be permitted to take possession of or enter the Premises before the Term Commencement Date without Landlord’s permission. Title to Goods will pass to Buyer on tender If Tenant takes possession of deliveryor enters the Premises before the Term Commencement Date, Tenant’s possession or entry before the Term Commencement Date shall be subject to Seller’s right to stop Goods in transit the terms and to any interest conditions of Seller reserved to secure Buyer’s payment or performance to Sellerthis Lease; provided, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Sellerhowever, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer except for the Goodscost of services used or requested by Tenant (e.g., as well as after-hours HVAC service), Tenant shall not be required to pay Rent for storage. Storage fees will be at Sellerany such possession or entry before the Term Commencement Date during which Tenant, with Landlord’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but approval, has entered, or is not obligated to carry) insurance. If Buyer fails to provide shipping instructionsin possession of, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer Premises for the Goodssole purpose of performing improvements or installing furniture, equipment, Cabling (as defined in Section 8.01) or other personal property. ▇▇▇▇▇ Tenant acknowledges and agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept deliverythat, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process concurrently with T▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of and Landlord’s execution and delivery of this Lease, Landlord is conveying, selling, assigning and transferring to Tenant, and Tenant is purchasing, assuming and accepting from Landlord, all furniture, fixtures, and equipment located at the GoodsPremises as of the Effective Date (the “Purchased Furniture”) by way of a bill of sale, the form of which bill of sale is attached hereto as Exhibit C (the “Bill of Sale”). All claims will A list of the Purchased Furniture is attached to the Bill of Sale as Schedule 1. Tenant shall use the Purchased Furniture only for the purposes for which such Purchased Furniture was intended and in accordance with all manufacturers’ specifications and requirements, and Tenant shall maintain the Purchased Furniture in good order, condition and repair and shall, as necessary, replace the Purchased Furniture, at Tenant’s sole cost and expense. Tenant shall insure the Purchased Furniture along with all other Tenant’s Property as required by this Lease. Tenant acknowledges that Landlord has not made, does not make, and specifically disclaims any representations or warranties, whether express or implied, written or oral, past, present or future, as to, concerning, or with respect to the Purchased Furniture including, without limitation, the condition, suitability, quality, habitability, merchantability, fitness for a particular purpose of same, and adverse claim(s) of ownership. The Purchased Furniture shall be waived unless accompanied by a delivery receiptdelivered to Tenant in its “as-is, signed by freight vendor’s agent at time of deliverywhere-is, on which receipt with all faults” condition, and Landlord shall have absolutely no liability or obligation with respect to the loss or damage has been notedPurchased Furniture.

Delivery. Delivery terms (per Incoterms® 2020) are stated arestated on each Order. All Orders must include Buyer’s or forwarder’s forwarder address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will productionwill not begin until receipt by Seller of complete manufacturingcompletemanufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ Buyer agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ Buyer has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesrates per pallet, per day stored. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ Buyer agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ Buyer makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇Buyer’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt . All prices are F.O.B. the location of FireRock or Manufacture’s facility (as applicable), unless otherwise specified by Seller of complete manufacturing, shipping, and credit informationFireRock. Tender of delivery is deemed to occur at the earliest of (A) acceptance Acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer, whichever first occurs, shall constitute “Delivery” of the Goods. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt Risk of packing list provided by Seller. Title to loss of the Goods will pass passes to Buyer on tender Delivery, and Buyer shall be deemed to have accepted the Goods unless Buyer notifies FireRock in writing within thirty (30) days of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insuranceDelivery. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods notify FireRock of any error or other discrepancy with respect to Buyer at the address specified in the applicable Order and invoice Buyer for Buyer’s order or the Goods, Buyer shall have waived the right to reject such Goods and FireRock shall have no further obligation or liability with respect to such Goods or Buyer. ▇▇▇▇▇ agrees Upon payment in full, title shall pass to make payment of such invoice when due under this AgreementBuyer. In no event shall Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention be entitled to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because hereunder by reason of loss or damage to Goods in transit. If Upon the written request of ▇▇▇▇▇ makes a written request▇, SellerFireRock, in at its sole discretiondiscretion and ▇▇▇▇▇’s expense, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor carrier for any loss or damage in transit, so long as Seller receives the provided that such claim is received by FireRock within five two (52) calendar days of delivery of the GoodsGoods to Buyer. All Any such claims will must be waived unless accompanied by a delivery receipt, signed by freight vendorcarrier’s agent at time of delivery, on which receipt the loss or damage has been noted. In the absence of directions, the Goods will be shipped by the method and via the carrier selected by either FireRock or Manufacturer (as applicable). Delivery by truck will be made to the nearest points reasonably accessible by truck as determined by the driver. Buyer will unload and store, or furnish and pay for any necessary labor to unload and store, the Goods, and neither FireRock, the carrier, the driver nor Manufacturer have any obligation to unload or store the Goods. Buyer shall note loss or damage on truck shipments upon the delivery ticket returned to FireRock or Manufacturer (as applicable), or such claims shall be waived.

Delivery. The Supplier shall deliver Parts/Equipment pursuant to terms and conditions of this Contract and also all other documents regulating the related shipments between Martur Fompak International and the Supplier, especially drawings, technical specifications, analysis certificate, etc. (“Documents”). Delivery terms time indicated on the Special Purchase Contract and the Purchase Order could be either the delivery time to Martur Fompak International ’s warehouse (per Incoterms® 2020) shipping being on the Supplier’s responsibility), or the delivery time of products to the place agreed with the Supplier (shipping being on Martur Fompak International ’s responsibility), according to INCOTERMS applied to the related order during the delivery row and/or time. The Supplier knows that Martur Fompak International manufactures for [pls write relevant country] and the export market and sometimes works in 3 shifts system. The delivery should meet 100% condition as quantity and time. Deliveries cannot be before or after the determined date. Martur Fompak International could immediately return Parts which are stated not ordered or excess the quantity defined on each the order or whose delivery time is not programmed, all shipping costs, damages, risks, etc. being on the Supplier’s behalf. In such a case, return invoice amount shall be set off within the scope of Clause 22; or Martur Fompak International can accept Parts on condition to pay their prices at the end of payment period counted after delivery time foreseen on Martur Fompak International ’s Special Purchase Contract or the Purchase Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) Physical acceptance of shipment Parts by designated shipperMartur Fompak International, (B) allocation without reserving his rights shall not be interpreted as the loss of Goods to Buyer at location other than SellerMartur Fompak International ’s location, (C) delivery to Buyer’s representative rights derived or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of originated from late delivery. Buyer must report any shortages in shipments within three (3) calendar days The Supplier accepts beforehand to agree with all kinds of receipt of the initial shipmentlogistics procedures indicated on Martur Fompak International ’s Logistics Contract. Buyer may not make any deduction from any payment The Supplier is responsible for all damages originated due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written requestunapproved, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇undefined and/or untimely sent Parts/Equipment without Martur Fompak International ’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedknowledge.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ Buyer agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ Buyer has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ Buyer agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ Buyer makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇Buyer’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. 10.1 Each Supplier shipment shall be accompanied by a Packing Slip which includes as a minimum, Sycamore's part number, Purchase Order Number, the Supplier's Part Number, serial number and quantity. Packaging of the material shall be in accordance with Sycamore's packaging instructions and/or written specifications. Sycamore shall be responsible for the adequacy and sufficiency of such packaging instructions or specifications and shall hold Supplier harmless from any costs or damages related thereto, provided Supplier completely adheres to such instructions or specifications. 10.2 The Supplier shall deliver its services within a window of plus or minus [*] of "Delivery terms (per Incoterms® 2020) Date" specified on Sycamore's Purchase Order. 10.3 Without the prior written consent of Sycamore, no partial shipments or over shipments are stated allowed. Any claims for alleged shortages must be made known to Supplier in writing within [*] of receipt at Sycamore or such claim is waived by Sycamore. 10.4 The Supplier shall make deliveries in accordance with the schedule set forth and mutually agreed upon in Sycamore's Purchase Order as accepted by Supplier. Title and risk of loss and damage for items on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed Sycamore's purchase orders will pass from Supplier to authorize immediate release Sycamore upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyerthe freight forwarder. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided Supplier shall use the freight forwarder chosen by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, Sycamore in its sole discretion. The Supplier shall ship all deliverables purchased under a Purchase Order freight prepaid on Sycamore's behalf so as to be received, determines that any part of Goods should be held allowing for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Sellernormal transit times, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against accordance with the schedule specified thereon. Supplier shall invoice Sycamore for freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of charges following delivery of items on Sycamore's purchase orders. 10.5 The Supplier shall be [*] to meet the Goodscommitted delivery schedule set forth and mutually agreed upon in Sycamore's Purchase Order unless [*]. All claims will Sycamore shall be waived [*] and "surface" freight unless accompanied previously approved by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedSycamore in writing.

Delivery. Time is of the essence for delivery, performance and all other obligations arising herein. If Supplier does not meet the scheduled Delivery terms (per Incoterms® 2020) are stated on each OrderDates, and Supplier fails to demonstrate to Buyer that it has taken best efforts to comply with meeting the Delivery Dates, then Buyer may, at its option cancel this PO, or any part of this PO without incurring any liability. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-If Buyer requests expedited shipment of any late deliveries, Supplier will be responsible for shipping costs. Supplier will not ship status ahead of the scheduled Delivery Date unless otherwise specified authorized by Buyer in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller mayreject, at its option, ship all unauthorized early shipments to Supplier at Supplier’s expense. Payments for early shipments unauthorized by Buyer will be postponed until the Goods applicable due date after the scheduled Delivery Date. Supplier, when it has reason to believe that deliveries will not be made as scheduled, will provide immediate written notice to Buyer at setting forth the address specified cause of such anticipated delay. Supplier shall be, in addition to any other remedy available to Buyer, liable for Buyer’s documented additional expenses and costs due to its failure to deliver in the applicable Order event that it fails to provide such notice. Notwithstanding the above, neither Buyer or Supplier will be liable for delays or defaults due to fires, floods, earthquakes, riots, storms or acts of civil or military authority and invoice without their fault or negligence and which were not reasonably foreseeable. In the event that any such condition exists as to Supplier, Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, may at its option, give written notice cancel this PO in whole or in part. All internationally shipped Deliverables will be shipped under "DDP Suppliers facility (Incoterms 2010)". Deliverables shipped under domestic transport will be shipped “FCA Supplier’s facility” (Incoterms 2010), and Supplier must utilize the carriers or freight forwarder provided in Buyer’s shipping guidelines for the transit from Supplier’s facility to the Buyer’s receiving dock. If Supplier uses any other transportation agent, Supplier will reimburse Buyer for any additional costs incurred for transportation. If no transportation agent is specified, Supplier will use a transportation agent acceptable to Buyer. Title shall be transferred to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt following acceptance of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written requestDeliverables by Buyer, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against but no sooner than the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of physical delivery of the GoodsDeliverables to the final destination designated on Buyer's PO. All claims Before and at the time Deliverables are shipped, Supplier will be waived unless accompanied by a delivery receiptgive Buyer sufficient warning in writing (including appropriate labels on all Deliverables, signed by freight vendor’s agent at time containers, and packing, including without limitation disposal and recycling instructions, material safety data sheets and certificates of deliveryanalysis) of any hazardous or restricted material that is an ingredient or part of the Deliverables, on which receipt together with any special handling instructions that are needed to advise carriers, Buyer, and their employees how to take appropriate measures while handling, transporting, processing, using or disposing of the loss or damage has been notedDeliverables, containers, and packing. Supplier agrees to comply with all Laws pertaining to Deliverable content and warning labels, including without limitation the U.S. Toxic Substances Control Act and European Union Directive 2000/53/EC.

Delivery. Delivery terms are FCA Seller’s dock (per Incoterms® 2020) are unless otherwise stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ Buyer agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ Buyer has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ Buyer agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ Buyer makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇Buyer’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020a) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless Unless otherwise specified in writing. All on the face hereof, the Goods are sold under FCA shipping dates are approximate; production will not begin until receipt point (the “Delivery Point”) and acceptance by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) a common carrier shall constitute a delivery to Buyer’s representative or designee, or (D) mailing upon which title and risk of an invoice loss shall pass from Seller to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right rights as an unpaid vendor including stoppage in transit. As collateral security for the payment of the Price of the Goods, Buyer hereby grants to stop Goods Seller a lien on and security interest in transit and to any all of the right, title, and interest of Seller reserved to secure Buyer’s payment or performance to SellerBuyer in, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Sellerto, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for and under the Goods, wherever located, and whether now existing or hereafter arising or acquired from time to time, and in all accessions thereto and replacements or modifications thereof, as well as for storage. Storage fees will be at Seller’s standard ratesall proceeds (including insurance proceeds) of the foregoing. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against request at any place, for whatever reason, shall be at Buyer’s sole risk and account. (b) Delivery of any installment of Goods within thirty (30) days after the date specified therefor shall constitute a timely delivery. (c) In case Seller is responsible for arranging transportation hereunder, the timing of the shipment shall be subject to shipping space being available. In other cases, Buyer shall provide necessary shipping space on berth terms and give shipping instructions in a timely manner. Otherwise, Seller may make such shipping arrangements including prepayment of freight vendor for Buyer’s risk and account, without prejudice to Seller’s other rights. (d) Transshipments and partial shipments shall be allowed, at Seller’s option. In case of partial shipments, each lot shall be regarded as a separate and independent contract. The date of the bill of lading (or the receipt by a common carrier) and the description of the Goods in a quality certificate or similar document shall be accepted as conclusive of the date of shipment and of the quantity, weight, and quality of Goods. (e) All costs, expenses, and damages in connection with discharge of the Goods, including demurrage, shall be borne by Buyer. Seller shall not be liable for any loss delays, losses, or damage damages in transit. (f) Buyer shall furnish Seller with necessary instructions for packing, so long as Seller receives the claim within five (5) calendar days of delivery marking, and/or other arrangements, if any, in time for preparation or shipment of the Goods. All claims will If Seller has not timely received any particulars relating to the manner of shipment, such particulars shall be waived arranged by Seller at its sole discretion. Buyer shall be responsible for all loading costs and provide equipment and labor reasonably suited for receipt of the Goods at the Delivery Point. (g) If for any reason Buyer fails to accept delivery of any of the Goods on the date fixed pursuant to Seller's notice that the Goods have been delivered at the Delivery Point, or if Seller is unable to deliver the Goods at the Delivery Point on such date because Buyer has not provided appropriate instructions, documents, licenses, or authorizations: (i) risk of loss to the Goods shall pass to Buyer; (ii) the Goods shall be deemed to have been delivered; and (iii) Seller, at its option, may store the Goods until Buyer picks them up, whereupon Buyer shall be liable for all related costs and expenses (including, without limitation, storage, and insurance). (h) The quantity of any installment of Goods as recorded by Seller on dispatch from Seller's place of business is conclusive evidence of the quantity received by Buyer on delivery unless accompanied by Buyer can provide conclusive evidence proving the contrary. (i) Any liability of Seller for non-delivery of the Goods shall be limited to replacing the Goods within a delivery receipt, signed by freight vendor’s agent at reasonable time of delivery, on which receipt or adjusting the loss or damage has been notedinvoice respecting such Goods to reflect the actual quantity delivered.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery AJC INTERNATIONAL INCORPORATED is deemed to occur at purchasing the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Sellergoods from you for resale. Title to Goods will the goods shall pass to Buyer AJC INTERNATIONAL INCORPORATED upon delivery. We have promised deliveries to our customers based on tender the delivery date(s) specified in this Purchase Order. Time is, therefore, of deliverythe essence of this Purchase Order. If deliveries are not made by the date(s) specified in this Purchase Order, subject AJC INTERNATIONAL INCORPORATED reserves the right without liability and in addition to Seller’s its other rights and remedies to (i) terminate this Purchase Order by notice as to goods to not yet received and (ii) purchase substitute items elsewhere and charge you with any loss incurred. If in order to comply with AJC INTERNATIONAL INCORPORATED’S required delivery date it becomes necessary for you to ship goods by a more expensive way than specified in this Purchase Order, you will pay any increased transportation costs resulting therefrom unless the necessity for such rerouting or expedited handling has been caused by AJC INTERNATIONAL INCORPORATED. All goods purchased under this Purchase Order will (i) be produced and delivered to AJC INTERNATIONAL INCORPORATED in compliance with all applicable foreign, federal, state and local laws and (ii) will be accompanied by proper documents (as required by applicable foreign and domestic law) for export by you and import by AJC INTERNATIONAL INCORPORATED. IF AJC INTERNATIONAL INCORPORATED NOTIFIES YOU THE GOODS ARE TO BE INSPECTED FOR AND SUITABLE FOR EXPORT AND ENTRY INTO A SPECIFIED COUNTRY, YOU WILL PROVIDE ALL DOCUMENTS REQUIRED BY U.S. LAWS AND THE LAWS OF THE SPECIFIED COUNTRY TO FACILITATE EXPORT BY AJC INTERNATIONAL INCORPORATED AND IMPORT BY OUR CUSTOMER. Upon delivery and before or after payment (without regard to the manner of shipment or any shipping or price terms), AJC INTERNATIONAL INCORPORATED has the right but not the obligation to inspect all goods delivered under this Purchase Order and to reject any or all such goods which are defective or nonconforming. For a period of ninety (90) days after delivery to AJC INTERNATIONAL INCORPORATED (or our customer, as applicable), such period being deemed reasonable by the parties, we reserve the absolute right to stop Goods in transit and revoke any acceptance of nonconforming goods, the nonconformity of which was not perceptible upon initial inspection. Payments by AJC INTERNATIONAL INCORPORATED to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer you for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due goods delivered under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to Purchase Order do not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt acceptance of the initial shipmentgoods. Buyer may not make In the event of any deduction return or rejection of any goods product purchased pursuant hereto, you shall immediately refund and return any and all deposits, prepayments, or any sums whatsoever received by you from any payment due because of loss AJC INTERNATIONAL INCORPORATED relating to such product or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedgoods.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production Seller will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at deliver the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods goods to Buyer at location other than the time or times and to the place or places specified in the order. Seller will package and ship the goods as specified in the order as or defined by the Buyer packaging team. Buyer will pay normal shipping charges and costs (including insurance, duties, transfer taxes and inspection fees) from Seller’s locationdock to the place of delivery, (C) delivery unless the Parties agree to Buyer’s representative or designee, or (D) mailing other shipping terms. Risk of an invoice loss will transfer to Buyer at the time goods are delivered to Buyer. All Specifications will be considered to require that each good must be new when delivered to Buyer, unless the applicable Specifications expressly permit the delivery of used, reconditioned or remanufactured goods. Buyer may refuse to accept any goods that do not conform to all applicable Specifications or are otherwise defective (collectively, “nonconforming goods”), in which case those goods will not be considered to have been delivered by Seller, and Buyer shall not be required to pay for those goods. Buyer and Seller will establish procedures for the containment, accumulation, sorting and return of nonconforming goods. In addition to other remedies available to Buyer for the nonconforming goods, Seller will pay all costs associated with the nonconforming goods, including without limitation internal and external sorting and containment costs, round- trip shipping costs for nonconforming goods, expedited freight for replacement parts, internal travel costs, labor and overtime, part replacement costs, repair and replacement costs for other goods affected by the nonconforming goods, and other corrective action costs related to the nonconforming goods. If Seller does not promptly deliver replacement goods, ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject may deliver written notice to Seller’s right Designated Recipients that Buyer intends to stop Goods in transit accept the nonconforming goods, correct the nonconformity and to any interest of charge Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for reasonable costs incurred in making the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreementcorrection. Buyer will accept have the right to correct nonconforming goods and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of deliverycharge Seller. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process will maintain customary records concerning ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days use of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedcorrected nonconforming goods.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production a. The Products will not begin until be delivered within a reasonable time after the receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery▇’s purchase order, subject to the availability of the Products. b. Unless otherwise agreed in writing by the parties, Seller shall deliver the Products to Buyer’s shipping address identified on the Order Acknowledgment (the “Delivery Point”) using Seller’s right standard methods for packaging and shipping such Products. Delivery shall be made FOB Shipping Point. Buyer shall take delivery of the Products immediately upon their delivery to stop Goods in transit the Delivery Point. Buyer shall be responsible for all loading costs and provide equipment and labor reasonably suited for receipt of the Products at the Delivery Point. c. Shipping and handling charges will be prepaid and added to any interest the invoice. Fuel surcharge will be billed at time of Seller reserved shipment according to secure Buyer’s payment or performance to Seller, even if the market rate for that particular week as set by the Department of Transportation and our freight is included or prepaidcarriers. If a 3rd party freight company or freight collect methods are required, Getinge will charge a $50.00 handling fee per shipment. Any additional expense for providing hydraulic lift gate for truck delivery, inside delivery, refused shipments, storage, redelivery, etc., will be an additional charge to Customer. It is Customer’s responsibility to store the delivered equipment, if necessary, at no expense to Getinge. d. Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Sellermay, in its sole discretion, determines that any part without liability or penalty, make partial shipments of Goods should be held Products to Buyer. Each shipment will constitute a separate sale, and Buyer shall pay for the units shipped whether such shipment is in whole or partial fulfillment of Buyer’s account, Seller may invoice purchase order. e. Title and risk of loss passes to Buyer upon delivery of the Products at the point of origin. As collateral security for the Goodspayment of the purchase price of the Products, Buyer hereby grants to Seller a lien on and security interest in and to all of the right, title and interest of Buyer in, to and under the Products, wherever located, and whether now existing or hereafter arising or acquired from time to time, and in all accessions thereto and replacements or modifications thereof, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for all proceeds (but is not obligated to carryincluding insurance proceeds) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedforegoing.

Delivery. 6.1 Delivery shall take place on agreed INCOTERMS (ICC INCOTERMS 2010). If no INCOTERMS terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturingapply, shipping, and credit information. Tender of delivery is deemed shall be understood to occur at the earliest moment unloading has finished taking place at the location designated by Buyer. 6.2 Time of (A) delivery of the Goods and of performance of the Services is of the essence and shall commence from the date of acceptance by Seller of shipment by designated shipperthe Purchase Order or the date on which Seller is placed in possession of such information as may be necessary to enable it to start performing its obligation regarding the Goods or the Services, (B) allocation whichever may be the later. 6.3 Delivery of Goods in installments shall be permitted only with prior consent of Buyer and such permission, if given, shall not entitle Seller to Buyer at location other than Seller’s location, (C) claim payment prior to delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because all installments unless ▇▇▇▇▇ has failed agreed in writing. 6.4 If Buyer is not able to supply shipping instructions accept delivery of the Goods or because Seller, installation of the Goods upon the agreed delivery date in its sole discretion, determines that any part of Goods should be held for Buyer’s accountthe Purchase Order, Seller may invoice Buyer shall be responsible for arranging suitable storage at suitable premises of the Goods, as well as for storage. Storage fees will be at advising Buyer beforehand of the particulars of such proposed storage and Seller shall also ensure that the Goods and the premises in which they are stored are properly insured against all the usual risks and notify Buyer of such insurance cover. 6.5 If delivery is made before or after the delivery date specified in the Purchase Order due to Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller fault, ▇▇▇▇▇ may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship return the Goods to Seller at Seller's risk and expense without being obligated to make any payment. 6.6 If Seller delays in delivery of any Goods or Services, Buyer at reserves the address specified in right to purchase equivalent Goods or Services from another source and Seller shall compensate Buyer any price difference, additional cost or losses incurred by Buyer as a result. 6.7 Each delivery must be accompanied by details of the applicable exact quantity and description of the Goods and/or the Services performed. On the day on which shipment is made, all shipping documents and a separate invoice stating the relevant Purchase Order and invoice Buyer number for each shipment must be sent by first class mail or express mail to Buyer's plant or office which issued the Purchase Order, marked for the Goodsattention of the Accounts Office. When Goods are invoiced by Seller but shipped by a third party, the invoice shall bear the name of the shipper and the point from which the delivery originated. If shipment is to be delivered to any place other than ▇▇▇▇▇'s premises, the original bill of lading must be furnished with the invoice(s). ▇▇▇▇▇ agrees ▇'s count shall be accepted as final on all shipments. 6.8 Delivery shall not be deemed as completed unless the agreed Goods or Services are delivered in their entirety in accordance with the Agreement. 6.9 Seller shall provide Buyer with a current MSDS and certificate of analysis (“COA”) for each Good supplied to make payment of such invoice when due Buyer under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices on an annual basis or sooner in the event such document has been modified. The MSDS, COA and terms. labels shall be written in the local language where applicable in addition to the English language. 6.10 If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing in the position of being able to deliversupply some but not all of its customers, and such notice will constitute a valid tender Buyer shall be given priority over all other customers of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted's.

Delivery. Delivery terms If the Purchaser has inserted a delivery or completion date on the face of this Purchase Order, the Purchaser reserves the right to cancel this Purchase Order if said date is not met or if, prior to said date, after inquiry by Purchaser, Seller fails to provide adequate assurance, and Purchaser thereby reasonably believes that the Purchaser's delivery or completion date will not be met. Purchaser also reserves the right to assess a reasonable Chargeback if Seller fails to meet its delivery or completion date on the face of this Purchase Order in accordance with the Chargeback Policy set out in the Standard on Marking, Packaging and Routing Guide (per Incoterms® 2020) the “Standard”), which is expressly incorporated herein by reference. If a delivery or completion date is not specified on the face of this order, a reasonable time will be allowed. The delivery dates indicated by the Purchaser for the articles, material or work to be supplied under this purchase order are stated on each Orderof the essence. Deliveries shall be made by Seller strictly in accordance with the instructions specified herein. All Orders shipments must include Buyerbe packed to conform to Purchaser’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shippingspecifications, and credit informationPurchaser may reject all or part of any delivery based on non-conformance. Tender Failure to meet agreed- upon delivery dates shall be considered a breach of the contract. Unless otherwise agreed in writing by both parties, Seller shall not make commitments for material or production in excess of the amount or in advance of the time necessary to meet Purchaser’s delivery schedule. It is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s locationresponsibility to comply with this schedule, (C) delivery but not to Buyeranticipate Purchaser’s representative or designee, or (D) mailing requirements. Goods shipped to the Purchaser in advance of an invoice schedule may be returned to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesexpense. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller During the term of this Purchase Order, the Purchaser may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer Seller requesting that Seller is ready implement certain Consignment and willing Make and Hold. Except as otherwise mutually agreed upon by the parties, the terms and conditions of this Purchase Order apply to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedFlexible Delivery Program.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address Seller shall use its best efforts to make deliveries in the quantities and are assumed to authorize immediate release upon ready-to-ship status unless otherwise at the times specified in writingthis order. All Unless the Buyer specifies shipping dates instructions, which have been agreed to by the Seller, shipment and delivery will be made by the carrier and in the manner designated by the Seller to the CIP Destination. Seller shall not be liable for delays or defaults in deliveries due to causes beyond Seller's control and without its fault or negligence. If the Buyer elects to delay shipment of the goods for an extended period of more than thirty (30) days from notice that the goods are approximate; production ready to be shipped, Buyer will not begin until receipt by Seller of complete manufacturing, shippingbe charged for the goods in full as if shipped/delivered and installed/accepted, and credit information. Tender of delivery is deemed to occur at will furthermore be charged daily storage fees as long as the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than goods remain in Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaidpossession. If Seller holds Goods upon receipt the Buyer elects to delay installation of the goods for an extended period of more than thirty (30) days from delivery of the goods at Buyer’s instruction or because ▇▇▇▇▇ has failed destination, Buyer will be charged for the goods in full as if fully installed and accepted. Should Buyer fail to supply shipping instructions or because Sellercomply, in its sole discretion, determines that any part Seller retains the right to sell the goods to a third party and produce a new set of Goods should be held for good to fulfill Buyer’s accountorder. Failure of the deliveries to be installed by Buyer at their facility within a 60-day period from shipment, Seller may invoice will begin the warranty period. Further, Buyer for the Goods, as well as for storage. Storage fees will be at responsible for all replacement costs (including parts and labor) for any damaged components to the System associated with the delayed installation. In the event that a facility is not ready for installation (as defined in the respective Aerosol Jet® or LENS® Pre-Installation Agreement) upon the arrival of the Seller’s standard ratesinstallation team, Buyer will have thirty-six (36) hours to cure the deficiencies of the facility or assume liability for all expenses and costs associated with the delayed installation. Goods invoiced Acceptance of the System must occur within a reasonable time from receipt and held at any location for whatever reason installation or will be at Buyerdeemed to have occurred if Buyer is able to use and/or does use the System in a manner consistent with the System’s risk and Seller may charge for (but is not obligated to carry) insuranceInstallation Checklist. If the Buyer fails to provide shipping instructionspurchases an Advanced Application Workshop or other professional services offering, Seller maythe Buyer must use the Workshop or services within six (6) months of the order date or shipment date, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and termswhichever is later. If the Buyer declares purchases a service plan, any modification or indicates an intention change made to not accept deliverythe System by the Buyer, Seller maywithout the Seller’s consent, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt cause for immediate termination of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedplan agreement.

Delivery. Delivery terms (per Incoterms® 2020a) are stated on each Order. All Orders must include Buyer’s For barge or forwarder’s address and are assumed vessel deliveries, the Commodity shall be delivered to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur Buyer FOB barge or vessel at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by SellerDelivery Point. Title to Goods and risk of loss of the Commodity will pass to Buyer on tender as the Commodity is progressively loaded into each barge or vessel. Buyer or its Transporter shall furnish suitable barges or vessels for delivery of the Commodity. Seller shall arrange for and pay all costs of transporting the Commodity to the Delivery Point and loading the Commodity into barges or vessels to the proper draft and proper distribution in the barges or vessels. Buyer shall arrange for and pay all costs for transporting the Commodity by barge or vessel from and after the Delivery Point to its destination. If the Delivery Point is at a Delivery Point such that the Commodity will have been transported by barge or vessel prior to delivery, subject then title to and risk of loss to the Commodity will pass upon the earlier to occur of (i) the safe and proper mooring of the barge(s) or vessel(s) at the Delivery Point loading dock or discharge point or (ii) other transfer of the custody and control of the barge(s) or vessel(s) to Buyer or Buyer’s Transporter. (b) For rail or truck deliveries, the Commodity shall be delivered to Buyer FOB railcar(s) or FOB truck at the Delivery Point. Title to and risk of loss of the Commodity will pass to Buyer as it is progressively loaded into the truck or railcar. Buyer shall furnish suitable railcars or trucks for loading and delivery of the Commodity. If the Delivery Point is at a location such that the Commodity will have been transported by railcar or truck prior to delivery, then title to and risk of loss to the Commodity will pass upon the earlier to occur of (i) the safe and proper placement of the railcars or trucks at the Delivery Point or (ii) other transfer to Buyer (or Buyer’s Transporter) of the custody and control of the railcars or trucks. (c) If either Party is charged for any increased transportation charges or other costs, including demurrage, attributable to the other Party’s failure to timely load or unload the Commodity in accordance with the terms of the Transaction or the timing and tonnage requirements of the Transportation Specifications, such failing Party shall reimburse the other for such charges. (d) Notwithstanding anything to the contrary contained in this Agreement, if Buyer fails to take delivery of any quantity of the Commodity made available for delivery (either over the whole period of this Agreement or any shorter periods as may be applicable under this Agreement), such undelivered quantity shall, at Seller’s right 's option, cease to stop Goods in transit and be deliverable to Buyer under this Agreement, such undelivered quantity shall be deducted from the total quantity of the Commodity, without prejudice to any interest of Seller reserved to secure Buyer’s payment other rights or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines remedies that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goodshave against Buyer, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, sell or otherwise dispose of such undelivered quantity of the Commodity at its option, ship the Goods sole and absolute discretion. The provisions of this Section shall apply whether Buyer is to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares receive a single delivery or indicates an intention to not accept more than one delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms 6.1 Seller shall deliver Products both in quantities and at times specified on the Contract. Unless otherwise stated in the Contract, Products shall be delivered FCA or DAP (per Incoterms® 2020Incoterms 2010) Purchaser’s designated manufacturing facility, with export customs formalities completed by Seller and title will transfer upon receipt of the Products by Purchaser at such facility. Seller shall adhere to shipping directions specified by Purchaser. Purchaser shall not be required to make payment for Products delivered to Purchaser that are stated on each Order. All Orders must include Buyer’s or forwarder’s address in excess of firm quantities and are assumed to authorize immediate release upon ready-to-ship status unless otherwise delivery schedules specified in writingthe Contract. All shipping dates are approximate; production will Seller shall not begin until receipt procure, produce or ship any Products unless authorized in writing by Purchaser or as necessary to meet specific delivery dates. Shipments in excess of those authorized by Purchaser may be returned to Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesexpense, and Purchaser may debit Seller for the cost of such returns. Goods invoiced Purchaser may change shipping schedules or direct temporary suspension of such scheduled shipments. Purchaser may change the rate of scheduled shipments or direct temporary suspension of scheduled shipments, neither of which shall entitle Seller to a modification of the price of Products. Premium shipping expenses and/or other expenses necessary to meet delivery schedules set forth in the Contract shall be Seller’s sole responsibility. 6.2 Seller shall provide packing slips for all shipments. Packing slips and held at any location for whatever reason will be at Buyer’s risk other shipping documents and Seller may charge for (but is not obligated memos, such as bills of lading, shall show the Purchase Order number, part number, vendor, and item and reference numbers. For each international shipment, in addition to carry) insurance. If Buyer fails to provide shipping instructionsthe packing list, Seller mayshall include a customs valuation invoice (pro forma or “Commercial Invoice”, at its option, ship using the Goods to Buyer at the address specified value set forth in the applicable Order Purchase Order), with a master packing slip and invoice Buyer for the Goodsshall furnish all other required export/import documents. ▇▇▇▇▇ agrees Export and trade credits shall belong to make payment Purchaser. Seller shall furnish (a) all documents required to obtain export credits and customs drawbacks; (b) certificates of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt origin of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods materials and Products provided and the value added in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.each country;

Delivery. (a) Delivery terms of the Display Products to Buyer shall be made EXW (per Incoterms® ExWorks), Crated, at the Shipment Availability Location (Incoterms 2020). Nanolumens shall substantially meet the agreed Shipment Availability Date. If a desired Shipment Availability Date is indicated on an Accepted Order, such date is an estimate based on current and expected factory loads. Nanolumens assumes no responsibility for loss, damage or consequential damage resulting from the actual Shipment Availability Date being after any desired Shipment Availability Date indicated in an Accepted Order. (b) are stated on Buyer shall, at its sole risk and expense, be required to arrange for or provide the following with respect to each Order. All Orders must include Display Product purchased by Buyer: (i) Within five (5) days of the Shipment Availability Date, transportation of the Display Products from the Shipment Availability Location; (ii) Clearing of the Display Product through customs of the importing country if the Buyer is shipping the Display Product from the Shipment Availability Location to a location outside the United States; (iii) Installation of the Display Product; and (iv) At Buyer’s sole discretion, insurance on the Display Products on or forwarder’s address and after the Shipment Availability Date on which date risk of loss of a Display Product shall transfer to Buyer. (c) If the Display Products are assumed not shipped from the Shipment Availability Location within five (5) days after Nanolumens submission of the Shipment Availability Notice to authorize immediate release upon ready-to-ship status unless otherwise specified in writingthe Buyer Representative, then Nanolumens will, subject to storage availability at the Shipment Availability Location as solely determined by Nanolumens, store the Display Products at the Shipment Availability Location or such other location solely determined by Nanolumens. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shippingNanolumens reserves the right to invoice Buyer, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven pay, ▇▇▇▇▇▇▇▇▇▇’ then current storage and handling fees for all storage and handling of the Display Products and/or to ship the Display Products in place after the five (75) business days following receipt of packing list provided by Sellerday period described in the preceding sentence. Goods shipped in place shall be deemed delivered at such time. Title to Goods will goods shipped in place shall pass to Buyer on tender pursuant to Section 5 below. Buyer shall bear all-risk of delivery, subject to Seller’s right to stop Goods loss for goods shipped in transit and to place. (d) Buyer may arrange for inspection at the Shipment Availability Location of a Display Product at any interest of Seller reserved to secure time during a five (5) day period after the Shipment Availability Date. Buyer’s payment failure to give notice to Nanolumens of any claim within ten (10) days after the Shipment Availability Date with respect to a Display Product or within ten (10) days after performance of a Service shall constitute an unqualified acceptance thereof. Notwithstanding the foregoing, no acceptance conditions apply to SellerBuyer’s purchase of Display Products or Services. Any defects in material or workmanship, even if freight or mis-shipment, shall be provided for under the Nanolumens Warranty. (e) If delivery site is included or prepaidnot ready for delivery at agreed upon Shipment Availability Date, Nanolumens will invoice in accordance with Section 3. If Seller holds Goods at Buyer’s instruction or because delivery site is not ready and Nanolumens dispatches personnel, ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced responsible for reimbursement of reasonable time and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. expenses incurred by ▇▇▇▇▇▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. said dispatch. (f) If Buyer declares or indicates requests an intention order scheduled to not accept deliverybe shipped as a single order be broken up and shipped in multiple stages, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes must request a written requestchange order whereby the parties can establish payment terms. If no change order is mutually agreed to then the Buyer will be required to meet the payment terms of the Accepted Order. (g) Should Nanolumens be required to hold Display Products at its warehouse, Selleror a third-party location, in its sole discretion, may agree as a service because of Buyer’s inability and/or refusal to Buyer to process accept product shipment upon ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery receipt of the Goods. All claims will Shipment Availability Notice, Nanolumens shall invoice Buyer and Buyer shall pay for all storage and handling at Nanolumens’ then current storage and handling fees. (h) Upon Acceptance, all amounts due under an Accepted Order shall be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.paid in full and Buyer shall

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Goods to be shipped will be packed in accordance with sound commercial practices and so as to obtain the lowest rate possible under freight classifications except when otherwise specified by Buyer. Time is of the essence for this Order. All Orders must include Buyer’s Deliveries are to be made both in quantities and at times specified on the face hereof, or forwarder’s address and are assumed to authorize immediate on release upon ready-to-ship status schedules furnished against this Order and, unless otherwise specified by Buyer, in a single shipment. No partial shipments shall be made without Buyer’s prior written consent. Buyer reserves the right to cancel this Order and refuse delivery of Goods and return same at Seller's risk and expense if Seller defaults in the manner and time of delivery or in the rate of shipment. All costs incurred by Buyer as a result of Seller's failure to make delivery at the time and place specified herein, shall be charged to Seller. Regardless of the ship-to location designated on any Seller documentation or Order, title and all risk of loss or other damages to and with respect to the Goods will remain with Seller until the Goods have been accepted by Buyer, or an agent or consignee designated by Buyer, at the ship- to location specified on the face of this Order. Shipping terms are F.O.B. destination (Incoterms 2002) unless otherwise specified by Buyer in writing. All shipping dates are approximate; production will not begin Seller shall in insure the Goods for all loss and damage until receipt accepted by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur Buyer at the earliest of (A) acceptance of shipment ship-to location. If a blanket purchase order or other contract has been entered into between Seller and Buyer, the quantity included in this Order shall apply against the quantity covered by designated shipper, (B) allocation of such Order or contract. If any Goods to Buyer at location other than Seller’s locationbe delivered pursuant to this Order have a shelf life, (C) delivery to Buyer’s representative or designee, or (D) mailing any production of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to such Goods will pass to Buyer on tender of delivery, subject prior to Seller’s right to stop Goods normal processing time or release date is not permitted unless specifically authorized in transit and to any interest of Seller reserved to secure writing by Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds ships more Goods than in any Order, Buyer may either retain possession and assume ownership at Buyer’s instruction or because ▇▇▇▇▇ has failed no cost to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice the Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller mayor, at its optionthe sole discretion of the Buyer, ship return the Goods to Buyer at the address specified in the applicable Order and invoice Buyer Seller freight collect, plus any charges for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreementrepacking. Buyer will accept and is under no obligation hereunder to notify Seller of any overshipment, nor shall Buyer assume any liability to pay for partial deliveries at the Agreement prices any amounts over and terms. If Buyer declares or indicates above that specifically stated in an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedOrder.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each OrderSection 5.1 BARGE DELIVERY. All Orders must include Buyer’s or forwarder’s address and are assumed The coal shall be delivered to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur Buyer F.O.B. barge at the earliest of following points (A) acceptance of shipment by designated shipperthe "Delivery Point"), (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. the Evansville ▇▇▇▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery▇▇▇▇, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇ ▇▇▇▇ ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇.▇ agrees on the Ohio River or the Yankeetown Dock, at mile point 772.5 on the Ohio River. Seller may deliver the coal at a location different from the Delivery Point, provided, however, that Seller shall reimburse Buyer for any resulting increases in the cost of transporting the coal to make payment of such invoice when due under this AgreementBuyer's generating stations. Buyer shall retain any resulting savings in such transportation costs. BLACK BEAUTY COAL COMPANY LG&E CONTRACT #LGE 02012 KU CONTRACT #KUF02857 Title to and risk of loss of coal sold will accept pass to Buyer and the coal will be considered to be delivered when barges containing the coal are disengaged by Buyer's barging contractor from the loading dock. Buyer or its contractor shall furnish suitable barges in accordance with a delivery schedule provided by Buyer to Seller. Seller shall arrange and pay for partial deliveries all costs of transporting the coal from the mines to the Delivery Point and loading and trimming the coal into barges to the proper draft and the proper distribution within the barges. Buyer shall arrange for transporting the coal by barge from the Delivery Point to its generating station(s) and shall pay for the cost of such transportation. For delays caused by Seller in meeting the scheduling of shipments with Buyer's barging contractor, Seller shall be responsible for any demurrage or other penalties assessed by said barging contractor (or assessed by Buyer) which accrue at the Agreement prices Delivery Point, including the demurrage, penalties for loading less than the minimum of 1,500 tons per barge, or other penalties assessed for barges not loaded in conformity with applicable requirements. Buyer shall be responsible to deliver barges in as clean and termsdry condition as practicable. If Seller shall require of the loading dock operator that the barges and towboats provided by Buyer declares or indicates an intention Buyer's barging contractor be provided convenient and safe berth free of wharfage, dockage and port charges; that while the barges are in the care and custody of the loading dock, all U.S. Coast Guard regulations and other applicable laws, ordinances, rulings, and regulations shall be complied with, including adequate mooring and display of warning lights; that any water in the cargo boxes of the barges be pumped out by the loading dock operator prior to loading; that the loading operations be performed in a workmanlike manner and BLACK BEAUTY COAL COMPANY LG&E CONTRACT #LGE 02012 KU CONTRACT #KUF02857 in accordance with the reasonable loading requirements of Buyer and Buyer's barging contractor; and that the loading dock operator carry landing owner's insurance with basic coverage of not accept deliveryless than $300,000, Seller mayand total of basic coverage and excess liability coverage of not less than $1,000,000, at its option, give written notice and provide evidence thereof to Buyer that Seller is ready and willing to deliver, and such notice will constitute in the form of a valid tender certificate of delivery. insurance from the insurance carrier or an acceptable certificate of self-insurance with requirement for 30 days advance notification of Buyer must report any shortages in shipments within three (3) calendar days the event of receipt termination of or material reduction in coverage under the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedinsurance.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Seller shall cause timely delivery of the correct quantity of Products specified in an Order. All Orders must include Buyer’s or forwarder’s address and are assumed Time is of the essence with respect to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s locationobligations hereunder. Seller shall ensure that it provides Buyer with regular order updates and with an Advanced Shipping Notification (ASN) once the Products are being transported to Buyer, (C) confirming that the Products are in transit and the mode of transportation. If delivery of Products is not completed by the specified delivery date, Buyer reserves the right, in addition to its other rights, to return Products or terminate all or part of an Order and charge Seller with all costs, expenses and damages associated with such return or termination. Seller shall include a packing slip in a waterproof envelope secured to package on all shipments. Seller shall pack all Products in accordance with any instructions provided by Buyer and in accordance with good commercial practices to ensure that no damage results from weather or transportation. The packing slip must adhere to Buyer’s representative specifications, as amended from time to time. Seller must, amongst other things, display the complete Order number and Product part number on the outside of each delivered package or designee, or (D) mailing of an invoice box and the label must strictly adhere to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure the Buyer’s payment or performance to Seller, even if freight is included or prepaidwritten instructions. If Seller holds Goods at an Order comprises multiple boxes, a master label must also be provided in accordance with the Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, instructions. FAILURE TO DO SO WILL ENTITLE THE BUYER TO REJECT A DELIVERY. Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process shall strictly comply with ▇▇▇▇▇’s claim against delivery instructions contained on an Order. Irrespective of any delivery instructions stated elsewhere, prices charged to Buyer for goods are for delivery in accordance with 2020 Incoterms FCA. Risk of loss shall remain with Seller until delivery to Buyer’s facility or other designated location and acceptance after inspection by Buyer. No charges for blocking, boxing, crating, dunnage, cartage, drayage or packaging will be allowed without the freight vendor for specific prior written approval of Buyer. Seller shall ensure that Product packaging and protection are suitable to keep the Products and all parts in good condition during its transportation to Buyer and its storage in Buyer’s facilities thereafter. Buyer, at its option, may return to Seller Products delivered earlier than the date specified on the Order, at Seller’s sole risk and expense and/or withhold payment until the otherwise applicable payment period. The quantity of any loss or damage in transit, so long goods that are delivered as Seller receives the claim within five (5) calendar days of delivery part of the GoodsProducts may not be greater or less than the amount specified in the applicable Order unless otherwise agreed to by Buyer in writing. All claims will Buyer, at its option, may return overshipments to Seller at Seller’s expense. If Buyer so returns Products in either case, Seller’s account shall be waived unless accompanied by a delivery receiptdebited for the total amount or portion of any invoices (including shipping and freight expenses and taxes, signed by freight vendor’s agent at time of deliveryif applicable), on which receipt the loss or damage has been notedpaid thereon.

Delivery. Delivery terms (per Incoterms® 2020) a. If the Goods are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed delivered, the Customer authorises Gleason Cranes to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇▇▇ ▇▇▇ ▇oods to the place nominated by the Customer and to leave the Goods at such place whether or not any person is present to accept delivery. Gleason Cranes is ▇▇▇ ▇▇liged to obtain a signed receipt, signed delivery docket or other acknowledgment of the Goods from any person at the nominated place for delivery, but if such signature or acknowledgement is obtained from a person reasonably believed by Gleason Cranes to ▇▇▇▇ ▇▇▇▇▇▇▇▇y to sign for or otherwise take delivery of the Goods, then such signed receipt, signed delivery docket or other acknowledgment will be conclusive evidence of the Customer’s acceptance of the Goods. b. The Customer must provide a suitable and safe area at the nominated delivery site to unload the Goods and ensure that Gleason Cranes (o▇ ▇▇▇▇▇’s, employees or contractors of Gleason Cranes) u▇▇ ▇▇ the nominated delivery site is compliant with relevant work health and safety legislation. c. Delivery of the Goods is deemed to occur when they are handed to the Customer or the Customer’s representative, whichever occurs first. Gleason Cranes wi▇▇ ▇▇▇ be liable on any basis whatsoever for loss suffered by the Customer after the Goods are delivered. d. The Customer agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to examine the Goods will pass to Buyer on tender of immediately after delivery, subject to Seller’s right to stop Goods in transit . e. The Customer must pay and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because Gleason Cranes re▇▇▇▇▇▇ has failed the right to supply shipping instructions or because Seller, charge the Customer all costs and fees incurred as a result of: i. any delay in its sole discretion, determines that any part delivery of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods which is caused by the Customer or the conditions of the nominated delivery site or the nature of the Goods being delivered; ii. any unexpected labour or additional costs in connection with the delivery; and iii. any permit or licence or other extraordinary costs of transporting or delivering the Goods (including wide or long loads). f. If Gleason Cranes ar▇ ▇▇▇▇▇e to Buyer at deliver the address specified in Goods due to the applicable Order and invoice Buyer for the Goods. Customer, Gleason Cranes re▇▇▇▇▇ ▇he right to store the Goods or deliver the Goods to any nominated delivery site and charge the Customer all costs of storage or delivery (as applicable) incurred by Gleason Cranes fo▇ ▇▇▇▇ storage or delivery. g. The Customer agrees to make payment indemnify and hold Gleason Cranes (o▇ ▇▇▇▇▇’▇, ▇▇▇loyees or contractors of such invoice when due under this Agreement. Buyer will accept Gleason Cranes) f▇▇▇ ▇▇▇ and pay for partial deliveries at the Agreement prices all claims, loss and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt damage arising out of: i. Delivery of the initial shipment. Buyer may not make Goods (including any deduction from any payment due because of loss or damage cause by delivering the Goods to Goods an unattended site and loss or damage suffered by Gleason Cranes as ▇ ▇▇▇▇lt of any property damage or personal injury caused by the delivery and unloading the Goods); ii. The Customer’s failure to provide a safe, suitable and compliant nominated delivery site in transit. If accordance with clause 9(a); except to the extent that Gleason Cranes (o▇ ▇▇▇▇▇’▇, ▇▇▇loyees or contractors of Gleason Cranes) h▇▇▇ ▇▇▇▇▇▇▇▇▇ makes a written requestan act of negligence, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery breach of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time law or breach of delivery, on which receipt the loss or damage has been notedAgreement.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed The coal shall be delivered to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur Buyer F.O.B. barge at the earliest Evansville Terminal dock at mile point 784.0 on the Ohio River (the "Delivery Point"). Seller may deliver the coal at a location different from the Delivery Point, provided, however, that Seller shall reimburse Buyer for any resulting increases in the cost of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery transporting the coal to Buyer’s representative or designee, or (D) mailing of an invoice to 's generating stations. Any resulting savings in such transportation costs shall be retained by Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods and risk of loss of coal sold will pass to Buyer on tender of delivery, subject and the coal will be considered to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure be delivered when barges containing the coal are disengaged by Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because 's barging CONTRACT #▇▇-▇▇▇-▇▇▇ has failed contractor from the loading dock. Buyer or its contractor shall furnish suitable barges in accordance with a delivery schedule provided by Buyer to supply shipping instructions Seller. Seller shall arrange and pay for all costs of transporting the coal from the mines to the loading docks and loading and trimming the coal into barges to the proper draft and the proper distribution within the barges. Buyer shall arrange for transporting the coal by barge from the loading dock to its generating station(s) and shall pay for the cost of such transportation. For delays caused by Seller in handling the scheduling of shipments with Buyer's barging contractor, Seller shall be responsible for any demurrage or because Sellerother penalties assessed by said barging contractor (or assessed by Buyer) which accrue at the Delivery Point, including the demurrage, penalties for loading less than the specified minimum tonnage per barge, or other penalties assessed for barges not loaded in its sole discretionconformity with applicable requirements. Buyer shall be responsible to deliver barges in as clean and dry condition as practicable. Seller shall require of the loading dock operator that the barges and towboats provided by Buyer or Buyer's barging contractor be provided convenient and safe berth free of wharfage, determines dockage and port charges; that while the barges are in the care and custody of the loading dock, all U.S. Coast Guard regulations and other applicable laws, ordinances, rulings, and regulations shall be complied with, including adequate mooring and display of warning lights; that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified water in the applicable Order cargo boxes of the barges be pumped out by the loading dock operator prior to loading; that the loading operations be performed in a workmanlike manner and invoice Buyer for in accordance with the Goods. reasonable loading requirements of CONTRACT #▇▇-▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇-▇▇▇ makes a written requestBuyer and Buyer's barging contractor; and that the loading dock operator carry landing owners or wharfinger's insurance with basic coverage of not less than $300,000.00 and total of basic coverage and excess liability coverage of not less than $1,000,000.00, Seller, in its sole discretion, may agree as a service and provide evidence thereof to Buyer to process ▇▇▇▇▇’s claim against in the freight vendor form of a certificate of insurance from the insurance carrier or an acceptable certificate of self-insurance with requirement for any loss 30 days advance notification of Buyer in the event of termination of or damage material reduction in transit, so long as Seller receives coverage under the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedinsurance.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesrate per pallet, per day stored. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ Buyer agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s forwarder address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesrate per pallet, per day stored. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020a) are stated RORA MOTION will use commercially reasonable efforts to deliver the Goods on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of before the requested delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of deliverydate, subject to Seller’s right availability of raw materials and finished Goods. Delivery dates are estimates only and are without obligation unless RORA MOTION has expres1sly confirmed otherwise. RORA MOTION shall not be liable for or in respect of any loss or damage arising from any delay in filling any order, failure to stop deliver or delay in delivery. Delivery is subject to RORA MOTION timely receiving the correct supplies to manufacture the Goods. RORA MOTION will notify Buyer of any delays in procuring such raw materials and, should there be a delay in obtaining such raw materials, the delivery date will be postponed by an appropriate period by RORA MOTION. (b) Unless otherwise agreed in writing by the parties, RORA MOTION will make the Goods in transit and available to any interest of Seller reserved to secure Buyer or Buyer’s payment or performance carrier at [RORA MOTION FACILITY] (the “Delivery Point”) using RORA MOTION’s standard methods for packaging and making available such Goods. Buyer shall take delivery of the Goods within five (5) days of RORA MOTION’s written notice that the Goods have been delivered to Seller, even if freight is included or prepaidthe Delivery Point. If Seller holds Buyer shall be responsible for all loading costs and provide equipment and labor reasonably suited for receipt of the Goods at Buyer’s instruction the Delivery Point. No delay in the shipment or because ▇▇▇▇▇ has failed to supply shipping instructions delivery of any Goods relieves Buyer of its obligations under this Agreement, including accepting delivery of any remaining installment or because Sellerother orders of Goods. RORA MOTION may, in its sole discretion, determines that any part without liability, make partial shipments of Goods should be held to Buyer. Each shipment will constitute a separate sale, and Buyer shall pay for the units shipped whether such shipment is in whole or partial fulfillment of Buyer’s accountpurchase order. If, Seller may invoice Buyer for the Goodsany reason, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping accept delivery of any of the Goods on the date fixed pursuant to RORA MOTION’s notice, or if RORA MOTION is unable to deliver the Goods on such date because Buyer has not provided appropriate instructions, Seller maydocuments, licenses or authorizations: (i) risk of loss to the Goods shall pass to Buyer as of such date; (ii) the Goods shall be deemed to have been delivered as of such date; and (iii) RORA MOTION, at its option, ship may store the Goods to until Buyer at the address specified in the applicable Order picks them up, whereupon Buyer shall be liable for all related costs and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept expenses (including, without limitation, storage and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedinsurance).

Delivery. Delivery terms If delivery of the Leased Premises to Tenant, free of occupancy by KPT Cinemas 2, LLC, a California limited liability company (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing“KPT2”), shippingRedlands Cinemas 2, LLC, Downey Cinemas 2, LLC, and credit informationMonrovia Cinemas 2, LLC (collectively, the “KPT Entities” and each a “KPT Entity”), based on written documentation reasonably satisfactory to Landlord, does not occur by the Delivery Date, then the Delivery Date, Rent Commencement Date and Original Term Ending Date shall be each be extended, day for day, to account for such delay in delivering the Leased Premises to Tenant. Tender After the Delivery Date, Landlord shall prepare and deliver to Tenant a Notice of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipperDelivery Date, (B) allocation of Goods to Buyer at location other than Seller’s locationand, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery after Tenant’s receipt of the Goodssame from Landlord, Tenant shall execute and deliver to Landlord the Notice of Delivery Date, in the form prepared by Landlord. All claims will The Leased Premises may, or may not, be waived occupied by persons or entities other than the KPT Entities and Landlord shall not have any obligation to take any legal action to remove or to retain any such occupants. Tenant agrees to take possession of the Leased Premises whether or not any subtenants are in occupancy of all, or any portion of, the Leased Premises. If Landlord is unable to deliver possession of the Leased Premises to Tenant on the Delivery Date due to the holding-over or retention of possession by the KPT Entities, Landlord shall not be subject to any liability for failure to deliver possession on the Delivery Date (provided that Landlord has used commercially reasonable efforts to do the same) and Tenant shall not, unless accompanied possession of the Leased Premises is not delivered on or before April 1, 2018, have any right to terminate this Lease. If possession of the Leased Premises is not delivered by a delivery receiptApril 1, signed 2018, Tenant shall thereafter have the right to terminate this Lease by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.providing Landlord with fifteen

Delivery. Delivery terms (per Incoterms® 2020a) are stated on each OrderSeller will use reasonable efforts to deliver the Goods in accordance with a mutually agreed-upon delivery schedule. All Orders must include Buyer’s Seller shall not be liable for any delays, loss or forwarder’s address and are assumed damage in transit or expedited delivery costs unless the delay is due solely to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s locationgross negligence. Further, any specified delivery dates in a sales order confirmation or otherwise are estimates only and do not represent a confirmation on the delivery date for delivery for any Good or order. Should Buyer reschedule deliveries or modify quantities during an established firm order period, Buyer shall compensate Seller for all costs associated with the change in schedule or modification, including, but not limited to overtime and expedited freight costs. (Cb) Unless otherwise agreed in writing by the parties, Seller shall make the Goods available at Seller’s location (the "Delivery Point") using Seller's standard methods for packaging and shipping such Goods. Buyer shall take delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. the Goods upon ▇▇▇▇▇ agrees to ▇▇'s written notice that the Goods have been made available at the Delivery Point. Buyer shall be responsible for all loading costs and provide Seller with defined shipping instructions within seven (7) business days following equipment and labor reasonably suited for receipt of packing list provided by Sellerthe Goods at the Delivery Point. Title All deliveries made to Goods will pass to Buyer on tender of delivery, public carriers are made subject to Seller’s right to stop Goods in transit and to any interest the terms of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because such ▇▇▇▇▇▇▇'▇ has failed to supply shipping instructions or because Seller▇▇▇▇ of lading and tariffs, and the carrier shall be deemed the Buyer's agent irrespective of the terms of sale. Seller may, in its sole discretion, determines that any part without liability or penalty, make partial shipments of Goods should be held for to Buyer’s account. Each shipment will constitute a separate sale, Seller may invoice and Buyer shall pay for the units shipped whether such shipment is in whole or partial fulfillment of Buyer's purchase order. (c) Risk of loss for the Goods shall pass to Buyer at the Delivery Point. Ownership shall be transferred upon full payment of the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If for any reason Buyer fails to provide shipping accept delivery of any of the Goods on the date fixed pursuant to Seller's notice that the Goods have been delivered at the Delivery Point, or if Seller is unable to deliver the Goods at the Delivery Point on such date because Buyer has not provided appropriate instructions, Seller maydocuments, licenses or authorizations: (i) risk of loss to the Goods shall pass to Buyer; (ii) the Goods shall be deemed to have been delivered; and (iii) Seller, at its option, ship may store the Goods to until Buyer at the address specified in the applicable Order picks them up, whereupon Buyer shall be liable for all related costs and invoice Buyer for the Goodsexpenses (including, without limitation, storage and insurance). Each of Seller's Goods or part thereof or equipment shipped hereunder shall be deemed accepted by ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give unless written notice to Buyer that specifying all claimed defects, damages, shortages, or nonconformities is received by Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the said Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Deliver the goods into the custody of the carrier or another person (e.g. a freight forwarder) named by the buyer, or chosen by the seller in accordance with A.3.a), at the named place or point (e.g. transport terminal or other receiving point) on the date or within the period for delivery and in the manner agreed or customary at such point. If no specific point has been agreed, and if there are several points available, the seller may select the point at the place of delivery which best suits his purpose. Failing precise instructions from the buyer, the seller may deliver the goods to the carrier in such a manner as the transport mode of that carrier and the quantity and/or nature of the goods may require. Delivery terms to the carrier is completed: I) In the case of rail transport when the goods constitute a wagon load (per Incoterms® 2020or a container load carried by rail) the seller has to load the wagon or container in the appropriate manner. Delivery is completed when the loaded wagon or container is taken over by the railway or by another person acting on its be-half. When the goods do not constitute a wagon or container load, delivery is completed when the seller has handed over the goods at the railway receiving point or loaded them into a vehicle provided by the railway. II) In the case of road transport when loading takes place at the seller's premises, delivery is completed when the goods have been loaded on the vehicle provided by the buyer. When the goods are stated delivered to the carrier's premises, delivery is completed when they have been handed over to the road carrier or to another person acting on each Orderhis behalf. III) In the case of transport by inland waterway when loading takes place at the seller's premises, delivery is completed when the goods have been loaded on the carrying vessel provided by the buyer. All Orders must include Buyer’s When the goods are delivered to the carrier's premises, delivery is completed when they have been handed over to the inland waterway carrier or forwarder’s address and to another person acting on his behalf. IV) In the case of sea transport when the goods constitute a full container load (FCL), delivery is completed when the loaded container is taken over by the sea carrier. When the container has been carried to an operator of a transport terminal acting on behalf of the carrier, the goods shall be deemed to have been taken over when the container has entered into the premises of that terminal. When the goods are assumed less than a container load (LCL), or are not to authorize immediate release upon ready-to-ship status unless otherwise be containerised, the seller has to carry them to the transport terminal. Delivery is completed when the goods have been handed over to the sea carrier or to another person acting on his behalf. V) In the case of air transport, delivery is completed when the goods have been handed over to the air carrier or to another person acting on his behalf. VI) In the case of unnamed transport, delivery is completed when the goods have been handed over to the carrier or to another person acting on his behalf. VII) In the case of multimodal transport, delivery is completed when the goods have been handed over as specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the GoodsI)—VI), as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller the case may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedbe.

Delivery. Delivery terms The marine fuel delivered under this Contract shall be delivered at the Seller’s terminal if available, or by barge, or otherwise as agreed. In the event Buyer requests delivery by barge, as a courtesy to Buyer, Seller will arrange for such barging. Vessel will be bunkered as promptly as circumstances permit but Seller shall not be liable for any demurrage or any loss due to congestion at terminal or to prior commitments of available barges. Buyer shall pay all barging charges, including minimum charges, overtime, demurrage and pumpback fees. Buyer or vessel’s local agent shall give to Seller at each port where deliveries are required at least forty-eight (per Incoterms® 202048) are stated hours advance notice, Sunday’s and holidays excluded, of the exact quantity required and exact location and time at which delivery is required. Any change in delivery time or quantity by Buyer or vessel’s agent requires at least eighteen (18) hours advance notice from loading time. Any additional charges to accommodate such change will be for the Buyer’s account. Buyer shall make all connections and disconnections between the delivery hose and vessel’s intake pipe and shall render all other necessary assistance and provide sufficient tankage and equipment to receive promptly all deliveries hereunder. In no case shall Seller be liable for any damage or delay resulting from causes beyond their control or avoidable by due care on each Orderthe part of the Buyer or its vessel. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deliveries shall be deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will be complete and title shall pass to Buyer on tender of deliverywhen the marine fuel has reached the flange connecting the BUYER’S VESSEL’S BUNKER MANIFOLD WITH THE SELLER’S DELIVERY FACILITY (I.E., subject to Seller’s right to stop Goods in transit BUNKER BARGE). The marine fuel shall be pumped at the risk and to any interest peril of Seller reserved up to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If that flange only and thereafter Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should shall not be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor responsible for any loss or damage. Buyer shall indemnify Seller against all damage and liabilities arising from any acts or omissions of Buyer or its servants, ship’s officers or crews in transit, so long as Seller receives the claim within five (5) calendar days of connection with delivery of marine fuel under the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedContract.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each TIME IS OF THE ESSENCE IN THE DELIVERY OF ALL PRODUCTS AND SERVICES. Buyer may cancel any Order without penalty if delivery is not made by the date and time specified in the Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified No change in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of the scheduled delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment date or performance to Sellerwill be permitted, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because unless ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, otherwise agreed in its sole discretion, determines that any part of Goods should be held for writing. Buyer’s accountacceptance of Products or Services after the scheduled delivery date shall not be deemed to be a waiver of Buyer’s rights with respect to such late delivery, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will nor shall it be at deemed a waiver of Seller’s standard ratesobligation to comply with future scheduled delivery dates and times. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk schedules are based upon the delivery dates shown on the face of the Order. The Products or Services shall be delivered in the quantities and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship on the Goods to Buyer at dates or on expiry of the address periods specified in the applicable Order to the place(s) named therein at the risk of the Seller, but in no event shall the Products be shipped before the earliest shipping date specified on the face of the Order. The Products shall be properly packed and invoice secured in such manner as to reach their destination such that upon arrival they conform in all respect with the Order, and a packing slip shall accompany each parcel. Title to the Products shall pass to the Buyer for on the Goodsearlier of payment and delivery to the Buyer or its agents. ▇▇▇▇▇ agrees to make payment Transfer of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to title shall not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report in any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process way prejudice ▇▇▇▇▇’s claim against the freight vendor for rights of rejection. If any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery all of the GoodsProducts are not delivered on the date(s) specified in the Order, the Buyer shall be entitled to accept or reject any such Products and return rejected Products at Seller’s risk and expense without prejudice to any other of its rights. All claims Buyer shall also be entitled to recover from the Seller any monies paid by the Buyer in respect of such returned Products together with any additional expenditure reasonably incurred by the Buyer in obtaining other products in replacement. Notwithstanding any language to the contrary on the Proof of Delivery (“POD”), signing a POD only signifies that a shipment was received by Buyer or its agent(s). Buyer shall have seven days to review the contents of the shipment and if no claim is made within such seven days, this will signify that the delivery was as indicated on the POD; provided, however, that Buyer will always be able to file a claim as to the quality of the Products delivered, and Seller recognizes that the quality may not be ascertainable until the Products are used. An Order may contain specific brand identifiers for certain items. Buyer expects that all items delivered will be waived unless accompanied by of the correct brand and item specification. In the event that Seller cannot deliver the contracted brand, the Buyer must be notified immediately. In the event that a delivery receiptbrand is delivered that is not the contracted brand and there is no prior written approval from the Buyer, signed by freight vendor’s agent at time Seller agrees that Buyer shall treat such Products, as test samples which are free of delivery, on which receipt the loss or damage has been notedcharge to Buyer.

Delivery. Delivery terms Each of the Selling Stockholders represents and warrants that certificates in negotiable form representing all of the Shares to be sold by such Selling Stockholder hereunder have been placed in custody under a Custody Agreement relating to such Shares, in the form heretofore furnished to you, duly executed and delivered by such Selling Stockholder to EverQuote, Inc., as custodian (per Incoterms® 2020the “Custodian”), and that such Selling Stockholder has duly executed and delivered Powers of Attorney, in the form heretofore furnished to you, appointing the person or persons indicated in Schedule 2 hereto, and each of them, as such Selling Stockholder’s Attorneys-in-fact (the “Attorneys-in-Fact” or any one of them the “Attorney-in Fact”) are stated with authority to execute and deliver this Agreement on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed behalf of such Selling Stockholder, to determine the purchase price to be paid by the Underwriters to the Selling Stockholders as provided herein, to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the GoodsShares to be sold by such Selling Stockholder hereunder and otherwise to act on behalf of such Selling Stockholder in connection with the transactions contemplated by this Agreement and the Custody Agreement. All claims will Each of the Selling Stockholders specifically agrees that the Shares represented by the certificates held in custody for such Selling Stockholder under the Custody Agreement, are subject to the interests of the Underwriters hereunder, and that the arrangements made by such Selling Stockholder for such custody, and the appointment by such Selling Stockholder of the Attorneys-in-Fact by the Power of Attorney, are to that extent irrevocable. Each of the Selling Stockholders specifically agrees that the obligations of such Selling Stockholder hereunder shall not be waived unless accompanied terminated by operation of law, whether by the death or incapacity of any individual Selling Stockholder, or, in the case of an estate or trust, by the death or incapacity of any executor or trustee or the termination of such estate or trust, or in the case of a partnership, corporation or similar organization, by the dissolution of such partnership, corporation or organization, or by the occurrence of any other event. If any individual Selling Stockholder or any such executor or trustee should die or become incapacitated, or if any such estate or trust should be terminated, or if any such partnership, corporation or similar organization should be dissolved, or if any other such event should occur, before the delivery receiptof the Shares hereunder, signed certificates representing such Shares shall be delivered by freight vendor’s agent at time or on behalf of deliverysuch Selling Stockholder in accordance with the terms and conditions of this Agreement and the Custody Agreement, on which receipt and actions taken by the loss Attorneys-in-Fact pursuant to the Powers of Attorney shall be as valid as if such death, incapacity, termination, dissolution or damage has been notedother event had not occurred, regardless of whether or not the Custodian, the Attorneys-in-Fact, or any of them, shall have received notice of such death, incapacity, termination, dissolution or other event.

Delivery. Delivery terms (per Incoterms® 2020) Any delivery dates Seller quotes or which are stated on each Order. All Orders must include Buyer’s set out in Seller's order confirmation or forwarder’s address acceptance are estimates only and are assumed not intended to authorize immediate release upon ready-to-ship status unless be legally binding. Seller cannot guarantee delivery on a specific date. The Buyer will be invoiced for the quantity actually delivered. Unless otherwise specified agreed in writing, delivery may be made in installments. All shipping dates are approximate; production Delivery time may be extended if and for so long as the Buyer is delayed in the performance of any obligation to Seller. Seller will not begin until receipt in any circumstance be liable for any loss or damage whatsoever due to delay in delivery (including pursuant to installments) however occasioned unless the same was attributable to Seller's gross negligence or willful misconduct. The quantity recorded on Seller's packing slip shall be accepted by Seller of complete manufacturingboth parties as correct, shipping, and credit information. Tender of delivery is deemed unless objected to occur at the earliest of (A) acceptance of shipment in writing by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business five working days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of from delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written requestrefuses to accept delivery of products or any installment thereof, SellerSeller may, in without prejudice to its sole discretionother rights, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against arrange for the freight vendor for any storage of the products at the expense and risk of Buyer. All risk of loss or damage in transitpasses to Buyer at the time products have been placed at the disposal of Buyer at the premises of Seller, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage another place that has been notedagreed in writing. Seller shall retain title to the products delivered to Buyer until Seller has received full payment for all products described in Seller's confirmation. Until such time as title in the products passes to Buyer, if Buyer re-sells the products or any goods manufactured out of products sold by Seller, Buyer assigns to Seller all proceeds from their sale up to the amounts owing to the Seller and Buyer shall hold such amounts separately on trust for Seller. Seller shall have the right to access any premises where the products are stored to inspect or recover the goods if Buyer is in breach of any of these terms or is declared bankrupt, requests (temporary) moratorium, is insolvent or is unable to pay its debts, or takes any steps or any other person takes such steps towards the liquidation of Buyer's business.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted. Reftekk does not ship copper tubing via LTL due to risk of damage. If Buyer requests LTL shipment for copper tubing to reduce freight costs, Buyer is solely responsible for any damage that occurs during transit. No refunds of any kind will be provided for LTL shipments.

Delivery. Delivery terms (per Incoterms® 2020) are The Supplier shall deliver the Goods on the date or within the period stated on each Orderthe Order and any Order Amendment (the "Delivery Date"). All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender Where the date of delivery is deemed to occur at on the earliest Order differs from the date of (A) acceptance delivery stated on the Order Amendment, the date on the Order Amendment shall prevail. Deliveries of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer shall be made at the address nominated by LSE on the Order and/or any Order Amendment (the "Delivery Location"), and unless specified otherwise by LSE, to a location within the Delivery Location which can be secured by means of a lockable entrance. Unless specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept deliveryOrder Amendment, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute upon making a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt delivery of the initial shipment. Buyer may not make any deduction from any payment due because Goods the Supplier shall: report to the reception of loss or damage the Delivery Location; and verify the identity of the LSE personnel authorised to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of take delivery of the Goods. All claims will be waived unless accompanied Unless specified in the applicable Order or Order Amendment, the Supplier shall deliver the Goods to the Delivery Location during LSE's Usual Business Hours. Pursuant to Clauses 6.1, 6.2 and 6.3, LSE shall hold the Goods as delivered where the Goods have been delivered, unloaded, positioned, and where necessary installed, at the Delivery Location on the Delivery Date, and signed for by a member of LSE's personnel who is wearing a valid LSE identity card (containing a photograph). The Supplier shall provide any equipment, facilities, or fittings required for the delivery receiptand installation of the Goods at its own cost unless specified otherwise in writing by LSE. The Supplier shall not make a delivery of the Goods in instalments or in advance of the Delivery Date unless specified by LSE in the relevant Order or any Order Amendment. The Supplier shall remove any packaging materials from the Delivery Location at the Supplier's risk and expense. If an Order is not delivered at the specified Delivery Location, signed by freight vendor’s agent LSE may, at time the expense of deliverythe Supplier, on return any Goods which receipt LSE reasonably deems cannot be utilised. The Supplier shall reimburse LSE for the loss or damage has been notedcost and return of such Goods.

Delivery. Delivery terms (per Incoterms® 2020) are FCA Seller’s dock unless otherwise stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location premises other than Seller’s location, or (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods of stoppage in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Sellerperformance, even if irrespective of any freight is included allowance or prepaidprepayment of freight. If Seller holds Goods at per Buyer’s instruction instructions or because ▇▇▇▇▇ Buyer has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be Goods and Buyer agrees to make payment at Seller’s standard ratesthe maturity of the invoice rendered. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails , storage and other expenses incident to provide shipping instructions, Seller may, such delay at its option, ship the Goods to prevailing rates. Partial deliveries will be accepted by Buyer and paid for at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If When Buyer declares has declared or indicates manifested an intention not to not accept delivery, no tender will be necessary, but Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, deliver and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because hereunder by reason of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per stated in Incoterms® 20202010) are as stated on each Order. All Orders must include BuyerIf no delivery term is stated, then the delivery term will be EXW (Ex Works) Seller’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writingfacility. All shipping dates are approximate; production approximate and any time period indicated for a shipment will not begin until receipt by Seller at Seller's plant of complete manufacturing, shipping, shipping and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location premises other than Seller’s location's, (C) delivery to Buyer’s 's representative or designee, designee or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s 's right to stop Goods of stoppage in transit and to any interest of Seller reserved to secure Buyer’s 's payment or performance to Sellerperformance, even if irrespective of any freight is included allowance or prepaidprepayment of freight. If Seller holds Goods at per Buyer’s instruction 's instructions or because ▇▇▇▇▇ Buyer has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s 's account, Seller may invoice the Goods and Buyer for agrees to make payment at the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesmaturity of the invoice rendered. Goods invoiced and held at any location for whatever reason will be at Buyer’s 's risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails , storage and other expenses incident to provide shipping instructions, Seller may, such delay at its option, ship the Goods to prevailing rates. Partial deliveries will be accepted by Buyer and paid for at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If When Buyer declares has declared or indicates manifested an intention not to not accept delivery, no tender will be necessary, but Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, deliver and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may will not make any deduction from any payment due because hereunder by reason of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a On Buyer’s written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s Buyer's claim against the freight vendor carrier for any loss or damage in transit, so long as provided that Seller receives the such claim within five (5) calendar days of delivery of the Goods. All claims will must be waived unless accompanied by a delivery receipt, signed by freight vendor’s carrier's agent at time of delivery, on which receipt the loss or damage has been noted, or such claims will be waived. Claims made beyond the specified period will not be entertained by Seller.

Delivery. Delivery terms (per Incoterms® 2020) Any delivery dates Seller quotes or which are stated on each Order. All Orders must include Buyer’s set out in Seller's order confirmation or forwarder’s address acceptance are estimates only and are assumed not intended to authorize immediate release upon ready-to-ship status unless be legally binding. Seller cannot guarantee delivery on a specific date. The Buyer will be invoiced for the quantity actually delivered. Unless otherwise specified agreed in writing, delivery may be made in installments. All shipping dates are approximate; production Delivery time may be extended if and for so long as the Buyer is delayed in the performance of any obligation to Seller. Seller will not begin until receipt in any circumstance be liable for any loss or damage whatsoever due to delay in delivery (including pursuant to installments) however occasioned unless the same was attributable to Seller's gross negligence or willful misconduct. The quantity recorded on Seller's packing slip shall be accepted by Seller of complete manufacturingboth parties as correct, shipping, and credit information. Tender of delivery is deemed unless objected to occur at the earliest of (A) acceptance of shipment in writing by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business five working days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of from delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written requestrefuses to accept delivery of products or any installment thereof, SellerSeller may, in without prejudice to its sole discretionother rights, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against arrange for the freight vendor for any storage of the products at the expense and risk of Buyer. All risk of loss or damage in transitpasses to Buyer at the time products have been placed at the disposal of Buyer at the premises of Seller, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage another place that has been notedagreed in writing. Seller shall retain title to the products delivered to Buyer until Seller has received full payment for all products described in Seller's confirmation. Until such time as title in the products passes to Buyer, if Buyer re‐sells the products or any goods manufactured out of products sold by Seller, Buyer assigns to Seller all proceeds from their sale up to the amounts owing to the Seller and Buyer shall hold such amounts separately on trust for Seller. Seller shall have the right to access any premises where the products are stored to inspect or recover the goods if Buyer is in breach of any of these terms or is declared bankrupt, requests (temporary) moratorium, is insolvent or is unable to pay its debts, or takes any steps or any other person takes such steps towards the liquidation of Buyer's business.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods The coal shall be delivered to Buyer F.O.B. barge at mile point 115.6 on the Ohio River (the "Delivery Point"). Seller may deliver the coal at a location other than Seller’s locationdifferent from the Delivery Point, (C) delivery provided, however, that Seller shall reimburse Buyer for any resulting increases in the cost of transporting the coal to Buyer’s representative or designee, or (D) mailing of an invoice to 's generating stations. Any resulting savings in such transportation costs shall be retained by Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods and risk of loss of coal sold will pass to Buyer on tender of delivery, subject and the coal will be considered to be delivered when barges containing the coal are disengaged by Buyer's barging contractor from the loading dock. Buyer or its contractor shall furnish suitable barges in accordance with a delivery schedule provided by Buyer to Seller’s right . Seller shall arrange and pay for all costs of transporting the coal from the mines to stop Goods the loading docks and loading and trimming the coal into barges to the proper draft and the proper distribution within the barges. Buyer shall arrange for transporting the coal by barge from the loading dock to its generating station(s) and shall pay for the cost of such transportation. For delays caused by Seller in transit and to handling the scheduling of shipments with Buyer's barging contractor, Seller shall be responsible for any interest of Seller reserved to secure demurrage or other penalties assessed by said barging contractor (or assessed by Buyer’s payment ) which accrue at the Delivery Point, including the demurrage, penalties for loading less than the specified minimum tonnage per barge, or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because other penalties assessed for barges not loaded in conformity with applicable CONTRACT #▇▇-▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇-▇▇▇ agrees to make payment of such invoice when due under this Agreementrequirements. Buyer will accept shall be responsible to deliver barges in as clean and pay for partial deliveries at dry condition as practicable. Seller shall require of the Agreement prices loading dock operator that the barges and terms. If towboats provided by Buyer declares or indicates an intention to Buyer's barging contractor be provided convenient and safe berth free of wharfage, dockage and port charges; that while the barges are in the care and custody of the loading dock, all U.S. Coast Guard regulations and other applicable laws, ordinances, rulings, and regulations shall be complied with, including adequate mooring and display of warning lights; that the loading operations be performed in a workmanlike manner and in accordance with the reasonable loading requirements of Buyer and Buyer's barging contractor; and that the loading dock operator carry landing owners or wharfinger's insurance with basic coverage of not accept deliveryless than $300,000.00 and total of basic coverage and excess liability coverage of not less than $1,000,000.00, Seller may, at its option, give written notice and provide evidence thereof to Buyer that Seller is ready and willing to deliver, and such notice will constitute in the form of a valid tender certificate of delivery. insurance from the insurance carrier or an acceptable certificate of self-insurance with requirement for 30 days advance notification of Buyer must report any shortages in shipments within three (3) calendar days the event of receipt termination of or material reduction in coverage under the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedinsurance.

Delivery. Deliver the goods into the custody of the carrier or another person (e.g. a freight forwarder) named by the buyer, or chosen by the seller in accordance with A.3.a), at the named place or point (e.g. transport terminal or other receiving point) on the date or within the period for delivery and in the manner agreed or customary at such point. If no specific point has been agreed, and if there are several points available, the seller may select the point at the place of delivery which best suits his purpose. Failing precise instructions from the buyer, the seller may deliver the goods to the carrier in such a manner as the transport mode of that carrier and the quantity and/or nature of the goods may require. Delivery terms to the carrier is completed: I) In the case of rail transport when the goods constitute a wagon load (per Incoterms® 2020or a container load carried by rail) the seller has to load the wagon or container in the appropriate manner. Delivery is completed when the loaded wagon or container is taken over by the railway or by another person acting on its be-half. When the goods do not constitute a wagon or container load, delivery is completed when the seller has handed over the goods at the railway receiving point or loaded them into a vehicle provided by the railway. II) In the case of road transport when loading takes place at the seller’s premises, delivery is completed when the goods have been loaded on the vehicle provided by the buyer. When the goods are stated delivered to the carrier’s premises, delivery is completed when they have been handed over to the road carrier or to another person acting on each Orderhis behalf. III) In the case of transport by inland waterway when loading takes place at the seller’s premises, delivery is completed when the goods have been loaded on the carrying vessel provided by the buyer. All Orders must include BuyerWhen the goods are delivered to the carrier’s premises, delivery is completed when they have been handed over to the inland waterway carrier or forwarder’s address and to another person acting on his behalf. IV) In the case of sea transport when the goods constitute a full container load (FCL), delivery is completed when the loaded container is taken over by the sea carrier. When the container has been carried to an operator of a transport terminal acting on behalf of the carrier, the goods shall be deemed to have been taken over when the container has entered into the premises of that terminal. When the goods are assumed less than a container load (LCL), or are not to authorize immediate release upon ready-to-ship status unless otherwise be containerised, the seller has to carry them to the transport terminal. Delivery is completed when the goods have been handed over to the sea carrier or to another person acting on his behalf. V) In the case of air transport, delivery is completed when the goods have been handed over to the air carrier or to another person acting on his behalf. VI) In the case of unnamed transport, delivery is completed when the goods have been handed over to the carrier or to another person acting on his behalf. VII) In the case of multimodal transport, delivery is completed when the goods have been handed over as specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (AI) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods- VI), as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller the case may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedbe.

Delivery. Delivery It is a condition of entry onto a Bunge Facility that the Deliverer agrees to these terms (per Incoterms® 2020) are stated on each Orderand conditions, even where receival of a particular parcel of Grain does not occur. All Orders must include BuyerReceival is offered at Bunge’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writingdiscretion. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is Receival shall be deemed to occur when the Deliverer’s nominated vehicle has been weighed, the quantity/quality of Grain delivered is ascertained by Bunge and recorded on a weighbridge ticket. The Deliverer agrees that, upon receival, the nomination by the Deliverer or its agent of the acquirer of the Grain is an irrevocable direction to transfer title in the relevant parcel of Grain to the relevant acquirer at the earliest relevant Bunge Facility. The Deliverer and its agents will not make or attempt to make a Delivery that contains a contaminant likely to adversely affect the quality of (A) acceptance Grain held at the relevant Bunge Facility. The Deliverer and its agents will comply with the work, health and safety rules and directions of shipment by designated shipper, (B) allocation of Goods the relevant Bunge Facility. The Warehouser agrees to Buyer at location other than Seller’s location, (C) register with NGR and must quote or provide its NGR number to Bunge when making any delivery to Buyer’s representative a Bunge Facility. Without a valid NGR number, Bunge will not accept a Grower delivery. The Warehouser warrants that: (a) it owns any Grain tendered for delivery by or designee, on behalf of it; (b) it has not manipulated or (D) mailing loaded any delivery in any way to prevent the making of an invoice accurate assessment by Bunge of the quality of the Grain using Bunge's standard sampling procedures; (c) Grain being tendered for delivery by or on behalf of it will not: (i) contain any chemical contaminant or residues; (ii) be in breach of any relevant Laws; (d) all Grain tendered for delivery by or on behalf of it was grown between May and September immediately prior to Buyer. ▇▇▇▇▇ agrees the current season; (e) any vehicle used to provide Seller deliver the Grain is clean, dry and free of any remaining materials and odours from previous loads; (f) if any of the Grain has been treated with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer substances for the Goodscontrol of insects, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced details of the substances and held at the application of those substances has been provided in writing to Bunge before the Grain is delivered to the Bunge Facility and the use of any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified other chemical in the applicable Order process of planting, growing and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment storage of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage Grain has been notedin accordance with the levels prescribed in any relevant Law and also in accordance with the usage instructions; (g) any information it provides to Bunge in relation to this Bunge Warehousing Agreement is complete, true and correct and not misleading or deceptive or likely to mislead or deceive.

Delivery. Delivery terms (per Incoterms® 2020A) are stated on each OrderTime of delivery and time of performance by the Seller is of the essence. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless Unless otherwise specified in writingthis Purchase Order, delivery of all goods shall be F.O.B. Buyer’s Headquarters in Deer Park, TX. All shipping dates are approximate; production will not begin until receipt by Seller shall be responsible for arranging transportation of complete manufacturing, shipping, the goods and credit information. Tender insuring of delivery is deemed the goods while in transit and prior to occur at the earliest of (A) acceptance of shipment the goods by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide ▇. Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should shall be held for Buyer’s account, Seller may invoice Buyer solely responsible for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced cost of such transportation and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If the delivery of the goods is not made at the times specified in this Purchase Order, or the rendering of services is not completed at the times specified in this Purchase Order, Buyer fails reserves the right, without liability, and in addition to provide shipping instructionsits other rights and remedies, Seller to take either or both of the following actions: (1) direct expedited routings of the goods (the difference in cost between the expedited routing and the Purchase Order routing shall be paid by Seller); and/or (2) terminate the Contract as provided in Paragraph 15, below. If Buyer terminates the Contract, Buyer may, at its option, ship purchase substitute goods or services elsewhere and charge the Goods Seller with any losses and expenses incurred by Buyer in connection therewith. Buyer reserves the right to refuse delivery of goods which is made in advance of the delivery date specified herein and to return such goods to Seller at Seller’s expense. If Buyer accepts early delivery, invoice payment terms will be calculated from the date of scheduled delivery. Buyer will have no liability for payment for goods delivered to Buyer at the address which are in excess of quantities specified in the Contract and the applicable Order delivery schedules. Such goods shall be subject to rejection and invoice Buyer for the Goodsreturn at Seller’s expense, including (but not limited to) transportation charges both ways. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliverThe foregoing remedies are in addition to, and such notice will not in lieu of or in limitation of, any other rights and/or remedies Buyer may have under applicable law or under the terms of the Contract. Acceptance by Buyer of all or part of the goods shall not constitute a valid tender waiver by Buyer of its claims arising from delays in delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include a. The Buyer may take delivery from Geofabrics' warehouse or, if so specified in the Order Geofabrics will deliver the Goods to the Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writingnominated delivery address. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery If no person is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of address upon delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods Geofabrics may (at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion) instruct the carrier to wait for a person to arrive, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship leave the Goods to Buyer at the address specified (which shall be deemed to constitute delivery) or return them to Geofabrics’ warehouse for future delivery. The Buyer must pay Geofabrics’ reasonable costs in taking any of these actions, including waiting charges, costs of returning the applicable Order goods to its warehouse, storage and invoice future delivery. b. The Buyer warrants that Geofabrics or its carrier is entitled to deliver and deposit the Goods at kerbside or at the nominated address and that the Buyer has obtained all permissions from any local council or other authority necessary for the GoodsBuyer to validly authorise the delivery of the Goods without breach of any laws or regulations. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. The Buyer will accept take all responsibility for delivery being effected in accordance with this clause 5 and pay for partial deliveries at will indemnify Geofabrics against any liability to the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages third party in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of connection with delivery of the Goods. c. Delivery occurs when the Buyer, its carrier or agent takes possession of the Goods at Geofabrics' warehouse, or alternatively when the Goods have been left at or near the nominated delivery address, as the case may be. The Buyer must pay Geofabrics the delivery costs specified in the Order or quotation. d. Offloading on site is the Buyer’s responsibility. The Buyer should ensure that it has facilities to unload the Goods and facilitate delivery. e. The Buyer or the Buyers’ representative accepts the Goods by signing Geofabrics’ delivery note. Where the Buyer or the Buyers’ representative is not available at the delivery address to sign and accept delivery of the Goods, then Geofabrics’ carrier’s confirmation of delivery shall be sufficient evidence of delivery and acceptance of the correct quantity of Goods delivered to the Buyer. All claims delivery dates quoted to the Buyer by Geofabrics for the supply of Goods (including but not limited to any delivery date(s) specified in the Order) are estimates given in good faith only and are not binding on Geofabrics. Geofabrics will not be waived unless accompanied by a delivery receipt, signed by liable for any Loss due to delay or non-delivery. f. The Buyer acknowledges that Geofabrics subcontracts freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedGoods to freight carriers and consents to this subcontracting.

Delivery. Delivery terms (per Incoterms® 2020a) Seller will use reasonable efforts to deliver the Goods in accordance with a mutually agreed-upon delivery schedule. Seller shall not be liable for any delays, loss or damage in transit or expedited delivery costs unless the delay is due solely to Seller’s gross negligence. Further, any specified delivery dates in a sales order confirmation or otherwise are stated estimates only and do not represent a confirmation on each Orderthe delivery date for delivery for any Good or order. All Orders must include Buyer’s Should Buyer reschedule deliveries or forwarder’s address modify quantities during an established firm order period, Buyer shall compensate Seller for all costs associated with the change in schedule or modification, including, but not limited to overtime and are assumed to authorize immediate release upon ready-to-ship status unless expedited freight costs. (b) Unless otherwise specified agreed in writing. All shipping dates are approximate; production will not begin until receipt writing by the parties, Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at shall deliver the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, location (Cthe "Delivery Point") using Seller's standard methods for packaging and shipping such Goods. Buyer shall take delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. the Goods upon ▇▇▇▇▇ agrees ▇▇'s written notice that the Goods have been delivered to the Delivery Point. Buyer shall be responsible for all loading costs and provide Seller with defined shipping instructions within seven (7) business days following equipment and labor reasonably suited for receipt of packing list provided by Sellerthe Goods at the Delivery Point. Title All deliveries made to Goods will pass to Buyer on tender of delivery, public carriers are made subject to Seller’s right to stop Goods in transit and to any interest the terms of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because such ▇▇▇▇▇▇▇'▇ has failed to supply shipping instructions or because Seller▇▇▇▇ of lading and tariffs, and the carrier shall be deemed the Buyer's agent irrespective of the terms of sale. Seller may, in its sole discretion, determines that any part without liability or penalty, make partial shipments of Goods should be held for to Buyer’s account. Each shipment will constitute a separate sale, Seller may invoice and Buyer shall pay for the units shipped whether such shipment is in whole or partial fulfillment of Buyer's purchase order. (c) Risk of loss for the Goods shall pass to Buyer at the Delivery Point. Ownership shall be transferred upon full payment of the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If for any reason Buyer fails to provide shipping accept delivery of any of the Goods on the date fixed pursuant to Seller's notice that the Goods have been delivered at the Delivery Point, or if Seller is unable to deliver the Goods at the Delivery Point on such date because Buyer has not provided appropriate instructions, Seller maydocuments, licenses or authorizations: (i) risk of loss to the Goods shall pass to Buyer; (ii) the Goods shall be deemed to have been delivered; and (iii) Seller, at its option, ship may store the Goods to until Buyer at the address specified in the applicable Order picks them up, whereupon Buyer shall be liable for all related costs and invoice Buyer for the Goodsexpenses (including, without limitation, storage and insurance). Each of Seller's Goods or part thereof or equipment shipped hereunder shall be deemed accepted by ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give unless written notice to Buyer that specifying all claimed defects, damages, shortages, or nonconformities is received by Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three ten (310) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the said Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms 6.1 Seller shall deliver Products both in quantities and at times specified on the Contract. Unless otherwise stated in the Contract, Products shall be delivered FCA or DAP (per Incoterms® 2020Incoterms 2010) Purchaser’s designated manufacturing facility, with export customs formalities completed by Seller and title will transfer upon receipt of the Products by Purchaser at such facility. Seller shall adhere to shipping directions specified by Purchaser. Purchaser shall not be required to make payment for Products delivered to Purchaser that are stated on each Order. All Orders must include Buyer’s or forwarder’s address in excess of firm quantities and are assumed to authorize immediate release upon ready-to-ship status unless otherwise delivery schedules specified in writingthe Contract. All shipping dates are approximate; production will Seller shall not begin until receipt procure, produce or ship any Products unless authorized in writing by Purchaser or as necessary to meet specific delivery dates. Shipments in excess of those authorized by Purchaser may be returned to Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesexpense, and Purchaser may debit Seller for the cost of such returns. Goods invoiced Purchaser may change shipping schedules or direct temporary suspension of such scheduled shipments. Purchaser may change the rate of scheduled shipments or direct temporary suspension of scheduled shipments, neither of which shall entitle Seller to a modification of the price of Products. Premium shipping expenses and/or other expenses necessary to meet delivery schedules set forth in the Contract shall be Seller’s sole responsibility. 6.2 Seller shall provide packing slips for all shipments. Packing slips and held at other shipping documents and memos, such as bills of lading, shall show the Purchase Order number, part number, vendor, and item and reference numbers. For each international shipment, in addition to the packing list, Seller shall include a customs valuation invoice (pro forma or “Commercial Invoice”, using the value set forth in the Purchase Order), with a master packing slip and shall furnish all other required export/import documents. Export and trade credits shall belong to Purchaser. Seller shall furnish (a) all documents required to obtain export credits and customs drawbacks; (b) certificates of origin of the materials and Products provided and the value added in each country; (c) all NAFTA, AALA and any location other FTA or trade preference related or required documents; (d) all required export licenses or authorizations; and (e) any other documents requested by Purchaser or any of its customers. Seller warrants that the contents of such documents shall be true and accurate. Seller shall indemnify Purchaser for whatever reason any damages, including duties, interest and penalties, arising from a false or inaccurate statement. 6.3 The Products provided by Seller shall be properly packed, marked, loaded and shipped as required by the Purchase Order and by the transporting carrier. For international shipments, all wooden packaging will be at Buyer’s risk properly heat treated with IPPC stamp applied, and certificate delivered to Purchaser upon request. Purchaser may specify the method of transportation and the type and number of packing slips and other documents to be provided with each shipment. Seller may charge for (but is not obligated to carry) insuranceshall comply with shipping instructions and process as provided by Purchaser. If Buyer fails to provide Purchaser has not provided packing or shipping instructions, Seller maywill pack and ship Products in accordance with industry standards. Seller shall reimburse Purchaser for all expenses, at its optionincluding damage to the Products, ship the Goods incurred due to Buyer at the address specified improper packing, marking, or loading. Unless otherwise provided in the applicable Order and invoice Buyer for Purchase Order, any charges or costs related to the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares handling, packaging, storage or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt transportation of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against Products are the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery responsibility of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time Seller and have been included in the price of delivery, on which receipt the loss or damage has been notedProducts.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller deliveries of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees Items will be at SellerF.O.B. Salk’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but receiving area, unless another delivery term and/or destination is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer purchase order. No deliveries may be made to individuals or departments. All shipments must be fully prepaid. Any shipping charges to which Supplier is entitled under the purchase order must be included in Supplier’s invoice. Notwithstanding any prior inspections, Supplier bears all risk of loss, damage, or destruction to Items until final acceptance by Salk at Salk’s delivery destination. Until such delivery is made, Supplier will insure the Items against loss or damage for their full replacement value, the Goods. ▇▇▇▇▇ agrees proceeds of which will be payable to make payment Salk in the event of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods the Items. All Items will be packed and shipped appropriately and in transitaccordance with any packing and shipment specifications set forth in the purchase order. If ▇▇▇▇▇ makes Shipments of materials which may be damaged by excessive heat or cold must be properly protected in hot or cold seasons. All Items will be shipped in complete lots. In addition, all shipments will be accompanied by a written requestdetailed packing list which will reference the product type and quantity, Sellerlot number, and the purchase order number. Salk’s count will be accepted as final and conclusive on all shipments not accompanied by a packing list. Supplier will deliver all Items on the scheduled delivery date. Items shipped to Salk or its agents in its sole discretionadvance of a scheduled delivery date, without Salk’s prior approval, may agree as a service be returned to Buyer to process ▇▇▇▇▇Supplier at Supplier’s claim against expense or held at the freight vendor for any loss facility of Salk or damage its agent with deferred billing privileges. No shipment will be deemed complete until all ordered Items have been delivered in transit, so long as Seller receives accordance with Salk’s instructions and accepted. Partial shipment must be authorized by Salk. No payment or other obligations of Salk will accrue on partial or incomplete shipments. Time is of the claim within five (5) calendar days of essence in delivery of the GoodsItems. All claims If Supplier becomes aware of any anticipated delay that would result in a change to the scheduled delivery date, Supplier will be waived unless accompanied notify Salk as soon as possible and provide reasons for such delay. If delivery does not occur by the delivery date, and without limiting Salk’s other rights available under the law, in equity, or under this Agreement, Salk may: (i) cancel the purchase order without penalty and demand a delivery receipt, signed return or credit of all amounts paid by freight vendorSalk in connection with such purchase order; (ii) assess a late charge in the amount of two percent (2%) of the net purchase price of the delayed Item per day until the Item is delivered; (iii) require Supplier to reimburse Salk any penalty imposed by Salk’s agent at time customers as a result of delivery, on which receipt the loss or damage has been noted.such delay; and/or

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified The Parties agree that the default manner in writing. All shipping dates are approximate; production which the Product will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods be provided to Buyer is by picking up the Order at location other than Seller’s locationbusiness. If ▇▇▇▇▇ does not pick-up or arrange shipping within two weeks of notification from Seller that the Order is complete, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide pay a storage fee of $50.00 per day. In the event the Parties agree that the Order will be shipped, the following terms apply. Seller with defined shipping instructions within seven shall deliver the Order to the agreed upon location (7“Delivery Point”) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to using Seller’s right to stop Goods in transit standard methods for packaging and to any interest of shipping such Order. Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Sellermay, in its sole discretion, determines that without liability or penalty, make partial shipments of Order to Buyer. If for any part reason ▇▇▇▇▇ fails to accept delivery of Goods should be held for Buyer’s account, Seller may invoice Buyer for any of the Goods, as well as for storage. Storage fees will be at Order on the date fixed pursuant to Seller’s standard rates. Goods invoiced and held notice that the Order have been delivered at any location for whatever reason will be the Delivery Point, or if Seller is unable to deliver the Order at Buyer’s risk and Seller may charge for (but is the Delivery Point on such date because Buyer has not obligated to carry) insurance. If Buyer fails to provide shipping provided appropriate instructions, Seller maydocuments, licenses, or authorizations: risk of loss to the Order shall pass to Buyer; the Order shall be deemed to have been delivered; and Seller, at its option, ship may store the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. until ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. picks them up, and Buyer will accept be liable for all related costs and pay expenses including, without limitation, storage and insurance. Seller shall not be liable for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender any non-delivery of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If Order even if caused by Seller’s negligence unless ▇▇▇▇▇ makes a gives written request, Seller, in its sole discretion, may agree as a service notice to Buyer to process ▇▇▇▇▇’s claim against Seller of the freight vendor for any loss or damage in transit, so long as Seller receives the claim non-delivery within five (5) calendar 2 days of the date when the Order would in the ordinary course of events have been received. Any liability of Seller for non-delivery of the GoodsOrder shall be limited to delivering the Order within a reasonable time or adjusting the invoice respecting such Order to reflect the actual quantity delivered. All claims will be waived unless accompanied by Title and risk of loss passes to Buyer upon delivery of the Order at the Delivery Point. In the event Buyer has not paid the entire Price of the Order, and as collateral security for the Price of the Order, Buyer hereby grants to Seller a delivery receiptlien on and security interest in and to all the right, signed by freight vendor’s agent at title, and interest of Buyer in, to, and under the Order, wherever located, and whether now existing or hereafter arising or acquired from time to time, and in all accessions thereto and replacements or modifications thereof, as well as all proceeds (including insurance proceeds) of delivery, on which receipt the loss or damage has been notedforegoing. The security interest granted under this provision constitutes a purchase money security interest under Chapter 1309 of the MN Uniform Commercial Code.

Delivery. Seller shall not be liable for any delays, loss, or damage in transit. Unless otherwise agreed in writing by the parties, Seller shall deliver the Goods to the address listed on the accompanying invoice (the "Delivery terms (per Incoterms® 2020Point") are stated on each Orderusing Seller's standard methods for packaging and shipping such Goods. All Orders must include Buyer’s or forwarder’s address Buyer shall be responsible for all unloading costs and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until provide equipment and labor reasonably suited for receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur the Goods at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to BuyerDelivery Point. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Sellermay, in its sole discretion, determines that any part without liability or penalty, make partial shipments of Goods should be held for to Buyer’s account. Each shipment will constitute a separate sale, Seller may invoice and Buyer shall pay for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at units shipped whether such shipment is in whole or partial fulfillment of Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance's purchase order. If for any reason Buyer fails to provide shipping accept delivery of any of the Goods on the date fixed pursuant to Seller's notice that the Goods have been delivered at the Delivery Point, or if Seller is unable to deliver the Goods at the Delivery Point on such date because Buyer has not provided appropriate instructions, Seller maydocuments, licenses or authorizations: (i) risk of loss to the Goods shall pass to Buyer; (ii) the Goods shall be deemed to have been delivered; and (iii) Seller, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for may store the Goods, whereupon Buyer shall be liable for all related costs and expenses (including, without limitation, freight, redelivery expenses, storage, and insurance). The Seller shall not be liable for any non-delivery of Goods (even if caused by Seller's negligence) unless ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give gives written notice to Seller of the non-delivery within five (5) business days of the date when the Goods would in the ordinary course of events have been received. Any liability of Seller for non-delivery of the Goods shall be limited to replacing the Goods within a reasonable time or adjusting the invoice respecting such Goods to reflect the actual quantity delivered. Title and risk of loss pass to Buyer that upon delivery of the Goods at the Delivery Point. As collateral security for the payment of the purchase price of the Goods, Buyer hereby grants to Seller is ready a lien on and willing security interest in and to deliverall of the right, title, and such notice will constitute a valid tender interest of delivery. Buyer must report any shortages in, to, and under the Goods, wherever located, and whether now existing or hereafter arising or acquired from time to time, and in shipments within three all accessions thereto and replacements or modifications thereof, as well as all proceeds (3including insurance proceeds) calendar days of receipt of the initial foregoing. The security interest granted under this provision constitutes a purchase money security interest under the Georgia Uniform Commercial Code. Freight: Shipments from Seller are sent F.O.B. Destination with freight costs charged to Buyer; provided, however, Seller will prepay freight (“Freight Allowance”) on orders meeting one of the following requirements: (i) orders having a minimum value of $7500 net that include pipe products or Florestone shower bases, (ii) orders having a minimum value of $3500 net that include palletized products without pipe products or Florestone shower bases, or (iii) such other Freight Allowance terms published by Seller or agreed to in writing in advance of the shipment. Notwithstanding anything contained herein, Buyer may shall forfeit Freight Allowance and be charged for freight if the invoice is not make any deduction from any payment due because paid according to the terms of loss or damage to Goods in transitsuch invoice. If Jobsite deliveries shall incur an additional $250 charge regardless of whether ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process meets ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted▇▇ Allowance.

Delivery. a. If the Goods are delivered, the Customer authorises Gleason Cranes to deliver the Goods to the place nominated by the Customer and to leave the Goods at such place whether or not any person is present to accept delivery. Gleason Cranes is ▇▇▇ ▇▇liged to obtain a signed receipt, signed delivery docket or other acknowledgment of the Goods from any person at the nominated place for delivery, but if such signature or acknowledgement is obtained from a person reasonably believed by Gleason Cranes to hold authority to sign for or otherwise take delivery of the Goods, then such signed receipt, signed delivery docket or other acknowledgment will be conclusive evidence of the Customer’s acceptance of the Goods. b. The Customer must provide a suitable and safe area at the nominated delivery site to unload the Goods and ensure that Gleason Cranes (o▇ ▇▇▇▇▇’s, employees or contractors of Gleason Cranes) u▇▇ ▇▇ the nominated delivery site is compliant with relevant work health and safety legislation. c. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery the Goods is deemed to occur at when they are handed to the earliest of (A) acceptance of shipment Customer or the Customer’s representative, whichever occurs first. Gleason Cranes wi▇▇ ▇▇▇ be liable on any basis whatsoever for loss suffered by designated shipper, (B) allocation of the Customer after the Goods are delivered. d. The Customer agrees to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. examine the Goods immediately after delivery. e. The Customer must pay and Gleason Cranes re▇▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s the right to stop charge the Customer all costs and fees incurred as a result of: i. any delay in delivery of the Goods which is caused by the Customer or the conditions of the nominated delivery site or the nature of the Goods being delivered; ii. any unexpected labour or additional costs in transit and connection with the delivery; and iii. any permit or licence or other extraordinary costs of transporting or delivering the Goods (including wide or long loads). f. If Gleason Cranes ar▇ ▇▇▇▇▇e to any interest of Seller reserved deliver the Goods due to secure Buyer’s payment or performance to Sellerthe Customer, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because Gleason Cranes re▇▇▇▇▇ has failed ▇he right to supply shipping instructions store the Goods or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship deliver the Goods to Buyer at any nominated delivery site and charge the address specified in Customer all costs of storage or delivery (as applicable) incurred by Gleason Cranes fo▇ ▇▇▇▇ storage or delivery. g. The Customer agrees to indemnify and hold Gleason Cranes (or agent’s, employees or contractors of Gleason Cranes) f▇▇▇ ▇▇▇ and all claims, loss and damage arising out of: i. Delivery of the applicable Order Goods (including any loss or damage cause by delivering the Goods to an unattended site and invoice Buyer for the Goods. loss or damage suffered by Gleason Cranes as ▇ ▇▇▇▇▇ agrees lt of any property damage or personal injury caused by the delivery and unloading the Goods); ii. The Customer’s failure to make payment provide a safe, suitable and compliant nominated delivery site in accordance with clause 9(a); except to the extent that Gleason Cranes (or agent’s, employees or contractors of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates Gleason Cranes) have committed an intention to not accept deliveryact of negligence, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt breach of the initial shipment. Buyer may not make any deduction from any payment due because of loss law or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery breach of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedAgreement.

Delivery. Delivery terms All prices are EXW (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status Ex‐Works)(per Incoterms 2010), unless otherwise specified by Seller in writing. All shipping dates are approximate; production , and any time period indicated for a shipment will not begin commence until receipt by Seller at Seller’s plant of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance Acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location premises other than Seller’s location’s, (C) delivery to Buyer’s representative or designee, designee or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt , whichever first occurs, will constitute tender of packing list provided by Seller. Title to Goods delivery and title will pass to Buyer on tender of deliveryBuyer, subject to Seller’s right to stop Goods of stoppage in transit and to any interest of Seller reserved to secure Buyer’s payment or performance performance, irrespective of any freight allowance or prepayment of freight. In the case of Goods held subject to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ instructions, Goods for which Buyer has failed to supply shipping instructions instructions, or because in any case where Seller, in its sole discretion, determines that any part of the Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be Goods and Buyer agrees to make payment at Seller’s standard ratesthe maturity of the invoice rendered. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance, storage and other expenses incident to such delay at their prevailing rates. If Partial deliveries shall be accepted by Buyer fails to provide shipping instructions, Seller may, and paid for at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If When Buyer declares has declared or indicates manifested an intention not to not accept delivery, no tender shall be necessary but Seller may, at its option, give written notice in writing to Buyer that Seller is ready and willing to deliver, deliver and such notice will shall constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard ratesrate per pallet, per day stored. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.

Delivery. Delivery terms (per Incoterms® 2020) All packages shipped to our customers are stated on each Orderinsured until good delivery is made. All Orders must include Buyer’s Our preferred shipping carrier is UPS or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturing, shippingFedEx, and credit informationall shipments are under a security level watch while in transit. Tender of delivery is deemed to occur at the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s payment or performance to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees Your acquisitions will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for delivered no later than twenty-eight (but is not obligated to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (328) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transitgood funds (unless your State requires a different delivery period). If ▇▇▇▇▇ makes a written requestshipment is lost or damaged prior to delivery at your shipping address, SellerGSI will, in its sole discretionat GSI’s option, may agree as a service either replace the items or refund your purchase price. Please inspect the shipment thoroughly upon receipt to Buyer to process ▇▇▇▇▇’s claim against ensure you have received your order, and that the freight vendor for any loss or damage in transit, so long as Seller receives items track the claim description on your delivery invoice. Any variance from your order must be reported within five (5) calendar days of delivery receipt of the Goodsyour shipment, and you must have all original packing materials intact. All claims Any claim beyond this time period may be denied. GSI may charge a shipping and handling fee for shipments, including shipments to independent IRA custodians. The amount of this fee, if any, will be waived unless accompanied by a delivery receiptidentified at the time your order is confirmed. IMPORTANT: DO NOT ACCEPT DELIVERY OF ANY PACKAGE THAT HAS BEEN DAMAGED, signed by freight vendor’s agent at time of deliveryPHYSICALLY TAMPERED WITH, on which receipt the loss or damage has been notedOPENED AND RESEALED, OR VIOLATED IN ANY WAY! INSTEAD, REFUSE TO SIGN AND CALL US IMMEDIATELY AT ▇▇▇-▇▇▇-▇▇▇▇. BEYOND OUR STATED POLICY FOR RETURNS, GSI ACCEPTS NO RESPONSIBILITY FOR PACKAGES OR THEIR CONTENTS AFTER DELIVERY IS ACCEPTED. IN NO EVENT SHALL GSI’S LIABILITY TO CUSTOMER FOR ANY REASON WHATSOEVER EXCEED REFUND OR REPLACEMENT OF THE COIN IN QUESTION, AND GSI DISCLAIMS ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL LOSSES OR DAMAGES ARISING IN ANY MANNER FROM ANY TRANSACTION BETWEEN CUSTOMER AND GSI.

Delivery. Delivery terms (The object of the Seller’s delivery obligation is described in the order confirmation. The Seller’s obligation to deliver is strictly limited to this object. The Buyer acknowledges the quality descriptions on the order confirmation that determine the Seller’s delivery obligation and, in the absence of such descriptions, having requested sufficient clarification from the Seller before placing the order. The delivery periods are specified in the order confirmation and are approximate. Any specified delivery period is for informative purposes only. The information provided by the Seller regarding the shipment and progress with the shipment of the goods is informative and does not bind it. Any delay in delivery does not entitle the Buyer to claim compensation or to legally cancel the order. The goods are delivered in accordance with Incoterms version 2010, as stated in the order confirmation. In the absence of a specified Incoterm in the order confirmation, delivery will be made CFR Destination Port. Unless explicitly excluded in the order confirmation, the Seller may proceed with partial shipments. The Buyer must take receipt of the goods delivered by the Seller at the agreed time, or at the time specified by the Seller if delivery is delayed. If the Buyer does not take receipt of the goods, it will owe an amount of €20.00 per Incoterms® 2020) are stated on each OrdermÑ per month during the delay period for storage costs by operation of law and with no notice of default. All Orders must include If the Seller has justified doubts about the Buyer’s or forwarder’s address and are assumed to authorize immediate release upon ready-to-ship status unless otherwise specified in writing. All shipping dates are approximate; production will not begin until receipt by Seller of complete manufacturingcreditworthiness at any time, shipping, and credit information. Tender of delivery is deemed to occur at it expressly reserves the earliest of (A) acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location other than Seller’s location, (C) delivery to Buyer’s representative or designee, or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt of packing list provided by Seller. Title to Goods will pass to Buyer on tender of delivery, subject to Seller’s right to stop Goods in transit and to any interest of Seller reserved to secure Buyer’s demand advance payment or performance other securities for deliveries still to Sellerbe made, even if freight is included all or prepaidpart of the goods have already been shipped. If Seller holds Goods at The Buyer’s instruction refusal to agree to this entitles the Seller to terminate all or because ▇▇▇▇▇ has failed to supply shipping instructions or because Seller, in its sole discretion, determines that any part of Goods should be held for Buyer’s accountthe agreement, Seller may invoice without the Buyer for the Goods, as well as for storage. Storage fees will be at Seller’s standard rates. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated being entitled to carry) insurance. If Buyer fails to provide shipping instructions, Seller may, at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If Buyer declares or indicates an intention to not accept delivery, Seller may, at its option, give written notice to Buyer that Seller is ready and willing to deliver, and such notice will constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been notedcompensation.

Delivery. Delivery terms All prices are EXW (per Incoterms® 2020) are stated on each Order. All Orders must include Buyer’s or forwarder’s address and are assumed to authorize immediate release upon readyEx-to-ship status Works)(per Incoterms 2010), unless otherwise specified by Seller in writing. All shipping dates are approximate; production , and any time period indicated for a shipment will not begin commence until receipt by Seller at Seller’s plant of complete manufacturing, shipping, and credit information. Tender of delivery is deemed to occur at the earliest of (A) acceptance Acceptance of shipment by designated shipper, (B) allocation of Goods to Buyer at location premises other than Seller’s location’s, (C) delivery to Buyer’s representative or designee, designee or (D) mailing of an invoice to Buyer. ▇▇▇▇▇ agrees to provide Seller with defined shipping instructions within seven (7) business days following receipt , whichever first occurs, will constitute tender of packing list provided by Seller. Title to Goods delivery and title will pass to Buyer on tender of deliveryBuyer, subject to Seller’s right to stop Goods of stoppage in transit and to any interest of Seller reserved to secure Buyer’s payment or performance performance, irrespective of any freight allowance or prepayment of freight. In the case of Goods held subject to Seller, even if freight is included or prepaid. If Seller holds Goods at Buyer’s instruction or because ▇▇▇▇▇ instructions, Goods for which Buyer has failed to supply shipping instructions instructions, or because in any case where Seller, in its sole discretion, determines that any part of the Goods should be held for Buyer’s account, Seller may invoice Buyer for the Goods, as well as for storage. Storage fees will be Goods and Buyer agrees to make payment at Seller’s standard ratesthe maturity of the invoice rendered. Goods invoiced and held at any location for whatever reason will be at Buyer’s risk and Seller may charge for (but is not obligated to carry) insurance, storage and other expenses incident to such delay at their prevailing rates. If Partial deliveries shall be accepted by Buyer fails to provide shipping instructions, Seller may, and paid for at its option, ship the Goods to Buyer at the address specified in the applicable Order and invoice Buyer for the Goods. ▇▇▇▇▇ agrees to make payment of such invoice when due under this Agreement. Buyer will accept and pay for partial deliveries at the Agreement prices and terms. If When Buyer declares has declared or indicates manifested an intention not to not accept delivery, no tender shall be necessary but Seller may, at its option, give written notice in writing to Buyer that Seller is ready and willing to deliver, deliver and such notice will shall constitute a valid tender of delivery. Buyer must report any shortages in shipments within three (3) calendar days of receipt of the initial shipment. Buyer may not make any deduction from any payment due because of loss or damage to Goods in transit. If ▇▇▇▇▇ makes a written request, Seller, in its sole discretion, may agree as a service to Buyer to process ▇▇▇▇▇’s claim against the freight vendor for any loss or damage in transit, so long as Seller receives the claim within five (5) calendar days of delivery of the Goods. All claims will be waived unless accompanied by a delivery receipt, signed by freight vendor’s agent at time of delivery, on which receipt the loss or damage has been noted.