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AGREEMENT <br /> This Agreement is entered into on this 4 day of ' A iU-1.2013 by and among Green <br /> Man Recycling,Inc.("Green Man")a California Corporation located at 3030 South Highway 99,Stockton, <br /> California 95215,Nissei Kyoeki Co.,Ltd.("Nissei"),a Japanese corporation located at 7 Kanda Mitoshiro- <br /> cho,Chiyoda-ku,Tokyo 101-0053, Japan and Itochu Logistics(USA)Corp.("Itochu"),a New York with its <br /> principal place of business located at 1830 205th Street,Torrance,California 90501 based on the <br /> following facts: <br /> WHEREAS,Nissei plans to purchase substantial amount of rubber chips(made out of old tires) <br /> produced by a supplier located in Stockton,California("Producer")and to export the rubber chips to <br /> Japan. The initial tonnage of rubber chips to be shipped out from Stockton to Japan is estimated to be <br /> around 12,000 tons annually; <br /> WHEREAS,Green Man agrees to transport the rubber chips from the Producer's plant in <br /> Stockton to the port of Stockton,California based on certain estimated costs,a list of which is attached <br /> hereafter In Exhibit("A")and made a part hereof; <br /> WHEREAS,since Nissei is a Japanese corporation and does not have any office in the United <br /> States,Itochu agrees to act as an independent payment agent on behalf of Nissei to facilitate payments <br /> to be made by Nissei to Green Man under this Agreement so long as Itochu is totally indemnified by <br /> Nissei from any liability arising out of or related to thisAgreement; and <br /> NOW THEREFORE,the parties hereto agree asfollows: <br /> Real Property: Green Man will secure on behalf of Nissei enough acreage at the Port of <br /> Stockton("Port's in order to store approximately thirty three hundred(3300)metrietons of rubber <br /> chips for export to Japan.In exchange,Nissei will pay Green Man Recycling,Inc.("Green Man") monthly <br /> amount ojjNj0j&U5 Dollars per acre(whole acre increments). Green Man is aware that this <br /> Agreement may be terminated by any party hereto by giving a 30 day written notice.Green Man will <br /> enter a land rental agreementwith the Port directly and Nlssei/Itochu shall have no contractual liability <br /> whatsoever to the Portexcept Nissei`s monthly payment o uring the term of this <br /> Agreement The land rental agreement is the sole responsibility of Green Man and Green Man agrees to <br /> hold Nissei/Itochu harmlessfrom any and all disputes or litigation with the Port in connection with the <br /> land rental agreement. <br /> Green Man Will pay the Portthe proportionate amount of property tax assessed by the taxing <br /> authority.The amount will be amortized on a monthly(calendar year)basis.Based upon conversations <br /> with the Port of Stockton(January 2013),property taxes will b4MMWr month per lump sum. <br />