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SERVICE AGREEMENT:STANDARD TERMS AND CONDITIONS
<br /> 1.Agreement Customer and Tanknology Inc.,a Delaware corporation("Tanknology")agree to the typed, handwritten,and pre-printed terms and
<br /> conditions of this Sales Order,including the Service Agreement:Standard Terms and Conditions,all of which form the agreement between the parties
<br /> concerning this Sales Order Agreement.
<br /> 2 Scope of Work On the terms and conditions set forth in this Agreement,Tanknology agrees to provide the services(the Services)for Customer as
<br /> specified on this Sales Order.Tanknology will perform the Services using one of its processes(the Process)appropriate for the job contemplated
<br /> hereunder,which is equal to or exceeds applicable legal or industry association minimum performance requirements and criteria. Except as otherwise
<br /> specified,Tanknology will provide all equipment and labor necessary to perform the Services.Customer agrees to satisfy all the following requirements at
<br /> the location where Services will be performed prior to Tanknology's arrival and before testing is done at that location(collectively,the Requirements for
<br /> Testing).
<br /> Requirements for Tank Testing 110 Volt power accessibility
<br /> Minimum of 2"direct access into the tank system
<br /> No more than one(1)inch of lank bottom water may be in the tank at the time of the test
<br /> Tanks must contain at least 5%of product in each tank but no more than 20,000 gallons of ullage
<br /> Maximum product in tank of 90%of full capacity
<br /> Generator Tanks-Primary and Return lines must be able to be isolated from day tank
<br /> Requirements for Line and Leak Detector Testing Access to the line via a 3/8"test port(standard on most shear valves)
<br /> Product line must be filled with product
<br /> No water covering submersible pump
<br /> Power to the submersible pumps(for leak detector testing)
<br /> Requirements for Stage II Vapor Recovery Testing If compartmentalized all product levels within tank must be within 10 inches of each other.
<br /> Maximum Fuel=75%total gas capacity
<br /> Minimum Fuel=25%total gas capacity and total empty space cannot exceed 25,000 gallons.
<br /> No fuel drop within 8 hours of the testing
<br /> Tanknology's applicable Job Clearance Form&Site Safety Checklist,as in effect at the time the Services are performed,will apply to the Services
<br /> performed at a location and must be signed by Customer's site representative at the location before and after the Services are performed.
<br /> 3 Report After completion of the Services,a written report indicating the results of the Services will be issued to the Customer.Tanknology will not give
<br /> reports or other information concerning the tank's condition to anyone other than the Customer unless requested by the Customer or required by law.
<br /> 4 Payment Customer agrees to pay for the Services at the price(s)and payment terms specified in this Sales Order.
<br /> 5 Access and Rights-of-Way Customer grants to Tanknology the right of ingress and egress to its premises and agrees to provide to Tanknology clear
<br /> access for Tanknology to carry out the Services.Customer warrants that any right-of-way provided by Customer or used by Tanknology from the piping and
<br /> storage tank location(s)to the most convenient public street is sufficient to bear the weight of all equipment and vehicles required to perform the Services.
<br /> Tanknology shall not be responsible for damage caused to pavement at the location(s)or on the right-of-way,or for subsurface disturbances,provided the
<br /> damage is not caused by Tanknology's negligence.
<br /> 6 Indemnification
<br /> A General Subject to the limitations set forth in sections 8 and 9 of this Agreement,to the maximum extent permitted by present or future applicable law,
<br /> each party shall indemnify,defend,and hold harmless the other party and its respective affiliates,and the other party's and its respective,affiliates'
<br /> shareholders,directors,officers,employees,agents,contractors and representatives(collectively,a party's"Indemnified Parties")from and against any and
<br /> all claims,demands,suits,causes of action,actions,proceedings,judgments,settlements,liabilities,penalties,losses,costs,damages and expenses
<br /> (including,without limitation,reasonable attorneys'fees and other reasonable expenses incurred inconnection with and in preparation for litigation or
<br /> other legal proceedings,)including(without limitation)damage to or loss of property of any kind,whether the property of the indemnified party or third
<br /> persons,or from injury to or death of any and all persons whomsoever,including(without limitation)employees of the indemnified party and third persons,
<br /> (collectively"Claims and Damages")caused by the indemnifying party's breach of this Agreement, including the breach of any representations or
<br /> warranties set forth herein,negligence or willful misconduct.
<br /> Storage Tanks and Piping Indemnity and Release Notwithstanding any other terms of this Agreement,if Customer is unable to identify,or incorrectly
<br /> identifies,the manufacturer and/or specifications of tanks tested by Tanknology that were manufactured to Plasteel Product Specifications,then,with
<br /> respect to Tanknology's Services related to those tanks:
<br /> B Indemnification To the maximum extent permitted by present or future applicable law,Customer shall indemnify,defend and hold harmless
<br /> Tanknology and Tanknology's Indemnified Parties,and each of them,from,and against any and all Claims and Damages directly or indirectly relating to,
<br /> arising out of,or caused by Tanknology or its contractors testing tanks with an unknown or incorrectly identified manufacturer,testing tanks with unknown or
<br /> incorrectly identified specifications,and/or testing tanks that were manufactured to Plasteel Product Specifications(collectively,the"Indemnified
<br /> Liabilities"), EVEN IF SUCH INDEMNIFIED LIABILITIES RESULT,ARISE OR ARE CAUSED IN WHOLE OR IN PART BY THE STRICT LIABILITY OR
<br /> NEGLIGENCE OF TANKNOLOGY OR ANY OTHER TANKNOLOGY INDEMNIFIED PARTY(AND IN THE CASE OF NEGLIGENCE WHETHER SUCH
<br /> NEGLIGENCE IS THE SOLE NEGLIGENCE OF TANKNOLOGY OR ANY OTHER TANKNOLOGY INDEMNIFIED PARTY,OR THE CONCURRENT OR
<br /> JOINT NEGLIGENCE OF TANKNOLOGY OR ANY OTHER TANKNOLOGY INDEMNIFIED PARTY WITH CUSTOMER OR ANY THIRD PARTY,AND
<br /> WHETHER THE NEGLIGENCE IS CLASSIFIED AS GROSS,ACTIVE OR PASSIVE,AND WHETHER THE INDEMNIFIED LIABILITIES ARISE OUT OF AN
<br /> UNINTENTIONAL OR INTENTIONAL ACT OR OMISSION),provided that the Indemnified Liabilities do not include any liabilities arising from the willful
<br /> misconduct of Tanknology or a Tanknology Indemnified Party,and Release.To the maximum extent permitted by applicable law,Customer agrees to,
<br /> and hereby does,waive as to Tanknology and the other Tanknology Indemnified Parties,and releases Tanknology and the other Tanknology Indemnified
<br /> Parties from,any and all Indemnified Liabilities, EVEN IF SUCH INDEMNIFIED LIABILITIES RESULT,ARISE,OR ARE CAUSED IN WHOLE OR IN PART
<br /> BY THE STRICT LIABILITY OR NEGLIGENCE OF TANKNOLOGY OR ANY OTHER TANKNOLOGY INDEMNIFIED PARTY(AND IN THE CASE OF
<br /> NEGLIGENCE WHETHER SUCH NEGLIGENCE IS THE SOLE NEGLIGENCE OF TANKNOLOGY OR ANY OTHER TANKNOLOGY INDEMNIFIED PARTY,
<br /> OR THE CONCURRENT OR JOINT NEGLIGENCE OF TANKNOLOGY OR ANY OTHER TANKNOLOGY INDEMNIFIED PARTY WITH CUSTOMER OR ANY
<br /> THIRD PARTY,AND WHETHER THE NEGLIGENCE IS CLASSIFIED AS GROSS,ACTIVE OR PASSIVE,AND WHETHER THE INDEMNIFIED LIABILITIES
<br /> ARISE OUT OF AN UNINTENTIONAL OR INTENT10NAL ACT OR OMISSION),provided that the waived and released Indemnified Liabilities do not
<br /> include any liabilities arising from the willful misconduct of Tanknology or a Tanknology Indemnified Party.
<br /> C Defense and Settlement The indemnifying party will have the right to control the defense and settlement of third party Claims and Damages under this
<br /> Section 7 with attorneys reasonably acceptable to the indemnified party.The indemnified party will have the right to participate in the defense and
<br /> settlement with its own attorneys at its own expense,unless the indemnifying party fails or refuses to defend the claim with attorneys reasonably
<br /> acceptable to the indemnified party in which case the indemnified party's participation shall be at the expense of the indemnifying party. Neither party
<br /> will be liable for settlements entered into by the other party without their consent,which will not be unreasonably withheld.
<br /> D Survival The terms of this section 6 will survive the termination or expiration of this Agreement.
<br /> 7 Default and Remedies Neither party will be in default hereunder if nonperformance is due to delays or circumstances beyond the party's control,
<br /> including but not limited to compliance with any Federal,State or local law,rule or regulation,acts of God,fires,storms,work stoppages or delays,strikes
<br /> or other labor disputes,transportation embargoes or delays,or inability to obtain materials,labor,equipment,transportation,electricity,gas or oil,fuel to
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