Irving Energy Fuel Agreement General Terms & Conditions

Acceptance of Fuel Agreement. This Fuel Agreement will be considered final and binding on Irving Oil Terminals Inc. (DBA Irving Energy, hereinafter the "Company") only after our Company has sent notice to you in writing confirming acceptance. Our Company may elect, prior to acceptance, to: (1) inspect your fuel tank (typically only for new customers), and (2) perform a standard credit check.

Term. This Fuel Agreement begins when our Company accepts your Fuel Agreement and continues through the Heating Season (defined below).

Delivery of Fuel. Our Company will deliver your Choice of Gallons solely to the delivery location(s) noted on your account; automatic delivery is a requirement of the Fuel Agreement. You agree not to use another supplier for the heating fuel type covered by this Fuel Agreement until all your Choice of Gallons are delivered to you. While our Company will make reasonable efforts to avoid any situation where you might run out of fuel, these events occasionally do occur, and, if it does, our Company will deliver fuel to you as quickly as reasonably possible.

Prices and Fees. Beginning on the later of (1) May 1, 2024 or (2) when our Company accepts your Fuel Agreement, and ending on May 31, 2024, (the "Heating Season") or when your Choice of Gallons is depleted, whichever comes first, the price you agree to pay for your Choice of Gallons will be as specified in this Fuel Agreement (the " Fixed Price") or (for Cap Protection Fee paying customers only) the lower of the Fixed Price or the then-current Irving retail market price. No prompt pay discounts apply during the Heating Season. Timely payment is a requirement of the Fuel Agreement. The Fixed Price excludes all government-imposed taxes and fees and other fees assessed by the Company, which taxes and fees you also agree to pay (except Vermont customers, as to government-imposed fees only). The Company may assess additional or amended fees as may arise during the Heating Season (to the extent provided by law). The price for any (1) additional fuel delivered in excess of your Choice of Gallons, or (2) fuel delivered prior to the commencement of the Heating Season or after the Heating Season has ended, will be our Company's then-current retail market price, and all such deliveries will continue to be on an automatic delivery basis. If there is a positive balance on your account at the end of the Heating Season, such amount will continue as a credit for future purchases or services from the Company at then-current prices.

Choice of Gallons. You are responsible for reasonably estimating how many gallons of fuel you wish to buy at a Fixed Price.

Default/Termination. You may not terminate this Fuel Agreement once our Company has accepted it, and you will be in default if you fail to comply with any provision of this Fuel Agreement (which shall entitle our Company to terminate this Fuel Agreement). Upon termination, you shall immediately pay to our Company all amounts that you owe to our Company (even if you are under an equalized payment plan) and in addition to any other damages for which you may be liable , you agree to pay to our Company liquidated damages calculated as follows : (1) For Heating Oil: (Choice of Gallons minus actual gallons delivered) times $1.50; and (2) For Propane: (Choice of Gallons minus actual gallons delivered) times $1.00. The parties agree that such liquidated damages are a reasonable estimate of Irving's damages and is not intended to be a penalty. You also agree to pay for our Company's reasonable collection costs upon termination for default, including reasonable attorney and legal fees, to the extent permitted by law.

Additional Terms. If we are prevented from performing our Company's obligations under this Fuel Agreement by weather, supply interruption, or any other matter beyond our reasonable control, our Company's performance shall be excused until such time as such conditions have ended. WE SECURE OUR FUEL DELIVERY OBLIGATIONS UNDER THIS AGREEMENT BY PURCHASING FUTURES CONTRACTS FOR FUEL. You agree to provide us with safe access to the delivery location and to maintain your fuel oil tank(s) and associated fill pipes in a manner that is safe to persons, property, and the environment. This Fuel Agreement is the entire agreement between you and our Company regarding fuel delivery and price; no provision in this Fuel Agreement can be changed or waived orally (for example, by a delivery driver or service technician). This Fuel Agreement cannot be assigned or transferred by you to anyone else without a written agreement signed by our Company. Irving may assign this Fuel Agreement upon written notice to you. Your obligations under this Fuel Agreement, including your obligation to pay all amounts owing to our Company, and the limitations on our Company's liability stated in this Fuel Agreement, shall continue in full force and effect beyond the term of this Fuel Agreement or any earlier termination. If any part of this Fuel Agreement is determined to be invalid or unenforceable, such part will be treated as if it were never in this Fuel Agreement and shall not affect the validity or enforceability of the rest of this Fuel Agreement. Our tank inspection and/or approval of your fuel tank (if any) does not guarantee the soundness or quality of your tank; this inspection is only for our Company's purposes and you may not rely on our Company's inspection or approval for any purpose whatsoever. This Fuel Agreement shall be interpreted and governed by the laws of the state of the delivery location of the account in dispute; you agree that any litigation arising from the subject matter of this Fuel Agreement may only be brought in a state or federal court located in the state of the delivery location of the account in dispute. Title to, and risk of loss of, all Product(s)delivered pursuant to this Agreement shall pass to Customer upon leaving the permanent hose connection of Company's delivery truck. Customer shall comply with all applicable laws relating to the use, receiving, and storage of the Product(s) delivered hereunder. All credit terms of payment are subject to the written approval of the Company. Unless otherwise provided in the Agreement, all invoices shall be paid within thirty (30) days from the date of such invoice. To the extent that invoices remain unpaid more than thirty (30) days from date of issuance, Customer agrees to pay service and late payment charges at the maximum rate permitted by law.

Limitation of Liability. In no event, even if you run out of fuel, shall: (1) our Company be liable for consequential, special, or punitive damages arising from this Fuel Agreement; and (2) our Company's liability under this Fuel Agreement exceed the amount you actually paid to us for fuel under this Fuel Agreement. Such limitation shall not apply to warranty claims governed by §2-316 of the Maine Uniform Commercial Code.