Contract for Manufacture of Goods

1. NamesUS Furnaces, LLC, a New York limited liability company (Seller), and Customer Company Name (Buyer), agree to the following terms.
2. Property DescriptionSeller agrees to manufacture and sell to Buyer, and Buyer agrees to buy from Seller, the following property:
   • US Furnaces LLC
     Max-4000
     Aluminum Sweat Furnace.

   Seller will manufacture the property according to the specifications that are designated

   Attachment 1 to this contract.

3. Purchase PriceThe purchase price of the property is $191,000.
4. Down PaymentBuyer will make a down payment of $114,600 when this contract is signed. This down payment will be applied toward the purchase price.
5. Time of PaymentBuyer will pay Seller the purchase price less the down payment in installments according to the schedule established in Attachment 2.
6. DeliverySeller will deliver the property to Buyer by Month, Day, Year:
   • Address
   • City, State, Zip
7. Bill of SaleConcurrently with the delivery of the property to the Buyer, Seller will execute and deliver to Buyer and transfer ownership of the property to Buyer through a bill of sale.
8. Security InterestSeller will retain a security interest in the property. At the time the property is delivered to Buyer, Buyer will sign and deliver to Seller a security agreement and UCC financing statement giving Seller a security interest in the property until the purchase price has been paid in full.
9. Other Terms and ConditionsContract Other Terms and Conditions

   Price of equipment as stated in this contract is good for a period of 30 from the date signed by the seller. A new contract will be required after the 30 day deadline.

   Buyer is responsible for the following:

   1. All shipping from points of manufacture (main furnace, refractory, burners & control components).
      Note that a one time travel fee for bringing in our portable shop and office along with the valve trains, control panel, and associated components will be included in the itemized shipping invoice, in addition to the contracted price of the furnace. Average freight total is $7,500.
   2. All crane and rigging fees.
   3. All labor personnel for pouring material and assembly of the unit: 2 of your men (preferably the future furnace operators) throughout the entire project. 2 extra men will be required for labor during times of mixing and installing material (3 four hour sessions).
   4. A welder will be required for mounting brackets, installing forms, shields (materials provided by seller). We will instruct the welder in the fabrication of loading tables, rake- out tools, tracks, etc. (materials supplied by buyer).
   5. An electrician will be required to run electrical service, disconnects, conduit and wire to our control panel. Electrician will also run conduit and wire between control panel and main junction box on the furnace, and to junction boxes (located at each burner). All electrician service and materials fees to be paid for by the buyer.
   6. A plumber will be required to run the main gas service to the furnace (valve trains supplied by US Furnaces).
   7. All permit fees and service fees are to be paid by the buyer. US Furnaces will assist buyer and environmental engineers with the permit process and guarantees compliance as per state and federal regulations. US Furnaces and Recycling Services International will not be held responsible for delays in permit issuance. Final payment is due upon completion of the installation.
   8. It is advisable that at least one of your maintenance personnel assist us and be available for full maintenance and troubleshooting procedure training while all burner components are being installed.
   9. The average start up time is 4 weeks from the date of the arrival of the installers (Recycling Services International). Should any delays be caused by outside contractors, gas companies, electrical suppliers, permit issuance, or lack of personnel required, listed in items 2 through 8, extra charges will apply. The balance of the total purchase price will also be due at that time.
   10. Extra charges will be paid to Recycling Services International, LLC at a rate of $650 per man, per day plus travel & living expenses for all days caused by delays as described in item 9.
10. Entire AgreementThis is the entire agreement between the parties. It replaces and supersedes any and all oral agreements between the parties, as well as any prior writings.
11. Successors and Assignee’sThis agreement binds and benefits the heirs, successors and assignee’s of the parties.
12. NoticesAll notices must be in writing. A notice may be delivered to a party at the address that follows a party’s signature or to a new address that a party designates in writing. A notice may be delivered:
    • in person
    • by certified mail, or
    • by overnight courier.
13. Governing LawThis agreement will be governed by and construed in accordance with the laws of the state of New York.
14. CounterpartsThe parties may sign several identical counterparts of this agreement. Any fully signed counterpart shall be treated as an original.
15. ModificationThis agreement may be modified only by a writing signed by the party against whom such modification is sought to be enforced.
16. WaiverIf one party waives any term or provision of this agreement at any time, that waiver will be effective only for the specific instance and specific purpose for which the waiver was given. If either party fails to exercise or delays exercising any of its rights or remedies under this agreement, that party retains the right to enforce that term or provision at a later time.
17. SeverabilityIf any court determines that any provision of this agreement is invalid or unenforceable, any invalidity or unenforceability will affect only that provision and will not make any other provision of this agreement invalid or unenforceable and shall be modified, amended or limited only to the extent necessary to render it valid and enforceable.