CORPORATE

CONDITIONS OF SALE

8. PROPERTY - (cont.)

until such part of the proceeds are so paid, they shall be held by the purchaser in trust for Panoto Radiator Machinery Inc.. The power of sale hereby conferred on the purchaser shall automatically cease if a receiver or receiver and manager is appointed over any of the purchaser's assets or if a winding up order is made against or a resolution is passed for the winding up of the purchaser or if Panoto Radiator Machinery Inc. at any time revokes the power of sale by notice to the purchaser. (f) Upon determination of the purchaser's power of sale under paragraph (e) above Panoto Radiator Machinery Inc. shall become entitled to possession of the goods and the new products. The purchaser shall place the goods and the new products at the disposal of Panoto Radiator Machinery Inc. who shall be entitled to enter upon any premises of the purchaser and remove the goods and the new products. (g) The purchaser grants to Panoto Radiator Machinery Inc., upon Panoto Radiator Machinery Inc. giving notice to the purchaser, the right to bring proceedings in the name of the purchaser to recover monies owing to the purchaser as a result of sales of the goods or the new products. Any amounts recovered as a result of such proceedings shall be retained by Panoto Radiator Machinery Inc. to the purchaser. (h) If any provision of these Conditions of Sale creates or constitutes a charge or other security right requiring registration under the provision of any legislation, such provision shall be severed from these Conditions of Sale.

9. GOODS HELD - Equipment manufactured to order, and then held in our store at your request pending delivery instructions, shall be invoiced as of delivery on the original requested delivery time, and accordingly, become due to payment with Panoto Radiator Machinery Inc. standard trading terms. Goods held of a period of thirty (30) days in excess of required delivery date will be charged storage at standard commercial storage rates.

10. DELIVERY - The due performance of every order and delivery dates herein quoted are subject to variation and cancellation due to any delay in delivery or failure to deliver arising from or in connection with any act of God, war, defence of the Commonwealth, strikes, lock-outs, fire, tempest, riots, crime, civil commotion, accidents to machinery, variation in Awards or industrial instruments, industrial action or disputes, order or direction of any government authority or other causes beyond our reasonable control. A charge will be made for frustrated delivery to cover Panoto Radiator Machinery Inc.’s costs and expenses arising from or in connection with attempts to deliver. A carrier s signed docket shall be conclusive evidence of delivery.