TECHNO-COMMERCIAL OFFER

Date: 01-April-2022 Quote #: Q226016-N Revision A

Point of Ex Works, Nisku, AB, Canada
Company: NANA Worley LLC
Mfr.
Your Ref: Budgetary Pricing-Willow
Brownfield/CPF2 ULSD Interconnects
Attention: Gil Campoamor From: Inba Benedict Asirvatham P.Eng.
Project Senior Buyer
Phone: Telephone: 907-375-7025 Phone: 780-955-2888 Ext.102
Mobile: 907-240-9680
Fax: Fax: 780-955-3975

Email: Gil.Campoamor@nanaworleyparsons.com E-mail: Benedict@bsbprocess.com

SUBJECT: BS&B DIESEL FILTER COALESCER VESSELS

Dear Gil Campoamor,

In response to your enquiry Black, Sivalls & Bryson (Canada) Limited is pleased to submit herewith our
Offer for the provision of the following equipment in accordance with the RFQ received.

 One (1) 12 ¾” OD x 5’-0” LG Vertical Mounted Diesel Filter Coalescer Vessel 150 psig, -20 TO
150 ºF, 130 USGPM, 2” CL 150 RF Nozzles, ¾ IN FNPT Vent/Drain, LTCS Construction, 5
Micron Particulate Elements, ASME Section VIII Division 1

 One (1) 10 ¾” OD x 5’-0” LG Vertical Mounted Diesel Filter Coalescer Vessel 150 PSIG, -20F TO
150ºF, 100 USGPM. 2” CL 150 RF Nozzles, ¾ IN FNPT Vent/Drain, LTCS Construction, 5 Micron
Particulate Elements, ASME Section VIII Division 1

We remain at your disposal for any further information you may require.

Best Regards,

For Black, Sivalls & Bryson (Canada) Ltd.

Inba Benedict Asirvatham, P. Eng., PMP.,

Project Manager

Serving the Oil and Gas industry since 1954

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TABLE OF CONTENTS

CONTENTS Page No.

COMMERCIAL OFFER............................................................................................................................... 4
1.0 PRICE DETAILS.............................................................................................................................. 4
2.0 FREIGHT TERM.............................................................................................................................. 5
3.0 DELIVERY....................................................................................................................................... 5
4.0 PRICES........................................................................................................................................... 5
5.0 COMMISSIONING AND STARTUP ASSISTANCE........................................................................5
6.0 SERVICE RATE SCHEDULE.......................................................................................................... 6
7.0 BS&B PAYMENT TERMS............................................................................................................... 6
8.0 LIMITED WARRANTY..................................................................................................................... 6
9.0 GENERAL TERMS AND CONDITIONS OF SALES.......................................................................6
10.0 COPYRIGHT................................................................................................................................... 6
TECHNICAL OFFER................................................................................................................................... 8
1.0 INTRODUCTION............................................................................................................................. 8
2.0 PROCESS DESCRIPTION.............................................................................................................. 8
3.0 DESIGN CONDITIONS.................................................................................................................... 9
4.0 SCOPE OF SUPPLY....................................................................................................................... 9
5.0 DESIGN STANDARDS COMPLIANCE STATEMENT....................................................................9
6.0 PROCESS GUARANTEE STATEMENT.......................................................................................10
7.0 EQUIPMENT DATA....................................................................................................................... 11
8.0 OPTIONS TO SCOPE OF SUPPLY:............................................................................................. 13
9.0 PIPING SPECIFICATIONS............................................................................................................ 13
10.0 TUBING SPECIFICATIONS.......................................................................................................... 13
11.0 PAINTING SPECIFICATIONS....................................................................................................... 14
12.0 INSULATION SPECIFICATIONS.................................................................................................. 14
13.0 PACKING AND CRATING............................................................................................................ 14
14.0 THIRD PARTY INSPECTION........................................................................................................ 14
15.0 DOCUMENTATION....................................................................................................................... 15
16.0 REGISTRATION............................................................................................................................ 15

ANNEXURES:

Annexure-A: BS&B General Terms and Conditions of Sales

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STATEMENT OF EXCEPTIONS / DEVIATIONS TO TENDER

1. BS&B offer is based on our Techno-Commercial Offer Rev-A only. Any other item not specifically
detailed in this offer is not included in scope of supply.
2. Off skid interconnecting piping is not included in scope of supply. Interconnecting piping between
skids is to be done by Owner.
3. Field installation labour or materials necessary to install the equipment at the job site are
excluded in scope of supply.
4. The following are not included in BS&B scope of supply.
 Freight to the job site, Off-loading, hauling, or rigging
 Export crating or packing.
 Lifting spreader bars, slings, and shackles.
 Civil Engineering, Drawings, Structural Analysis, Civil Calculation Works.
 Fire and gas detection and suppression
 Fire and Gas units will be shipped loose or will be provided to the client’s electrical
contractor.
 Witnessing of any testing at the Mill of manufacturing of any materials or parts is not
included but can be arranged for a fee if required. MTRs shall be furnished.
 HAZOP study and management SIL study.
 Skid wiring and lighting to the skid edge junction box.
 Instrumentation tubing and function testing.
 Lightning protection.
 Deluge system.
 Fire Proofing.
 Local work switches / RCU MCC Equipment.

General Notes:

None.

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COMMERCIAL OFFER
1.0 PRICE DETAILS
UNIT PRICE TOTAL
S. NO. QUANTITY DESCRIPTION OF PROCESS EQUIPMENT
(CAD) PRICE (CAD)
One (1) 12 ¾” OD x 5’-0” LG Vertical Mounted
Diesel Filter Coalescer Vessel 150 psig, -20 TO
150 ºF, 130 USGPM, 2” CL 150 RF Nozzles, ¾ $4,985.00 $4,985.00
1 1 IN FNPT Vent/Drain, LTCS Construction, 5
Micron Particulate Elements, ASME Section
VIII Division 1

One (1) 10 ¾” OD x 5’-0” LG Vertical Mounted

Diesel Filter Coalescer Vessel 150 PSIG, -20F
2 1 TO 150ºF, 100 USGPM. 2” CL 150 RF
$4,785.00 $4,797.00
Nozzles, ¾ IN FNPT Vent/Drain, LTCS
Construction, 5 Micron Particulate Elements,
ASME Section VIII Division 1

TOTAL EX WORKS, NISKU, AB, CANADA. $9,782.00

   

2.0 FREIGHT TERM

 As per International Commercial term (INCOTERMS 2010)

 Ex Works, Nisku, AB, Canada.

3.0 DELIVERY

Approval Drawings

 GAD: Four (4) days from date of firm order:

 Filter Vessel will be ready for pick up within 4 weeks from receipt of drawing approval.

4.0 PRICES

 Prices quoted are in CAD Dollars and are firm for 30 days from the quotation date.
 The above price does not include any applicable taxes.
 Quoted prices include engineering and drafting charges for initial shop drawings.
 BS&B assistance in commissioning and startup upon request.
 The Client Third Party inspection charges are not included in the base price.

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5.0 COMMISSIONING AND STARTUP ASSISTANCE

BS&B charges for assistance in commissioning and startup is extra:

 CAD $ 7,500 per week (5 days / week & 8 hrs. / day) per Engineer deputed on-site for
commissioning and start-up assistance. Additional days of stay or work during Holidays/Sundays
will be charged as per Service rate schedule. Travel and accommodation will be charged at cost
plus ten percent (10%).

6.0 SERVICE RATE SCHEDULE

The charges for additional days of stay or work during Holidays / Sundays for start-up and commissioning
assistance is as below:

 CAD $ 1,500 Per Person Per day (8 hrs. /day)

 CAD $ 250 Per Person Per Hour Over Time
 CAD $ 2,250 Per Person Per General Holiday

7.0 BS&B PAYMENT TERMS

100% On completion and offer to ship.

Note:

BS&B reserves the right to review steel prices at the time of purchase order. Any escalation will be for the
customer’s account and BS&B shall submit proof of such escalation.

8.0 LIMITED WARRANTY

Seller warrants its product against defective workmanship and materials under normal and proper use for
(18) eighteen months from date of invoice or (12) twelve months from startup whichever is earlier.

9.0 GENERAL TERMS AND CONDITIONS OF SALES

As per enclosed Annexure-A Black, Sivalls & Bryson (Canada) Ltd General Terms and Conditions of
Sales.

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10.0 COPYRIGHT
1. BS&B shall provide to the Client relevant drawings or documents for the project and shall exclude
those drawings & documents that are Proprietary.
2. BS&B reserves the rights to substitute brand names of equal quality on any or all of the above-
specified controls to assist in meeting deliveries provided the substitution is on the acceptable
vendors list and with the acceptance of the client.
3. All drawings and engineering calculation will be done only in Imperial units. All drawings supplied
by BS&B will have imperial units as the primary unit system with other secondary system of units
specified in brackets if required.
4. “Copyright 2022 Black, Sivalls & Bryson (Canada) Ltd. - This proposal, including its specifications
and drawings, comprises the proprietary, trade secret information of Black, Sivalls & Bryson
(Canada) Ltd.  This information is supplied for the sole purpose of communicating our offer for a
potential customer’s evaluation and consideration – no other license is granted.  Any
dissemination or use of this information in a contrary manner, including transmission of this
information to any company or person other than the potential customer, is strictly prohibited.”

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TECHNICAL OFFER

1.0 INTRODUCTION

Black, Sivalls & Bryson is proud to have developed superior experience over the years in the design,
engineering, and fabrication of process system packages. In addition to building plants from concept
stage, Black, Sivalls & Bryson is involved in providing engineering services for projects involving de-
bottlenecking, capacity increase, adequacy checks for existing units requiring new process conditions,
and recommending optimum design for various oil and gas applications.

The major areas wherein BS&B operates in the oil and gas upstream are.
 Engineering services
 Multiphase separation systems
 Gas Dehydration systems
 H2S and CO2 Removal
 Oil conditioning and Dehydration
 Debottlenecking
 Pig Launchers & Receivers

2.0 PROCESS DESCRIPTION

The coalescer elements offer a simple and efficient solution for diesel fuel conditioning. Often provide a
high degree of water removal and particle filtration. The elements utilizing multiple types of fiberglass in a
pleated construction.

3.0 OPERATING CONDITIONS

The process conditions considered for the design of the diesel filter is given below
 
Operating Conditions F-100 F-200
Process Fluid Diesel Diesel
Design Flow Rate, USgpm 130 100
Specific Gravity 0.8399 0.8399
Viscosity @ 40º C 2.603 2.603
Clean Pressure Drop, psid 3 3
Operating Fuel Temperature Range, º F 50 - 120 50 - 120
Change out Pressure Drop, psid 15 15

4.0 SCOPE OF SUPPLY

BS&B scope of supply for Horizontal Separator is limited to Mechanical Design, Engineering, Fabrication,
and supply of the following:

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 One (1) 12 ¾” OD x 5’-0” LG Vertical Mounted Diesel Filter Coalescer Vessel (F-100) 150 psig, -
20 ºF to 150 ºF, 130 USGPM, 2” CL 150 RF Nozzles, ¾ IN FNPT Vent/Drain, LTCS Construction,
5 Micron Particulate Elements, ASME Section VIII Division 1

 One (1) 10 ¾” OD x 5’-0” LG Vertical Mounted Diesel Filter Coalescer Vessel (F-200) 150 psig, -
20 ºF to 150 ºF, 100 USGPM. 2” CL 150 RF Nozzles, ¾ IN FNPT Vent/Drain, LTCS Construction,
5 Micron Particulate Elements, ASME Section VIII Division 1

5.0 DESIGN STANDARDS COMPLIANCE STATEMENT

Black Sivalls and Bryson (Canada) limited compliance to the following standards for the design,
Engineering, and supply of the filter.

Description Standards*
Stamping ASME Section VIII Div. 1 'U' Stamp
Process Design BS&B Proprietary standards
Material of Construction ASME SECTION II*
Pressure Vessel Code ASME Sec VIII Div 1*
Piping ASME B 31.3*
Flanges ASME B16.5*/ASME B 16.47*
Safety Devices API RP 520
Welding ASME SEC IX*
NDE ASME SEC V*
Butt weld fittings ASME B 16.9*
Forged Fittings ASME B 16.11*
Wind & Seismic Alberta and Canadian building codes
*-Latest Edition/Addenda at the time of design shall apply.

6.0 PROCESS GUARANTEE STATEMENT

We, Black Sivalls and Bryson (Canada) Limited states that the designed Diesel Filter Coalescer will meet
the following process requirements for the conditions stipulated in section 3.0.

 Filtration Rating - 5 Micron and larger Particulates

7.0 EQUIPMENT DATA

7.1. Description VERTICAL DIESEL FILTER COALESCER VESSEL (F-100)

Quantity 1 No.
GENERAL Vessel Size 12 ¾” OD x 5’-0” LG

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Design Pressure 150 psig

MDMT -20 ºF
Design Temperature 150 ºF
Corrosion Allowance 1/16”
Service Sweet
U-Stamp & CRN# Yes
Filter Elements (4) CI-3540P

END
NOZZLES DESCRIPTION QTY SIZE RATING REMARKS
CONNECTION
N1 Inlet 1 2" CL-150 RF WN
N2 Outlet 1 2" CL-150 RF WN
C1 Drain 1 1” 3000# FNPT
C2 Vent 1 1” 3000# FNPT
F1 Body Flange 1 12” CL-150 RF WN c/w Blind

MATERIALS
Bottom Head SA-420-WPL6
Shell SA-333-6 Seamless
Top Body Flange &
SA-350-LF2 Cl.1
Blind
Flanges/ Couplings SA-350-LF2 Cl.1
Butt-Weld Fittings SA-420-WPL6
Pipes / Nozzle SA-333-6 / SA-350-LF2 Cl.1
Gasket SS 316 Spiral wound Gasket Flexitallic ‘CGI’
Internal Supports SA-516-70N
Fasteners SA-193-B7M & SA-194-2HM
Support SA-36

TESTING Radiography RT-1

Ultrasonic Testing N/A
Impact Test N/A
PWHT No
Hardness testing No
Hydrostatic Testing 1.3 x Design Pressure

7.2. Description VERTICAL DIESEL FILTER COALESCER VESSEL (F-200)

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Quantity 1 No.
GENERAL Vessel Size 10 ¾” OD x 5’-0” LG
Design Pressure 150 psig
MDMT -20 ºF
Design Temperature 150 ºF
Corrosion Allowance 1/16”
Service Sweet
U-Stamp & CRN# Yes
Filter Elements (3) CI-3540P

END
NOZZLES DESCRIPTION QTY SIZE RATING REMARKS
CONNECTION
N1 Inlet 1 2" CL-150 RF WN
N2 Outlet 1 2" CL-150 RF WN
C1 Drain 1 1” 3000# FNPT
C2 Vent 1 1” 3000# FNPT
F1 Body Flange 1 12” CL-150 RF WN c/w Blind

MATERIALS
Bottom Head SA-420-WPL6
Shell SA-333-6 Seamless
Top Body Flange &
SA-350-LF2 Cl.1
Blind
Flanges/ Couplings SA-350-LF2 Cl.1
Butt-Weld Fittings SA-420-WPL6
Pipes / Nozzle SA-333-6 / SA-350-LF2 Cl.1
Gasket SS 316 Spiral wound Gasket Flexitallic ‘CGI’
Internal Supports SA-516-70N
Fasteners SA-193-B7M & SA-194-2HM
Support SA-36

TESTING Radiography RT-1

Ultrasonic Testing N/A
Impact Test N/A
PWHT No
Hardness testing No
Hydrostatic Testing 1.3 x Design Pressure

8.0 OPTIONS TO SCOPE OF SUPPLY:

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N/A

9.0 PIPING SPECIFICATIONS

N/A

10.0 TUBING SPECIFICATIONS

N/A

11.0 PAINTING SPECIFICATIONS

Surface Thickness
Equipment Primer Coat Final Coat
Preparation (mils)
Vessel &
Commercial blast Inorganic Zinc Rich Industrial Enamel
Piping 4.0 Mils
SSPC-SP-6 Primer – Warm Grey F34
(Un-insulated)

Internal Coating: No

12.0 INSULATION SPECIFICATIONS

N/A

13.0 PACKING AND CRATING

 All untapped openings shall be provided with 3/16” thick metal or 1/2" wood closures bolted in
place with no less than four bolts with full rubber gaskets.
 All tapped openings including open-ended valves shall be plugged.
 Small, easily damaged parts shall be removed, tagged, and adequately protected from damage
during shipment by storing in wooden crates.
 The unit shall not be shipped until it is inspected and approved for shipment by Client or their
Representative.
 All flange faces or screwed connections shall be coated with a rust inhibitor and protected with
suitable wooden flange covers or plastic caps.

14.0 THIRD PARTY INSPECTION

Client Third party inspection is not included in the offer. If customer wants to have third party inspection,
then it should be defined in the purchase order. BS&B needs to review and accept with the order
acknowledgment the actual scope of inspection of the third-party inspection.

15.0 DOCUMENTATION
Qty - One (1) set of hard binder copy will be provided within in one (1) week from the date of shipment.
BS&B will provide the manufacturing data book contains the following as minimum.
 Inspection and Test Plan
 Material Test Report (traceable to job#)

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 Record of Welder Qualifications

 Record of Welding Procedures
 Nondestructive Examination Reports
 Nondestructive Examination & Weld ID Maps
 Certified Leak Test Report (without chart)
 CRN Registration
 Pressure Vessel Manufacturers Data Report
 Vessel Name Plate Facsimile
 Coating Holiday Test Reports (if applicable)
 Test Reports (Performance/ Mechanical Run/ Function test / Hydrotest)
 As-Built Drawings

16.0 REGISTRATION
 Pressure Vessel shall be registered in the Province of Alberta, and CRN# to be stamped on the
Nameplate.

17.0 GENERAL NOTES

1. All piping will be designed to ASME B31.3 Code Latest Edition.
2. Piping 2" NPS and larger to be of welded construction with Butt weld fittings and Weld Neck Flanges.
(Unless indicated otherwise)
3. BS&B shall provide to the Client relevant drawings or documents for the project and shall exclude
those drawings & documents that are Proprietary.
4. BS&B reserves the rights to substitute brand names of equal quality on any or all the above-specified
controls to assist in meeting deliveries provided the substitution is on the acceptable vendors list and
with the acceptance of the client.
5. All drawings and engineering calculation will be done only in Imperial units. All drawings supplied by
BS&B will have imperial units as the primary unit system with other secondary system of units
specified in brackets.
6. “Copyright 2021 Black, Sivalls & Bryson (Canada) Ltd. - This proposal, including its specifications and
drawings, comprises the proprietary, trade secret information of Black, Sivalls & Bryson (Canada)
Ltd.  This information is supplied for the sole purpose of communicating our offer for a potential
customer’s evaluation and consideration – no other license is granted.  Any dissemination or use of
this information in a contrary manner, including transmission of this information to any company or
person other than the potential customer, is strictly prohibited.”

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ANNEXURE A

BLACK, SIVALLS & BRYSON (CANADA) LTD.

GENERAL TERMS AND CONDITIONS OF SALE
(February 25, 2020)

A. DEFINITIONS – As used in these General Terms and Conditions of Sale (hereinafter “Terms and
Conditions”), “Proposal” shall mean any Black, Sivalls & Bryson (Canada) Ltd. (hereinafter "BS&B Canada") sales
proposal, bid, or offer for sale. The term “Contract” shall mean: (1) the terms of a Proposal accepted by a BS&B
customer (hereinafter “Purchaser”); (2) additional contract documents or terms, if any, expressly agreed to by BS&B
Canada; and (3) these Terms and Conditions. In the event of a conflict between or among these documents, these
Terms and Conditions shall prevail. “Site” shall mean Purchaser’s site where BS&B Canada equipment or parts are
to be used or where services are to be performed.
B. APPLICABILITY AND ACCEPTANCE OF TERMS - These Terms and Conditions apply to all sales of
equipment, parts, and services by BS&B Canada. BS&B Canada hereby objects to and rejects the terms and
conditions of any purchase order, order documentation, change order, or other communication that contains
language which is inconsistent with or otherwise states terms additional to or different from these Terms and
Conditions. Purchaser's agreement with these Terms and Conditions shall be evidenced by: (i) Purchaser's receipt of
these Terms and Conditions without Purchaser’s prompt, written objection thereto; (ii) Purchaser’s receipt of BS&B
Canada’s acknowledgment or similar order confirmation without prompt written objection thereto; or (iii)
Purchaser's acceptance of all or any part of the equipment, parts or services ordered. No deviation from, addition to,
or modification of BS&B Canada’s Terms and Conditions shall be binding upon BS&B Canada unless specifically
agreed to by an authorized officer or director of BS&B Canada in writing. References to Purchaser's purchase order
or purchase order number on BS&B Canada’s order acknowledgment or any other communication shall not affect or
limit the applicability of these Terms and Conditions. BS&B Canada Proposals shall be subject to withdrawal at any
time prior to Purchaser’s acceptance unless BS&B Canada expressly indicates otherwise.
C. SCOPE OF WORK: METHOD OF PERFORMANCE - BS&B Canada will design and/or furnish process
system equipment, parts and/or services (hereinafter “Work”). The complete scope of Work, including the terms of
delivery, will be set forth in the Proposal. Purchaser shall obtain and provide all approvals and permits necessary for
BS&B Canada’s performance of the Work at the Site. Purchaser will provide BS&B Canada with English versions
of all information reasonably necessary for BS&B Canada to perform the Contract, including but not limited to
Purchaser’s design criteria and constraints; special equipment, systems, and site requirements; structural,
mechanical, and chemical data and specifications; and rules, regulations, codes, local laws or ordinances applicable
to the Site. Purchaser will reimburse BS&B Canada for all expenses incurred by BS&B Canada (including but not
limited to engineering, design, drafting, materials, manufacturing, and sub-contracting expenses), plus a reasonable
profit, due to Purchaser’s failure to timely and completely provide such information or to obtain necessary permits.
D. PAYMENT – If so, referenced on BS&B Canada’s Proposal, Purchaser will provide security for
payment(s) to BS&B Canada in the form of irrevocable letter(s) of credit or other form of guarantee satisfactory to
BS&B Canada. Unless otherwise agreed by BS&B Canada and Purchaser, payment for Work shall be: 10% of total
purchase price with purchase order; 25% of total purchase price upon BS&B Canada’s submission of the PFD,
P&ID, general arrangement, and elevation drawings; 40% of total purchase price upon BS&B Canada’s receipt of
major materials; and 25% of total purchase price upon BS&B Canada’s completion and tendering of equipment or
parts for shipment. Purchaser agrees to grant a purchase money security interest in the equipment or parts to BS&B
Canada until such time as Purchaser pays 100% of the total purchase price. Purchaser will assist BS&B Canada in
taking any necessary actions to perfect and protect BS&B Canada’s security interest in the event of Purchaser’s

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default. BS&B Canada will not accept late production or delivery penalties of any form. In the event the Contract is
awarded in the name of BS&B’s representative or agent, such representative or agent shall grant BS&B joint
signatory control over any accounts into which customer payments may be deposited. The representative or agent
may not utilize the customer’s purchase order to obtain any form of loan without BS&B’s prior, written consent.
E. EXPORT COMPLIANCE AND SHIPPING – BS&B Canada will not engage directly or indirectly in any
activity which reasonably could have the effect of promoting a restrictive international trade practice or that is in any
manner inconsistent with the letter or spirit of the law, rules, and regulations currently in force in Canada or the
United States. Purchaser represents and warrants that the Work is not intended for utilization or inspection by, or
shipment or trans-shipment to or through, any country, entity, individual, or end use proscribed by the laws or
regulations of Canada or the United States. Shipment shall be Ex Works, Nisku, Alberta, unless otherwise stated in
BS&B Canada’s Proposal or unless otherwise agreed by Purchaser and BS&B Canada. Title to the equipment or
parts and risk of loss shall pass to Purchaser upon BS&B Canada’s tender to the initial carrier for shipment.
F. WARRANTIES
a. BS&B Canada’s “Process Guaranty” - BS&B Canada warrants that its process systems will perform as
represented when operated and maintained under design conditions, in accordance with BS&B Canada's
operating instructions, and when supplied with adequate raw materials and utilities. BS&B Canada
provides no warranty or guarantee against the effects of corrosion or erosion and BS&B Canada's warranty
does not include expendable or consumable items (such as seals, packing gaskets, filter elements, and so
forth), paints, coatings, or their application. BS&B Canada's warranty is expressly contingent upon
Purchaser’s use, operation, and maintenance of the process system in accordance with BS&B Canada's
instructions and equipment ratings.
b. Equipment and Materials - BS&B Canada warrants that all equipment and material furnished by BS&B
Canada and incorporated into any process system shall be new. BS&B Canada shall replace, without charge
to Purchaser, any materials or equipment furnished by BS&B Canada or its subcontractors which fails or is
discovered to be defective in workmanship or materials within one (1) year of acceptance of the equipment
or materials or within eighteen (18) months of shipment, whichever occurs first, provided that Purchaser
gives BS&B Canada prompt written notice after discovery of such failure or defect (and in no event, later
than seven days following discovery of the failure or defect). Purchaser's failure to use equipment in strict
compliance with all material operating specifications provided to BS&B Canada by Purchaser prior to
BS&B Canada's production, delivery or shipment of equipment, or Purchaser’s improper installation, use or
maintenance of equipment shall void this warranty.
c. Refurbished or remanufactured items are warranted against defects in materials or workmanship for a
period of ninety (90) days from the date of delivery. BS&B Canada does not warrant parts not
manufactured by BS&B Canada; however, BS&B Canada will pass through any warranties provided by its
suppliers.
d. Limitations and Exclusions - THE WARRANTIES HEREIN GIVEN ARE EXCLUSIVE AND IN LIEU
OF ALL WARRANTIES EXPRESS OR IMPLIED, BY OPERATION OF LAW OR OTHERWISE,
INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. PURCHASER'S SOLE AND
EXCLUSIVE REMEDY FOR BREACH OF ANY WARRANTY SHALL BE AS SET FORTH ABOVE.
BS&B Canada shall in no event be liable for loss of production or any other indirect, special, or
consequential damages of any nature arising out of or with respect to the Contract or the Work. In the event
of any inconsistency between this paragraph and any other provision of the Contract, the provisions of this
paragraph shall govern.
G. PROCESS SYSTEM PERFORMANCE TESTING AND CONTROL - Promptly after the process system
is installed and activated, a performance test of twenty-four (24) consecutive hours duration, at rated design

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conditions, shall be conducted to determine whether the process system operates as designed. Unless BS&B Canada
expressly includes the cost of this performance test in its Proposal and Purchaser agrees without objection to the
Proposal, the performance test shall be conducted at Purchaser’s additional expense. Commencement of the test
shall occur on a date agreed by Purchaser and BS&B Canada, but in no event shall Purchaser operate the process
system for more than five (5) days without notifying BS&B Canada to arrange a performance test. If the
performance test is not commenced within ninety (90) days after delivery of the equipment, for reasons outside of
the control of BS&B Canada, the process system shall be deemed to have met BS&B Canada’s process guaranty.
During the performance test, the process system shall be operated under Purchaser's supervision.
Performance shall be verified through adequate and proper testing procedures. If the average performance of the
process system over the test period meets the process guaranty, the test shall be deemed to have been satisfactorily
completed and the process guaranty met. Purchaser and BS&B Canada shall agree upon the governing
instrumentation, its accuracy, and the critical variables prior to initiating the test. Within 5 days of the completion of
the test, Purchaser shall notify BS&B Canada in writing of any objection to the test results or of any concern with
the performance of the process system during the performance test. Purchaser's failure to so notify BS&B Canada
shall constitute its agreement that the process system has met the process guaranty. Purchaser's acceptance of BS&B
Canada's drawings, plans, specifications, or other documentation containing any condition later alleged by Purchaser
to be defective in any respect constitutes Purchaser's waiver of that alleged defect.
Purchaser shall make the installation site available to BS&B Canada during the performance test and
whenever reasonably required to permit BS&B Canada to make any adjustments or changes necessary to enable the
system to meet the process guaranty. If the process system fails to meet the process guaranty, then BS&B Canada or
its subcontractors, at BS&B Canada’s expense, shall perform any corrective measures necessary in its sole discretion
to reach process guaranty levels.
H. RELIANCE UPON PURCHASER INFORMATION AND SPECIFICATIONS - BS&B Canada
manufactures and supplies process systems equipment, parts and services in reliance upon information and
specifications provided by Purchaser. BS&B Canada specifically disclaims any and all liability, of whatever nature,
resulting or arising from Purchaser's failure to disclose fully all material operating conditions, design parameters,
process components, system or vessel requirements or other misrepresentations or omissions by Purchaser.
Purchaser agrees to indemnify and hold harmless BS&B Canada from all costs, loss, liability or damage, including
attorney's fees, arising or resulting from: (1) BS&B Canada's manufacture or supply of Work in accordance with
Purchaser's specifications or requirements; and (2) Purchaser's installation, use, or maintenance of the process
system and not the direct result of BS&B Canada's fault or negligence. BS&B Canada’s repair, modification, or
other work undertaken to meet Purchaser’s operating needs and resulting from Purchaser’s failure to timely and
fully disclose all material operating conditions, design parameters, or other conditions shall be at Purchaser’s
expense.
I. FORCE MAJEURE – BS&B Canada shall be entitled to suspend performance of its obligations under the
Contract to the extent that such performance is impeded or made unreasonably onerous by any of the following
circumstances: industrial disputes, fire, war or risk of war (whether declared or not, and including extensive military
mobilization), riot, insurrection, requisition, seizure, embargo or trade restrictions, accident, inability to obtain
power or essential materials, and sub-contractor delays (hereinafter “force majeure”). Performance shall be
continued as soon as practical after such disability is removed. The deadline for BS&B Canada’s performance shall
be extended, without penalty, to the extent of such interference with BS&B Canada’s ability to perform.
BS&B Canada shall notify Purchaser of any act or event that BS&B Canada reasonably believes may result
in such delay. BS&B Canada and Purchaser shall use all reasonable efforts to remove such causes or conditions
interfering with performance as soon as possible, but in no event shall either party be held liable for consequential
damages of any nature arising from delay caused by force majeure. It is further agreed that force majeure shall not

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delay Purchaser's payments to BS&B Canada of any sums due at the time of any interruption or prevention of
performance.
J. PROPRIETARY INFORMATION – Bids, drawings or data provided to Purchaser may contain BS&B
Canada’s proprietary and confidential information. This information is furnished to Purchaser solely for Purchaser's
use in determining whether to enter into a contract with BS&B Canada for equipment, parts, or services or for the
operation of the equipment. Delivery of confidential and proprietary information (such as drawings and other data)
in any bid or other document to Purchaser does not convey the right to Purchaser to transmit BS&B Canada's
proprietary or confidential information to third parties without the prior, express written consent of BS&B Canada or
independently to use that information in the design, erection, operation, or sale of competing process systems. The
proprietary right to all Contract technical information and data included on drawings, bills of materials, flow
diagrams, layout details, specifications or other documentation prepared by BS&B Canada for Purchaser shall
remain with BS&B Canada. Purchaser shall have the right and license to use such information and data solely for
the operation and maintenance of its process system or equipment.
K. TAXES AND LATE CHARGES - The consideration payable to BS&B Canada pursuant to the Contract is,
unless otherwise stated, exclusive of any GST, sales tax, use tax, value-added tax, excise tax, gross receipts tax, or
any other taxes, duties or similar charges pertaining to the Work or any materials, goods or services purchased or
provided in connection with the Work. Past due charges of 1.5% per month will be levied on all past due amounts
from the date payment was due.
L. INDEMNIFICATION - BS&B Canada will defend, indemnify and hold harmless Purchaser from any
claim or cause of action arising out of patent infringement by virtue of Purchaser's use of BS&B Canada-furnished
designs or processes that are incorporated in the process system, provided that Purchaser promptly notifies BS&B
Canada in writing of the filing or pressing of an infringement claim against it; that Purchaser cooperates with BS&B
Canada’s defense of the claim as reasonably necessary; and that BS&B Canada possess complete control over the
defense of the claim, including compromise of the claim as it deems appropriate. BS&B Canada disclaims any and
all liability for consequential damages in any form.
Purchaser shall be solely liable for, and shall defend, indemnify, and hold BS&B Canada harmless from,
liability for the injury to, or death of, any person, and for damage to, or destruction of, any property due to the
negligence, intentional act or wrongful act of Purchaser, its officers, employees, joint interest owners, contractors,
subcontractors or any other person or entity arising out of, or incident to, the Work.
M. NOTICES - All notices required by the Contract shall be in writing and shall be sufficiently given if
delivered in person, mailed by certified mail, or sent by confirmed facsimile transmission to the business address of
the receiving party.
N. CANCELLATION - No portion of the Work may be canceled without the payment of all costs, expenses,
losses, and damages sustained by BS&B Canada in connection with such termination, including reasonable
overhead and profit.
O. CHANGES AND CHANGE ORDERS - Purchaser may request in writing additions or modifications to the
scope of the Work or the completion (delivery) schedule. Such changes may require adjustments by BS&B Canada,
in its sole discretion, to the time of completion (delivery) and cost of the Work. Purchaser shall pay BS&B Canada
for the cost of any changes or modifications, including actual costs and expenses, overhead and a reasonable profit.
BS&B Canada reserves the right to invoice Purchaser for the cost of preparing change estimates. Purchaser shall
pay for any changes, modifications or estimates as they are performed, net thirty (30) days following BS&B
Canada's submission of an invoice.
P. SUBSTITUTION - BS&B Canada may substitute, with Purchaser's consent (which shall not be withheld
unreasonably), any equivalent item, component or good listed in its equipment specifications due to availability or
other commercial reasons.

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Q. ENTIRETY OF AGREEMENT - The Contract constitutes the entire agreement of the parties with respect
to the process system equipment, parts, materials, goods or services to be furnished by BS&B Canada and may be
amended only by written agreement signed by BS&B Canada and Purchaser.
R. GOVERNING LAW - This Agreement shall be governed by the laws of the Province of Alberta, Canada,
and shall be subject to interpretation and enforcement exclusively in the English language. The Contract, its
performance, and any disputes arising from the Contract, are not subject to the United National Convention on
Contracts for the International Sale of Goods. Any disputes arising from this Contract, or its performance or non-
performance shall be brought in the courts of Alberta, Canada and the Purchaser and BS&B Canada hereby waive
objections to such forum. In the event a Canadian court forum selection is not permitted by the laws of Purchaser’s
country, the parties to the Contract agree to submit disputes for resolution under the Rules of Conciliation and
Arbitration of the International Chamber of Commerce by one or more arbitrator’s appointed accordance with those
Rules, supplemented as may be necessary by the procedural rules of Canada.

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