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GREEN STAR BIODIESEL LLC SERVICE AGREEMENT This Agreement (“Agreement”) made this ______ day of ____________, 2016 (the “Effective Date”), by and between the undersigned restaurant or food service operation (the “Customer”) doing business at the location set forth below Customer’s signature (herein after referred to as Customer’s Premises), and Green Star Biodiesel LLC (herein after referred to as “Green Star”). In consideration of their mutual promises recited herein, Green Star and Customer, intending to be legally bound, hereby agree as follows: 1. Term. This Agreement will be for a term of ____ year(s) commencing on the Effective Date, and will automatically renew for additional consecutive terms of ____ year(s) each. If Customer is not satisfied with the services provided by Green Star, they can cancel the Agreement with thirty (30) days written notice. 2. Waste Cooking Oil Services Provided. By entering into this agreement with Green Star, the Customer agrees that Green Star shall have the exclusive right to transport away from Customer’s Premises all of its used cooking oil and grease (“Waste Oil”) on scheduled dates (each instance, a Service Date) established at Green Star’s discretion based on volume of Customer’s Waste Oil (which Customer warrants to be approximately ____ gallons/month). All right and title to Waste Oil shall vest in and be transferred to Green Star once placed into the Container by Customer. The charge to the Customer by Green Star for these regularly scheduled services shall be: A flat rate of $______ per gallon for all Waste Oil removed from the Container. Rate subject to change without prior notice based on the market price of Yellow Grease as per the Jacobsen index in the Carolina’s region. Free ($0.00) Waste Oil removal. Customer hereby acknowledges that the discount to the flat rate is based on either Customer’s acceptance of Grease Trap Services (below) and/or representations of approximate monthly Waste Oil volumes (listed in paragraph 2). 3. Premises Access and Collection Containers. Green Star shall furnish customer with an adequate Waste Oil collection container (“Container”) into which Customer shall deposit Waste Oil. Customer shall provide Green Star (or authorized agent of Green Star) unobstructed access to the Container and other receptacles containing Waste Oil on the Service Date, including during off-business hours, weekends, and holidays. The Container furnished shall remain Green Star’s property. Customer shall only use the Container for its intended purpose. While in its care, custody, and control, Customer shall be responsible for damage to the Container if such damage is due to the negligence of Customer. 4. Customer’s Warranties. Customer warrants that Waste Oil collected by Green Star will not contain commercially unreasonable amounts of water, food scrap, or radioactive, flammable, explosive, toxic or hazardous material. Customer warrants that its Premises are sufficient to bear the weight and wear of Green Star’s equipment and vehicles.

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Page 1: GREEN STAR BIODIESEL LLC SERVICE AGREEMENT · GREEN STAR BIODIESEL LLC SERVICE AGREEMENT This Agreement (“Agreement”) made this _____ day of _____, 2016 (the “Effective Date”),

GREEN STAR BIODIESEL LLC SERVICE AGREEMENT

This Agreement (“Agreement”) made this ______ day of ____________, 2016 (the “Effective Date”), by and between the undersigned restaurant or food service operation (the “Customer”) doing business at the location set forth below Customer’s signature (herein after referred to as Customer’s Premises), and Green Star Biodiesel LLC (herein after referred to as “Green Star”).

In consideration of their mutual promises recited herein, Green Star and Customer, intending to be legally bound, hereby agree as follows:

1. Term. This Agreement will be for a term of ____ year(s) commencing on the Effective Date,and will automatically renew for additional consecutive terms of ____ year(s) each. If Customeris not satisfied with the services provided by Green Star, they can cancel the Agreement withthirty (30) days written notice.

2. Waste Cooking Oil Services Provided. By entering into this agreement with Green Star, theCustomer agrees that Green Star shall have the exclusive right to transport away fromCustomer’s Premises all of its used cooking oil and grease (“Waste Oil”) on scheduled dates(each instance, a Service Date) established at Green Star’s discretion based on volume ofCustomer’s Waste Oil (which Customer warrants to be approximately ____ gallons/month). Allright and title to Waste Oil shall vest in and be transferred to Green Star once placed into theContainer by Customer. The charge to the Customer by Green Star for these regularly scheduledservices shall be:

A flat rate of $______ per gallon for all Waste Oil removed from the Container. Rate subject to change without prior notice based on the market price of Yellow Grease as per the Jacobsen index in the Carolina’s region.

Free ($0.00) Waste Oil removal. Customer hereby acknowledges that the discount to the flat rate is based on either Customer’s acceptance of Grease Trap Services (below) and/or representations of approximate monthly Waste Oil volumes (listed in paragraph 2).

3. Premises Access and Collection Containers. Green Star shall furnish customer with anadequate Waste Oil collection container (“Container”) into which Customer shall deposit WasteOil. Customer shall provide Green Star (or authorized agent of Green Star) unobstructed accessto the Container and other receptacles containing Waste Oil on the Service Date, includingduring off-business hours, weekends, and holidays. The Container furnished shall remain GreenStar’s property. Customer shall only use the Container for its intended purpose. While in its care,custody, and control, Customer shall be responsible for damage to the Container if such damageis due to the negligence of Customer.

4. Customer’s Warranties. Customer warrants that Waste Oil collected by Green Star will notcontain commercially unreasonable amounts of water, food scrap, or radioactive, flammable,explosive, toxic or hazardous material. Customer warrants that its Premises are sufficient to bearthe weight and wear of Green Star’s equipment and vehicles.

Page 2: GREEN STAR BIODIESEL LLC SERVICE AGREEMENT · GREEN STAR BIODIESEL LLC SERVICE AGREEMENT This Agreement (“Agreement”) made this _____ day of _____, 2016 (the “Effective Date”),

5. Grease Trap Services Provided (Optional). Green Star shall perform services to theunderground grease trap, estimated at approximately ______ gallons. Green Star will pump out all solids, fats, oils, and grease, as well as pressure wash immediate surrounding area of grease trap (collectively the “Grease Trap Service”). The Grease Trap Service will be provided at Customer’s Premises as required by D.E.R.M. regulations or as otherwise required every ____________ weeks. The fee Green Star shall be entitled to charge Customer for these regularly scheduled services shall be:

The standard rate of $______ per gallon removed from the grease trap, plus applicable taxes, each Service Date, or a flat rate of $______.

A discounted flat rate of $______ plus applicable taxes, each service date. Customer hereby acknowledges that the discount to the standard rate is based on Customer’s representations of approximate monthly Waste Oil volumes (listed in paragraph 2). Should the actual monthly average volume of Waste Oil collected by Green Star (as evidence of Green Star’s service records) prove to be less than 80% of the estimated volume listed in paragraph 2, the discounted rate shall not apply and Green Star shall be entitled to charge its standard rate for Grease Trap Service. Additional service requested by Customer will be billed in addition to regular grease trap service fees.

Free ($0.00) Grease Trap Service. Customer hereby acknowledges that the discount to the standard rate is based on Customer’s representations of approximate monthly Waste Oil volumes (listed in paragraph 2). Should the actual monthly average volume of Used Oil collected by Green Star (as evidence of Green Star’s service records) prove to be less than 80% of the estimated volume listed in paragraph 2, the discounted rate shall not apply and Green Star shall be entitled to charge its standard rate for Grease Trap Service. Additional service requested by Customer will be billed in addition to regular grease trap service fees.

Last Grease Trap Service Date: ______________________________

6. Line Jetting Services Provided (Optional). Green Star shall perform line jetting services forapproximately ______ feet of incoming and outgoing lines. (collectively the “Line Jetting Service”). The Line Jetting Service will be provided quarterly at Customer’s Premises as required by D.E.R.M. regulations or as otherwise required. The fee Green Star shall be entitled to charge Customer for these regularly scheduled services shall be:

The standard rate of $______ per foot jetted from the line, plus applicable taxes, each Service Date, or a flat rate of $______.

Last Line Jetting Service Date: ______________________________

7. Opportunity to Cure. If a party breaches this Agreement, the non-breaching party shallprovide written notice to the breaching party identifying each claimed breach (the “Notice”). The

Page 3: GREEN STAR BIODIESEL LLC SERVICE AGREEMENT · GREEN STAR BIODIESEL LLC SERVICE AGREEMENT This Agreement (“Agreement”) made this _____ day of _____, 2016 (the “Effective Date”),

breaching party shall have 5 business days, excluding holidays, within which to cure the claimed breach (the “Cure Period”). This paragraph does not apply to a breach by Customer of its exclusivity obligation to Green Star.

8. Indemnity. Customer shall indemnify, defend, and hold harmless Green Star form and againstclaims, damages, losses, and expenses arising out of or resulting from the parties’ operations or this Agreement, provided Customer’s indemnification obligations shall not apply to occurrences caused by Green Star’s negligence.

9. Dispute Resolution. As a condition precedent to filling a lawsuit, any claim arising out of orrelated to this Agreement, except claims for emergency injunctive relief, shall be subject to mediation in Miami-Dade County, Florida, according to the American Arbitration Association’s rules in affect at the time a request for mediation is filed and the parties shall share the costs equally. Florida law governs all disputes arising out of or related to this Agreement. The prevailing party in any dispute arising out of or relating to this Agreement shall be entitled to recover from the other party reasonable attorneys’ fees, costs, and expenses incurred by the prevailing party, including pre-suit mediation costs.

10. Miscellaneous. Neither party shall be required to perform if performance is renderedcommercially impracticable or impossible due to a force majeure event. This Agreement is binding on and inures to the benefit on the parties and their successors and assigns. If any provision herein is declared invalid, it shall be severed and the remaining Agreement shall remain in force. The parties agree to keep confidential and not to disclose to any third party any confidential information or trade secret of the other party, including but not limited to this Agreement. Customer acknowledges that it has read and understands the terms and conditions of this agreement, and is not presently under any other Contract/Agreement for like services.

10. Self-Declaration on Used Cooking Oils and Fats (UCO) for Biofuel ProductionAccording to the Directive 2009/28/EC1 Under ISCC EU (this document does not apply for deliveries under ISCC DE / 36th BImSchV). By signing this service contract, the signatory declares that the following requirements are met:

I. The delivery consists entirely of used cooking oil2 (UCO) and is not mixed with fresh oil. The cooking oil is entirely of vegetable origin. II. Documentation of quantities delivered is available.III. Applicable national legislation regarding waste prevention and management (e.g.transport, supervision etc.) are complied with.

Note: By signing this service contract, the signatory acknowledges that auditors from certification bodies (may be accompanied by inspectors from authorities with the purpose to evaluate the performance of the certification body) and staff of certification schemes can examine whether the requirements are met as stated in this self-declaration.

1 Only biomass defined as the biodegradable fraction of products, waste and residues from biological origin from agriculture (including vegetal and animal substances), forestry and related industries including fisheries and aquaculture, as well as the biodegradable fraction of industrial and municipal waste (Directive 2009/28/EC). 2 Please be aware, that animal fat is not considered biomass in some Member States. Biofuel produced from a feedstock of animal origin might thus not be eligible to be counted against the biofuel quota in those Member States. 3 Vegetable oil which has been used for cooking or frying meat and therefore may be contaminated with animal content does not classify as of animal origin.

Page 4: GREEN STAR BIODIESEL LLC SERVICE AGREEMENT · GREEN STAR BIODIESEL LLC SERVICE AGREEMENT This Agreement (“Agreement”) made this _____ day of _____, 2016 (the “Effective Date”),

This Agreement shall not be amended in writing signed by all parties and shall be governed by the laws of the State of Florida.

IN WITNESS WHEREOF, CUSTOMER and GREEN STAR have executed this SERVICE AGREEMENT as of the EFFECTIVE DATE.

CUSTOMER NAME GREEN STAR BIODEISEL LLC 3208 NW 32nd Avenue Miami, FL 33142 P. (954) 278-8880 F. (954) 281-5438 E. [email protected]

_____________________________ By: _____________________________________ Print Name of Customer

_________________________________________ Print Name and Title

By: __________________________ Signature: _______________________________

______________________________ Date: ____________________________________ Print Name and Title

Signature: __________________________

Date: ______________________________

CUSTOMER ADDRESS

___________________________________ Street

___________________________________ City

___________________________________ State

___________________________________ Zip Code

Page 5: GREEN STAR BIODIESEL LLC SERVICE AGREEMENT · GREEN STAR BIODIESEL LLC SERVICE AGREEMENT This Agreement (“Agreement”) made this _____ day of _____, 2016 (the “Effective Date”),

Cancellation of Services

Current Provider Customer

__________________ __________________ __________________ __________________ __________________ __________________

This letter is to inform you that as of this date ____________, we will no longer be utilizing your waste oil collection container or your collection services. Despite actions and services performed in good faith as per our contract, please reference the following violation(s) below:

Breach Violations:

Cleanliness of Container and Area Improper or Lack of Invoicing

Non-Payment or Charging for Service Untimely Collection of Grease

The above violation(s) have had a negative impact on our business. Therefore, we have decided to terminate our agreement, citing breach of contract. This is a 30-day notice. Please, remove your collection container(s) within 30 days. After 30 days from this effective date, we are no longer responsible for your grease collection container(s) and they may be removed from our premises.

Breach of Contract: A legal cause of action in which a binding agreement or bargained-for exchange is not honored by one or more of the parties to the contract by non-performance or interference with the other party’s performance. If the party does not fulfill his contractual promise, or has given information to the other party that he will not perform his duty as mentioned in the contract or if by his action and conduct he seems to be unable to perform the contract, he is said to breach the contract.

_______________________________ Authorized Signer

Page 6: GREEN STAR BIODIESEL LLC SERVICE AGREEMENT · GREEN STAR BIODIESEL LLC SERVICE AGREEMENT This Agreement (“Agreement”) made this _____ day of _____, 2016 (the “Effective Date”),

Authorization to Remove Waste Oil Collection Container

______________________________________________ hereby authorizes & requests that Green Star Biodiesel remove the waste cooking oil from the collection container located at:

_____________________________________________________________________________

As our current service provider has not responded to our requests to empty and remove their collection container(s) and said container(s) as well as the used cooking oil inside of it is now considered abandoned property, I further authorize Green Star Biodiesel to relocate the collection container(s) to an alternate location once the container has been emptied.

In consideration of Green Star Biodiesel performing the above actions, the below named restaurant/corporation shall indemnify and defend Green Star Biodiesel from and against any and all claims related to the action requested above including claims of theft or unauthorized removal of the container(s) and its contents.

______________________________ Corporate Name

______________________________Corporate Address

______________________________Corporate Phone

By: __________________________

______________________________Print Name and Title

Signature: __________________________

Date: ______________________________