Set forth below are the terms and conditions for sale of Product by High Purity Iron Inc. (also doing business as Rio Tinto Iron & Titanium America) (“HPI”) to Customer.

The words “Customer” and “Product” shall have the meanings ascribed to such terms on the face of the acknowledgment of order or invoice (the”Acknowledgement”) to which these terms and conditions are attached. The terms and conditions and the Acknowledgement shall be collectively referred to as the “Agreement”.

All order for Product must be accepted by HPI and shall be exclusively deemed accepted in the State of Illinois. HPI reserves the right to refuse to accept any order forwarded to it and shall not be liable in any respect by reason of such refusal. After acceptance by HPI, no order may be canceled or modified without HPI’s prior written approval other than as provided for in Section 6 below.