Standard Terms and Conditions

1. INVOICES

Arcose Consulting Ltd. (Arcose) shall submit an itemized invoice(s) of services performed and expenses incurred during the period of
performance. Consultant may require advance or progress payments. Client shall notify Consultant within ten days of receipt of invoice
of any dispute with the invoice, and both parties will promptly resolve any disputed items. Payment on undisputed invoice amounts is due
upon receipt of invoice by Client. On amounts not paid within 30 days of invoice date, Client shall pay interest from the invoice date
until payment is received at a rate of 1.5% per month or, if less, the maximum rate allowed by law.

2. STANDARD OF CARE

Consultant will exercise the degree of care and skill ordinarily exercised by a duly certified industrial hygienist, qualified indoor air
quality consultant, or certified safety professional performing the same or similar services at the same time in the same geographic area.
Consultant will not be obligated to perform services not authorized in the consulting services agreement.

3. LIMITATIONS ON RELIANCE ON DATA COLLECTED

Arcose and the Client agree that Arcose is responsible to exercise the normal standard of care, as defined in Section 2, Standard of Care
above and that all readings taken and samples collected are only representative of the conditions existing at the time and location such
reading were taken and samples collected. Arcose is not responsible for any conditions that existed prior to the time Arcose performed
the work set forth in this consulting services agreement, or for any conditions that came into existence after Arcose performed such
services.

4. NOWARRANTY

As allowed by law, no warranties or guaranties express or implied, are made with respect to any services provided under this agreement,
and any implied warranties of merchantability or fitness for a particular purpose are expressly disclaimed.

5. DOCUMENTS

Documents generated by Arcose are intended for the sole use of Client. Documents or computerized materials provided to Client in
performance of services under this agreement are for Client’s use only for the purposes disclosed to Client as stated in a Scope of
Services. The Client shall not transfer them to others or use them or permit them to be used at other projects for which they were not
prepared, without Arcose’s express written consent. In addition, Arcose will not accept liability for any loss, injury, claim or damage
arising directly or indirectly from any unauthorized use or reliance on such documents.

6. CONFIDENTIALITY AND NON-DISCLOSURE

Any information provided by Arcose in or pursuant to this consulting services agreement which is privileged, proprietary, or confidential,
including but not limited to any technical or pricing information, or any trademarked or copyrighted material, shall not be disclosed by
the Client to any other person or entity without the express prior written consent of Arcose.

7. THIRD PARTY RELIANCE

Nothing contained in this Agreement shall be construed, nor is intended to give any rights or benefits to any person or entity, other than
to the Client and Arcose. All duties and responsibilities set forth and/or undertaken pursuant to this Agreement are for the sole and
exclusive benefit of the Client and Arcose and for no other person or entity. The Client agrees not to disclose to any person or entity not
a party to the Agreement any information, data, reports, documents, or other items provided by Arcose pursuant to this Agreement
without the express prior written consent of Arcose. The Client understands and agrees that, in the event of any such disclosure without
the prior written consent of Arcose, Arcose shall have no liability or responsibility to the Client or to any other person or entity as to
any liability, damages, judgments, settlements, fees, costs, expenses, or any amounts whatsoever incurred or resulting from such
disclosure.

8. INDEMNIFICATION

Arcose agrees to indemnify and save harmless the Client, its officers, directors, employees, sub-contractors, and agents from and against
all claims, damages, losses and expenses, arising from personal injury, death, or damage to third-party property to the extent arising
from negligent acts, errors and omissions of Arcose, excluding legal fees. The Client agrees to indemnify, defend and save harmless
Arcose and its officers, directors, employees, subcontractors, and agents from and against all claims, damages, losses and expenses,
including legal fees, arising out of or resulting from the Services or work of Arcose, including but not limited to, claims made by third
parties or any claims against Arcose arising from the acts, errors, or omissions of Client or others, To the fullest extent permitted by
law, such indemnification shall apply regardless of breach of contract or strict liability of Arcose. Such indemnity shall apply to the
extent that Arcose is finally determined to be negligent

9. LIMITATION OF LIABILITY

With regard to the services to be performed by Arcose pursuant to the terms of this Agreement, Arcose shall not be liable to the Client,
or to anyone who may claim any right due to any relationship with Arcose, for any acts or omissions in the performance of services on
the part of Arcose or on the part of the agents or employees of Arcose, except when said acts or omissions of Arcose are due to willful
misconduct or gross negligence of Arcose. The Client shall hold Arcose free and harmless from any obligations, costs, claims,
judgments, settlements, attorneys’ fees, and attachments arising from or growing out of such services rendered to the Client pursuant to
the terms of this Agreement or in any way connected with the rendering of services, except when the same shall arise due to the willful
misconduct or gross negligence of Arcose and Arcose is adjudged to be liable for willful misconduct or gross negligence by a court of
competent jurisdiction.

10. LIMITATION OF REMEDIES

In the event of Consultant’s liability, (including but not limited to, negligence, strict liability or otherwise), Client’s sole and exclusive
remedy will be limited to, at Arcose’s option, replacement or correction of any Services not in conformance with this Agreement or to
the repayment of the portion of compensation paid by Client attributable to the nonconforming Services. Arcose will not be liable for
any other damages, either special, direct, indirect, incidental, consequential or otherwise, and in no event shall Arcose’s liability exceed
the compensation for the nonconforming services.

Arcose Consulting Ltd.

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