CREDIT APPLICATION

The undersigned (“Customer”) states that all of the foregoing information is true and correct and requests that Western States Oil extend credit, and/or continue previously extended credit, to Customer, in material reliance upon such information. The undersigned provides authorization to release any information necessary toward the processing of an account application with Western States Oil. This information will be kept strictly confidential. The undersigned has read and agrees to the Terms and Conditions (and Additional Cardlock Terms and Conditions if applicable) attached to this agreement and agrees that all of these Terms and Conditions are binding on the Customers. Facsimile and scanned signatures shall have the same force and effect as an original signature.

I certify that the information is true and correct. As a principal of the applicant, I authorize and request Western States Oil to obtain and consider my personal credit in conjunction with this application. Facsimile and scanned signatures shall have the same force and effect as an original signature.

PAYMENT TERMS BY PRODUCTS FROM DELIVERY DATE:

Oil, Lubes, Greases and Specialty Products: Net 30 Days Fuel Products: Net 10 Days Cardlock: Net 15 Days

The entity or individual applicant (hereinafter “Customer”) agrees to pay all charges when due. In the event said charges are not timely paid, Customer agrees to pay Western States Oil a service charge of 2% per month on the unpaid balance for all charges not paid within the due date (or the highest rate allowed by law This is not interest on a loan or a finance charge but an agreed to service charge for the failure to timely pay for goods and services received.

Customer agrees to assume full responsibility for all purchases made on Customer’s account and to pay all bills when due. Customer agrees not to exceed the credit limits set by Western States Oil, however in the event Western States Oil does extend additional credit to Customer, Customer will be deemed to have actual knowledge of such additional credit purchases, and in the event such credit exceeds any such limits, Customer agrees to assume full responsibility and to pay any additional amounts that exceed the credit limit previously set by Western States Oil.

To secure the payment, Customer grants Western States Oil a purchase money security interest in the products sold under this agreement whether constituting goods, payment intangibles and/or general intangibles, including all accessions to and replacements thereof, and all proceeds of the foregoing. Customer authorizes Western States Oil to file one or more financing statements signed only by Western States Oil without customer signature and to use a copy of this agreement as any exhibit to any financing statement. Customer shall execute any additional documents, instruments, financing statements or amendments to perfect or continue the security interest created by this agreement. Western States Oil shall have all of the rights and remedies of a secured party under the Uniform Commercial Code in effect in the state where they reside from time to time, which remedies shall be cumulative and not exclusive.

Western States Oil may, at their option, refuse to permit charges to be incurred on the account. Delivery of product to the facilities or trucks of Customer may be made without obtaining signatures upon delivery. Delivery times are “best efforts” only. Western States Oil will not be responsible for any claims or damages whatsoever for failure to deliver at certain times. Customer and the undersigned certify that the delivery location is unbranded and will immediately notify Western States Oil of any change in writing by certified mail.

The parties agree that, if the account is referred for collection to an attorney, the Customer and the undersigned will pay reasonable attorney’s fees and costs of collection. The parties agree, notwithstanding applicable conflict laws, that the laws of the State of California shall apply to interpretation and enforcement of the terms and conditions set forth herein, as well as any other dispute arising out of this agreement, whether based in contract, tort, statute or otherwise. The parties further agree that, if any litigation is commenced to arising out of this agreement, the sole and exclusive venue for resolution of these disputes will be in Santa Clara County California, in either the California Superior Courts for the County of Santa Clara or the U. S. District Courts for the Central District of California.

Customer and undersigned guarantor further agree that they will irrevocably submit to the jurisdiction of this selected venue, which selection is intended to be mandatory, and waive all right to seek venue elsewhere. The parties further covenant and agree, if suit or litigation is filed by either party to this agreement, California retains both in rem and in personam jurisdiction over both parties and their assets.

To the maximum extent permitted by the applicable law, Western States Oil total aggregate liability to Customer for any claim arising out of or in connection with this agreement for breach of contract, breach of warranty, breach of statutory duty or negligence or other tort, whether by virtue of strict liability or otherwise, will not exceed the invoice value of the relevant delivery of Product, if delivered, or if the above breach of Agreement consists of a failure to deliver, the invoice value of the Product had it been delivered and invoiced. TO THE MAXIMUM EXTENT PERMITTED BY THE APPLICABLE LAW, NEITHER PARTY WILL BE

LIABLE TO THE OTHER PARTY FOR LOSS OF PRODUCTION, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF PROFIT, LOSS OF BUSINESS, LOSS OF GOODWILL OR REPUTATION, OR WASTED EXPENDITURE OR FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL, OR PUNITIVE COST, EXPENSE, LOSS OR DAMAGE OF ANY KIND.

Transactions made with Western States Oil access cards (“card(s)”) are commercial transactions and do not constitute consumer credit under any applicable law. Each card is “key or card key” under California Civil Code §1747.02(a3

Customer hereby accepts the obligation and responsibility for payment of all charges made with card(s) issued to Customer. Should any of the card(s) issued to customer be lost, stolen or misplaced, Customer shall remain liable for any purchases made with lost or stolen card(s This obligation extends until Western States Oil receives proper notice of the lost or stolen card(s) from the Customer, provided this notice includes the card number for each lost or stolen card. Customer agrees to, and acknowledges, full liability for the losses resulting from any failure to report unauthorized use of card(s) in accordance with the terms hereof.

Western States Oil shall not be liable for any damage or claims that may result from its failure to provide fuel or the failure of any equipment in any manner whatsoever,

acknowledges that when purchasing diesel at one of our cardlock sites 1790 S 10th St, San Jose, CA 95112 or 2709 Teagarden St, San Leandro CA 94577, end user is knowingly buying ULSD #2 Neste My Renewable R99. By signing below, the above referenced company expresses their intent to be con tracted with Western States Oil (WSO) specifically for ULSD #2 NESTE MY RENEWABLE R99 and for the multitude of benefits it brings to the customer and the environment.

Customer covenants to use, and to cause any person using a card issued to customer to use, their best efforts to avoid any fuel spills at the sites and to the keep the fueling sites neat and clean. Customer and those using the card(s) delivered to Customer hereunder represent to Western States Oil that those using the fueling sites are aware of the proper use of the sites and Customer and guarantors will indemnify and hold harmless Western States Oil, its officers, directors, shareholders, landlords, tenants and agents harmless from any liability claims and costs, including, but not limited to, those for bodily injury and property damage that may be caused in whole or in part by the use of the card(s) by Customer or those using the card(s) delivered to the Customer hereunder.

Western States Oil maintains the absolute right exercisable in its sole discretion to interrupt or terminate use of any and all card(s) issued to Customer. Any claim for defective fuel or any other claim of defective product(s) is waived by Customer and guarantor unless made within fifteen (15) days from the customer’s purchase of defective fuel or purchase of the product or services giving rise to the claim. In consideration of Western States Oil selling merchandise and services to this customer, the customer agrees to Western States Oil’s payment terms and conditions hereof and as described on Western States Oil’s billing statement regarding all purchases made by Customer, on Customer’s behalf or using card(s) issue to Customer.

Any disputed charge must be identified by Customer and/or guarantor within ninety (90) days of original invoice date. After ninety (90) days, all charges are considered valid. Customer agrees that it shall notify Western States Oil no later than the earlier of (I) forty eight (48) hours following receipt of the Western States Oil statement including unauthorized use of card(s) or (II) upon learning of unauthorized use of cards. Without in any manner limiting the full assumption of liability set forth in this paragraph and in this agreement, Customer agrees to and acknowledges full and complete liability for any losses resulting from any failure to report unauthorized use of card(s) in accordance with the terms hereof.

I (we) hereby authorize Western States Oil Company/Spartan Tank Lines, Inc. to initiate debit entries to my Checking Account/ Savings Account (select one) indicated below, and to debit the same to such account. I (we) acknowledge that the origination of ACH transactions to my (our) account must comply with the provisions of U.S. law.

NOTE: ALL DEBIT AUTHORIZATIONS MUST PROVIDE THAT THE RECEIVER MAY REVOKE THE AUTHORIZATION ONLY BY NOTIFYING THE ORIGINATOR IN THE MANNER SPECIFIED IN THE AUTHORIZATION.