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HomeMy WebLinkAbout173479 06/10/2009 CITY OF CARMEL, INDIANA VENDOR: 358765 Page 1 of 1 ONE CIVIC SQUARE NORTH AMERICAN SALT COMPANY CHECK AMOUNT: $25,386.36 to CARMEL, INDIANA 46032 PO BOX 277043 oµ ATLANTA CA 30384 CHECK NUMBER: 173479 CHECK DATE: 6/10/2009 DEPARTMENT ACCO UNT PO NUM INVOICE NUMBER AM OUNT DE 601 5023990 70353715 2,123.10 OTHER EXPENSES 601 5023990 70354330 2,049.24 OTHER EXPENSES 601 5023990 70354331 2,064.52 OTHER EXPENSES 601 5023990 70354773 2,105.27 OTHER EXPENSES 601 5023990 70355186 2,146.87 OTHER EXPENSES f 601 5023990 70355187 2,144.32 OTHER EXPENSES "601 5023990 70355670 2,123.10 OTHER EXPENSES 601 5023990 70356775 2,146.02 OTHER EXPENSES 601 5023990 70357205 2,055.19 OTHER EXPENSES 601 5023990 70357206 2,124.80 OTHER EXPENSES 601 5023990 70357659 2,147.72 OTHER EXPENSES 601 5023990 70357660 2,156.21 OTHER EXPENSES North American Salt Company A/ A Compass Minerals Company INVOICE Page 1 of 1 s PLEASE REMIT T0: FEDERAL ID PAYMENT TERMS INVOICE DATE INVOICE NUMBER P.O. BOX 277043 ATLANTA, GA 30384 -7043 48- 1047632 NET 60 DAYS 5/12/2009 70356775 SOLD T o: 462129 C54512 CARMEL UTILITIES 3450 W. 131 ST STREET SHIP TO: 505808 CS54514 WESTFIELD, IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET CARMEL IN 46033 UNITED tTATES OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995 AUGUSTROBBENSSONS 05_ /12/09_ W_09 3597_2 3597_23 SO CARRIER RAIL I TRUCK EQUIPMENT TYPE F.O.B. FREIGHT TERMS ITERRITORY 76599 178 SHIPPING POINT DELIVERED TRUCK I B22 I TAX STATUS TAX ID RELEASE SALES REP EXEMPT 0031201550 B22 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE EXTENDED PRICE .7517 BULK COARSE LA SALT Y 25.2800 TN 84.89 2,146.02 SUMMARY PRODUCT 2,146.02 FREIGHT FUEL SUBTOTAL 2,146.02 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT 50,560.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1- 800 743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,146.02 This Sale of Goods Is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE US (Terms and Conditions of Sale are also available at www.nasalt.com). IN US DOLLARS TERMS AND CONDITIONS OF SALE 1. OFFER. No terms stated by Buyer in its bid. Purchase Order, acknowledgment, or other form shall be binding upon the Seller except as expressly agrccd in writing by the Seller. Buyer is hereby notified of the Seller's objection to and rejection of any additional or different terms in Buyer's bid, Purchase Ordei, acknowledgment, or other forms. THE SELLER'S PROPOSAL IS EXPRESSLY LEMITE D TO ACCEPTANCE UPON THE TP.RNIS AND CONDITIONS CONTAINED I IEREIN. 2. PAYMENT. Buyer agrees to stake payment at Seller's location and ar the time Specified on the Seller's invoicing document in lawful money of the U.S. The Seller urtry, in its sole judgment, require such other piaymen( terms as it deems appropriate. including full or partial payment in advance of shipment or by letter of credit. 3. VAST DUE ACCOUNTS. A finance charge of the lesser of 1.5 i, per month (18 °w APR) or the highest rate permitted by law will be assessed on all past due accounts. Interest charged on a past due invoice will he assessed from the date of the invoice. 4. PRICES. F.,XCf-lrt' AS OTHERWISE SPECIFIED IN THIS OFFER. PRICES ARE SUBJEC i" T'O CHANGE WITHOLET NOTICE,. ORDF_RS WILL BE INVOICED. UNLESS oTHERWISE SPECIFIED IN THIS OFFER, APTFIE SELLER'S PRICE IN EFFECTON THE SCHEDULED DATE OF SHIPNIENT. Prices on the invoicing document are net of all applicable discounts and promotional allowances. Any questions by the buyer, ahout the basia of accuracy of this pricing must be submitted to the Seller in writing within 60 dues of the date Of the invoice. CANCGLI..:1'IYON _1ND MODIFICATION. Orders may be castled by Buyer only upon L) wrinen or itral notice to the Seller subseyuenily accepted in writing by the Seller and (3) payment to the Seller of reasonable cancellation charges to be Solely determined by the. Seller. 6. CREDIT. Credit payment terms mast have the prior approval of th a e Sellcr' Credit Department and trust he specified in wrftimg on the Seller's invoicing dOCUtmenn. If at any time Buyer's financial responsibility beeonicS impaired or un.smisfactnry to the Seller. Seller reserves the right to stop shipment, on owific.nti,m io Buyer and to demand payment in advance or at the tittle of delivery for future deliveries or to require other security satisfactory to the Seller, and in the ahsence thereof, to cancel, without liability, the unfilled portion of this contract. 7. 'TAXES. Any tax or other governmental charge now or hereafter levied upon production, severance. manufacture. delivery- storage, consumption, sale. use or shipment of Products ordered or sold will be charged to and paid by the Buyer. Such taxes are not covered in the Seller's price. 8. DELAYS. All orders are accepted subject to the Seller's ability to make delivery ut the time and in the quantities specified. and [lie Seller shall not he liable: for damages for failure to make partial or complete shipment or for the delay in staking shipments. The Buyer shall be liable for any added expenses incurred by the Seller because of Buyer's delay in furnishing requested information to the Seller, delays resulting front order changes by the Buyer, or delay in unloading shipments at delivery point that are the fault of Buver. The Seller shall not he liable for delays or defaults in delivery caused by forces beyond its control including but not limited to floods, fires, storms, or other acts of God. by war or act of public enemy for civil disturbance), .strikes. lock -out.. shortages of labor or raw materials and supplies (including fuel) or production facilities, transportation service or equipment shortages or failures, action of any governmental authority or other conditions beyond tine Seder's reasonable control. 9. SHIPMENT COSTS. Unless otherwise specified on the Seller's invoicing document, all transportation charges. including. but not limited m, carrier's charges for notification prior to deliver, demurrage caused by Buyer, delay in unloading, diversion, or recomA ;nnient will be paid by the Buyer. 10. TRANSPORT' RISKS AND CLAINIS. Risk of loss and title to Products transfers to the Buyer upon delivery at the F.O.B. point identified on the Seller's invoicing document. On receipt of title, the Buyer is then responsible for proper protection of Products and compliance with all regulations and ordin:mces and will indemnify the Seller against all claims for personal injuries or property damage arising from the Storage, use of handling of such Products. Claims for damage or shortage in transit mast be made by the Buyer against the Carrier. The Buyer has the responsibility to inspect shipments before or during unloading to identify any such damage or Shortage and we that appropriate notation is made on the delivery tickets or all inspection report furnished by the local agent of the cagier in order to support a claim. 11. WARRANTY. The Seller warrants only that it will convey good title to the product and that, at the time of shipment. the product. will conform w the published specifications of the Seller. Seller's specifications are Subject to change at any tune without notice to Buyer. NO OTHER WARRANTY OF ANY KIND. EXPRESSFD OR IMPLIED, IS MADE BY SELLER, INCLUDING ANY IMPLIED WARRANTEES OF MERCHANTABILITY OR F=ITNESS FOR A ll Rwrf :U- L.AK PURPOSE, iiiiilure of tote Boyer withiug thirty '30) days after receipt of the Product dclfverrd lereumfri to gioe notice that such product is not a ;n ocarawcd shall be an uncl alffied :acceptaoce of such product and :1 v a n er of all claims ootth respect thcrcio In the event of an idlegcd breach hereof by the Seller, the sole rernedv avuilablc to the Buyer on account of any defect in the product shall be limited to the replace- ment Of Such defecove product by the Seller. In the event the remedy provided herein shall he deemed to have failed it, essential purpose, then the Liuyer shall be emitted only to it refund of the amounts paid to the Seller for such defective Product 12. 1ANJITATION OF LIABILITY. THE BUYER SHALL NOT BE ENTITL.1 D TO RECOVER FROM SELLF.,R WCIDENTAL OR CONSEQI.IENITAI- DAMAGES OR EXPENSES, INCLUDING, BUT NOT LIMITED TO. THOSE INCURRED ON ACCOUNT OF THE QUALITY OR AMOUNT OF PRODUCT DLllVERED OR THE NON DELIVERY OF PRODUCT. The Buyer assumes all risks and liabiluy for any damage to persons or property rrtuftiog hoot the use of the product delivered hereunder in manufacturing processes of the Buyer or in combination with oflior substances or othi rwise. 13. P VrFN'I S. 'Flee Seller agrees to defend and protect the Buyer against loss or damage arising out of legal action for direct patent infringement in connection with the Seller's manufacture of' Product- provided the Seller is notified promptly of any such action with complete infonnation and is given all opportunity to defend. 14. SECURITY INTEREST: The Buyer hereby grants to the Seller and the Seller hereby retains it security interest in all Products furnished by the Seller and (tic proceeds thercut'. until the purchase price therefore is fully paid. Buyer agrees to execute Such financing zitemerns and whet document, as Seller may determine to he. necessary to perfect such security interest. 15. GOVERNING LAW. Any agreennent bused on the acceptance of this offer shall be construed fn accordance with and governed by ale Laws of doe State of Kansas provided that delivery leans shall be governed by INCOTE RMS its published by the International Chamber of Commerce. 16. ASSIGNABILITY. Any agreennenr based on the acceptance of this of1ci shall not be itssignable by the Buyer without the prior written consent of the Seller and any purported assi widnout such consent shall be void. 17. ENTIRE AGREEMENT. if accepted, this offer and the terns on the Seller's invoicing document constitute the entire agreerinent of sale and purc:haNe of the product named herein. No modification of this Agreement shall be of any force or effort unless in writing and signed by the parties sought to be bound thereby, and no modificution shall be eff&ldd by the acknowledgment or acceptance of purchase order forms containing different teens or conditions. North American Salt Company A Compass Minerals Company INVOICE Page 1 of 1 o� PLEASE REMIT TO: FEDERAL ID PAYMENT TERMS INVOICE DATE INVOICE NUMBER �e ATLANTA, BOX 2 7704 48- 1047632 NET 60 DAYS 5/5/2009 70354331 SOLD TO: 462129 C54512 CARMEL UTILITIES 3450 W. 131 ST STREET SHIP TO: 5058081 CS54514 WESTFIELD. IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET CARMEL IN 46033 UNITED STATES OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995- AUGUSTROBBENSSONS 0 W0903W 356784 I 35678 SO CARRIER RAIL l TRUCK EQUIPMENT TYPE F.O.B. FREIGHTIERMS V TERRITORY 76599 178 SHIPPING POINT DELIVERED TRUCK B22 TAX STATUS TAX ID RELEASE SALES REP EXEMPT 0031201550 B22 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE EXTENDED PRICE 7517 BULK COARSE LA SALT Y 24.3200 TN 84.89 2,064.52 SUMMAR PRODUCT 2,064.52 FREIGHT FUEL SUBTOTAL 2,064.52 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT 48,640.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1 -800- 743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,064.52 This Sale of Goods Is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE US (Terms and Conditions of Sale are also available at www.nasalk.com)' I US DOLLARS TERMS AND CONDITIONS IONS Oi^ SALE L QFMM NO €c M stMM by BiQu in €ts NO 1011710110v greet, acHMIR.lt" nenl, or odor term Snell he bindby up" the. Saki crceW as exptc y agreed to writing Moo Seller. R"n is hsreby notif A of he SelIK ahlevion to and selection oh any odd hillal or rat omm rem:,. in Ny: is bid, PutcAmn Orden, acF-,m lcdSrnent. or olb,�r tart THE Sf CC,LR'S PRO NSAI. IS 3"RF'RL-SMX 1,AlJ'1'Ff) TO ACCF: YEANC.Ei; UMN "'FW TIMS Arv'i:) CC1AM'[t)'vS "'ONTAINED HERP N. VA5 h16.rY'I' —Bo er ajees m €mse payment at Seller :s Ietew, and in the We ilacrfied on the Sellers invoi hr, docunm a in In"11d ntiolw'. a, t €.c LZS ;1;7te, `6eller'ntt~•; in tl4 so9c judgment, retluire such either patytnent ttrnrs as it ticerris apGro�rittte, iuelucline, full cai pitymertt .athtutcr c f SEi pinrt Eu"34' 1crCei'tif credit. 3. 81ST DU ACCOUN'I;S.A lesser of l j% per memth i l8% APRt i the rn ocat stile ocrmTed by how will uc "maim all pm eras° accounts. Interest charged oft a past due invoice will Ile aesessed front the date ni he invoice. 4. PRIG EE EEC AT AS 071 SPEOPIEU IN T IIS OVER, PRWE S ARE SU Ill 13Cl' 10 CtIANGE WITIi0U"f NO f it'E. ORDERS 't3'ILA BE" [iS4'(71C,Fa UNLE�:S OTIIE�f2L41SE5E'IdClfkE✓D hS'PH15 OFNIrk. Al` II1Ii SL?L,LIsI't'S PI2IC l :l:�` f;Irkti,TC'iUN'lf1t; SL�HE :I)IlLF�t) f�ACf, (3I' SI EIPL91;.'N'!'. Loses na the inaoi it g doom ent are no of all ttpplieahle- disa;>trnls artd prttnxanwal allowm e.,. Any duesrions by tell huym about In Not ar no mi ,r arts Inking ,gust he sttbmumd Iii die w&r w wri Ng ="n N days aloe date A Me inw%:. 5. C:ANC1 AND INIO IFICtTION. Gill mty be cunerled by [fiver only Hoag €n atom or no now t;. the Apr t.lMaeru v MWI M iu wtS"g" :he AN r and i jl haayrwm nu the ticllcr of reaum e <ar,xtls" dialg te, be sold} 1 :c tir.Ilc'r. C'(iI DYL C'rcent lIglawt tcrtrtn mutt bme the prior appn val of the `lelEek C;rtA Drpmment and must 4 ecvilaerl A achin on .hr. wi:r,. inv: one locztt ;:nt. E a any Emin tier P t nano ul rasp ©nstui3ity ixerotues ilopninni of luau tctery to tilt. Seller "firer re w the ri y m WT Apron on aims, to B"a "d tit cierrutd P rtcrii in ady2nde pr at the tune of delivery for ii wm dettticd. M to mww goner security satisfac ofy In (tie Shcer_ am.: ;n the ubssnce rhieMctl, to carnet, bola limo w k the nn17lW purling of A oonrra: TAUT Any mx m Mai gaa wmnwneal oftarge now oc haeuna kt• d ulx;o production, act "'ramae. Manufacture, Jelivt y srurtgc ci'unntprionx saic.(tse <sr chi ±fluent ir`Prodt,�ta tctdered or ctrl t mill he draud w nd paid by the Baser Such mve .ue ne i cot, and in the Seller? pries. Y, 1)11 Ali ordtrs arxe accepted'ubic°ct to the Seller's O lily At now deEiwq or the time =AMA die pan,i m t pecal K and the SAW Anil no! be Bob for cbmag s I`aii 0 to make partial Or 03m*w shipment or fur the &W' to MAY sluprnems. The Buyer Owll he lohle for—my ;i�dcd cxpen, incurred by the Seller bCCau�c: of Buyer's delay in furnivlunrl retliwstcd inlormation to the Seller, delays resulting iron) ore €ei rh,aneus Oy the Iitiver. o: dii ay in nnlo r.i og nit nrents nt &hur! point will ere the 50 of Buyer. TIT Se&i shall not Ire liable PAr delays m calla in &Hwy owed 4 Linn bey and €ec cr-nt, inSufarig No nut hum tot 2loods. tires storms, or outer acas of GA by war nr net nyulaiic enemy rot civil disturbuma suii,m tt>ak-mv wan ges a Ealtor or nm ❑t,¢eAb and "phlic. tinetu&T fry or produ>•tion fu_tlities, €nutspom ion e 0n or equipment &m an n to Klari ac!toh of ioiy Soveruteroal aullont ,r alien- coicdnirins bcyond the tictler's rea"mable eontrctl, fe. SHIPMENT C OS'1'S, LIZ Mhem, speeNd otr the 151 invoicing Asurneur, ill trat!spc;rrt ton charges, including, but not Itmttcd Ur, mine s t;It rg'�s 'tar` nonfwloion Pt ;v n) delis darunq, cnused by €}uyca_ delay in tintoadtug, dive; ,ion, or mcunsfgnme»r well he paid by the Buyt 10. TRANSPORT RISKS AND C LAIM& Risk of Ins and Ott to Prcrcvcm Oaks write Buyer up o fl wit ai the I'.C).B point idevnt €t s on the Se.11rr'o nlyco-icani, 6M rn L On Mnipt of to cote Bnper is then tespoushle for proper p"eclion of Pmduets mW oomph m wilt adt renuW&w and oru n.rans sett of indc'noby .hit Sellc a,,aiust ati chinos for personal mjutics m prop Y d,etags a: icing front the .t„n%n uc of ho ndl iq :tf sash Products. Claims list drmta "e or Alorllige in tramni most be [mole by the B"a acainsa the Carrier. no Ono has we WYM NN! M hupeet s'ripmcmu two sir Curing ualkno ing to idifntify sn= su cIt donl age or s nvarg rod see dull appropriate notador A made on Me de r oy inks trr an inst.ww r: port furtdshccl by ow Wo! agent of the carrier in order to support ac claim. 11. IVA BRAN «'1 he 4iel r v arsenic otay €ha€ it will cocny good title tit tile P 05 :rota that, ar the nma Of srup,tcc°nt. to PRWU0 will Wiriurnt to the pnl*S col specJfic' ctni (if the Sr er. SA(eC*'pc. lficadons :rte SOWN M CAMP M anv ri;ne svVtbotst notice �o ku,,er till 011RiR 11'ARPA',',TY 01' AN)' KING, FNPRI S;SED Ok hw1P121 fS MADI Hl' SI :LL.CR, INCLUDING ANY INUILlFU TV,ARRANTIFS OF 3IiRC`FIrtN'hABIhE X C }It 6'I I N17SS FOR A I'AR'h (,,U- r _alt r'd hP'- _351„ I .:hire cif r'rn l: ?aye€ uft'tuttr otirrti 'sU3 :4ats real r A the I'r c4rn celir:r„e: t.:ce ce 0 Ill 'n "n :a,c.; :ed i <t: a,,us> -3 a c. t; h f.euu.;r? and it ,tail .r of all c taunt a irit r. .t n'e er lne,cof' b rte Seller. the sole r nady ar;tiAk 0 Te MI on XM rt a( one ;leJw art JW prrU i 05 No.,i.. ;.l h e Own t: am dakmvw ,soda: t e., the Selo; In to event the remedy pro+ „red heocrtt hall he ,l „meti to hate' 1'.cl„ its esa• n gat tutor, c, ;h:.0 the I;t, c. =I "u fir;. nc=tad Wn 5 a WHO col tt-" r :oum "A 0 coma 0 cut. t taco vc Now. 12. ll- lMiTATION OF f,I6I,iX1'Y. THE BUYER SHALL _NOT Be.. EN J I'Lf.I I RUk FROM vi SELLCl.I2 1N f)f.-N 'AI- OR CC7RSI :CpUE_NTia?l. 17,-1MAGIT OR 1 XITNES, ENCLUUNU BUT NOT Lthfl"d'ED TO, THOSE LNC URREA) Oh ACCOUNI 01. 17HE f�,UAi_Gh tJR AMOUNT OF 3'12ODL UCJ l�C :TI ER ED ()R 'l HE NON DELIVERY 01 PRODUC :I'. "Me Buyer assumes all ei*k xfd RAN, for my Wage M penom or l:ccNM r &nng from hie we of the proe.ua dclt'L'rex: hereunder in mrattuf.tmunne nroce"M of the Inver or 0 uombWation with NET wo man cur mht nbs"'. V. I% ENTS.'nw Seller agrees on defend and protect to Buuy, aga"t loss or clrtm p u" Ong cou 4 kid .t mm lot dir, ea fuoeni is rrngc own€ in conneCUc;t with tree eile, -'s rnarmfir�thzre of Product, pro6ded the Seller 6 untitled prunaprlp of my such acfen wir3t ccttupletc infunnwiun and is giren nn oppoi (unity to dclend. A SECEWiTV INTEREST Too B"m Kwhy grants tit the hetler and the Seller hetebv u0nim a WWI interest in all Nuditcts Furth: Nd by Ow Si,ELd :.M the rtec.5 t =nWA "A LC7c' owns, 0” therefore is Pally pant. Buyer a ini to etewo ach flrns,rtt[ y stammrnls ad other ibicarret°ta in %dwi rup. ikon;ri;,e n, h'� Cv s, cushy inn art It GOT ERy' NG 1.:115'_ arty rannu i hwad on the eoecN=v of It on% AT be aouslued in a nclu ice w it and gov erns b ,Ire Last:, of mc° nvue o, vw;'ifs r.usidc<I flint i_ l,ccr, terra, shads b, gaovc�ruc d by [NCO fiiMS is puKAsd by dw Into, n.rt owl jyKa u of Ca nn new X AL slf :=SABILUK Ans r wiriest =acted on ah- :i;.ucptnncc of 4)i9 of e, AB one bee nsSil,na v by we Buser ;c_rlloal the o r twritr, n m em MAW Run and arty his .r red ttv Innalm Ai €t seat man co wal shall be wilt. It FN 1RK _t(.hLE:SMNT IT ac,o;,€ an; as acid ow jams on on Seller', ur tarring owunettt u t iwittru tfac to tied a n' :'nnnl eit *ale ,,slot I ..rcu, l'E: of the }tzoma n"od &Am Nu nt.d.kAm 0 W Apreetnenc AW of any Awe m Olson tnden in ev Ah tn"r; ed by dw par €ies s i ght t be i Tmd dwrelts._ and no nw hIfication shall be eficcted by the .lAnCKIM"rimm tar aeceprau.a of purchase order iortus comtining diffcrerrt i ems of conditions. North American Salt Company A Compass Minerals Company INVOICE Page 1 of 1 PLEASE REMIT T0: FEDERAL IG PAYMENT TERMS INVOICE DATE INVOICE NUMBER P.Q. BOX 277043 ATLANTA, GA 30384 -7043 48- 1047632 NET 60 DAYS 5/5/2009 1 70354330 SOLD TO: 4621291 C54512 CARMEL UTILITIES 3459 W. 131 ST STREET SHI TO: 5058081 CS54514 WESTFIELD IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET CARMEL IN 46033 UNITED STATES OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995 AUGUSTROBBENSSONS 05105/09 W0903E 356783 356783 SO CARRIER RAIL I TRUCK EQUIPMENT TYPE F.O.B. FREIGHT TERMS TERR :TORY 76599 178 SHIPPING POINT DELIVERED TRUCK 1 B22 TAX STATUS TAX ID RELEASE SALES REP EXEMPT 0031201550 B22 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE EXTENDED PRICE 7517 BULK COARSE LA SALT Y 24.1400 TN 84.89 2,049.24 SUMMARY: PRODUCT '2 FREIGHT FUEL SUBTOTAL 2,049.24 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT... 48,280.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1- 800 -743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,049.24 This Sale of Goods is subject to the Terms and Conditions of Sale o; the reverse side of this Invoice CREDIT NOTE u5 (Terms and Conditions of Sale are also available at www.nasalt.com IN US DOLLARS 'TERMS AND CONDITIONS OF S AL L f)'IrM& No Orm SIMA 7y Buy a in A bid. Nrchase Order acl:nmNownt, cr oWr &in ?M be b terrine; upon the Seiw este as w"O ly ap&j in =Ap h} tha Sabot: Bayer fs himiq not wed of His SAU "s o*cttitn €o and re)utitrn c t any addiOcn al m dtflmm reams in t7ups bid, Purckmo CAW, wl— Iedena"L or ohm Isonn INE SBLLP.RT YRCJI "SAL IS EXENJISSLY I-MMED rO A( CI'P7".",PdCE, I,JI HE'lI RS'SS AiND C;(7?SI ?1'hlt.),NS 2. :I'r11 t'61F NT Bw seiees to r ,t rr iayf icult at Savo iota icn and x the Am src.,:o, tree to"01 ',ttv.tirinty da;unteru in A,yhd money of me ON to S =leer WA in zr .t I °;,fudpos tequa leans as it d,;t,tns- appfo�naur, inclu:Iti�" ford br i>at pa?rnent in a4ancr oC sli�par r s qr -6 y otter {if d. 1'',"T DL E AC'C:C)1'NTS. A fina n drama cu A c luster Erf l i% per math (5% r1M) or the ktifttest sate lturuitted !>v taw will bt nw ed A pw due �XotnaA, Into eA char[eiI on a past due invote e will be ammzieEI !'rout the din of €he Imroice. d. PRIC ET EXC E q AS }"I`Hf_Rl INE SPIXIFIED IN TMS ?HE [t. PRICLS ARE SUBJECT T0 CHANGE W[THOU'h NOTICE, 01 :RS WILL BL I.'v`VO[C I.D. i' LJ:SS {)£1[1IIR,LiSD SPECIFIED IN THIS 01 AI' C1ih SEJ_I.]RA I'Ri T IN I Ff R i DAFE 01F:' Ff PN *JLNT Pnces un the inv i ink dtrcunrent are roe€ of Al V1611 disarms and prom monal alkwan.es..Any rlu"u ms bF to hger, what we bo is m mom ao of od, bi3aing mum be suJailied to the arm in ,thing Whin 60 days of the ch" tat dx invoice. 1 CANCEELRTHIIN AND NIODIFICA'140N. C7Wm may 4 "weed ed by Boyar only upon _t; wrinten €;r invit ponce to Ric Sete su sE arm, w=pwj its ,moat; 10 Th Sell and Q t} cotta£ to the Seiler WWasc.n,% canteNdon tha ys t b.: s00 datmm r d Q the Ter_ 6. L:'kPd IT, C'ridt f, mien ',trots rru.'l helve the POW oppmyd of We (.elixir Afar tmic :led must be t:eitA in e rtum m i Aw S.: e Nwining 1w um r„ Ear aq €trua Ru r s nremcitd respoosibaltty becomes impair...'" ,atisiactory to the Selig'. SP &T T raveve. Ra nt t, we Symn on Innsbw a e L'tr t -er "'I to elemand Pannone in iadvattce or at tree time of de0my kor R"re &Ilene. y to require other tiawhy latisfi;,etug to tia. SeAn.:nd Q ;ere absentee wiml town witixst. €i Whiney. dre unfilled po'tio'n or this oantrtet. "I "3AkS. Aan- tax Err oPFr t arc tntent_ti dtatgc ntiw or herca vor let led upon prndu' -don severance inaarfac'ture delivt;t? t¢. Jae, cunstrtupuon. woe or ,hipn,eni or Prod❑ is ordered or soidtivill be charged ro and paid by the Guyer. S €Jeh taxes enc gat crraered III tfe Sulitt's price S. tDJi,131 S. AR t,rders ore .Ci •peed su>a d to Me Seller'; Mhty to mAc delivery at cite tune mW in the q mnum spechicd, and We SA l JmIl no be Able for da <i is for fai]ur„ nt, nedcc: p A d er aontplete shipment or fur ttae delay iu mnUq A p rents. 't w Buy a TO 1rd Bahl' for any added e.rrerws Arwred b> thte -lu bwcsuw of 13'ayer s delay.in ditrniahing regueateed information to the tittle'_ d I ty. mullint( €runt order dt ul s by be Bu o &b y in unto i 1 n shii;In nts at deikex l An" that are the NO of Buyu "fire Seiler 50 not 0 HAR far delays m deNOs A de €ire i; wood by to us "Mel its "Ho incluJtrrY ts.tt ;tot WIN& €t. llcoK liver:.• Mms, car Mier sets of Clod, by war or art of puhlic en. n y for MU diswrAmwet, milk lix.k-t>uGs, short ages of'aW air rem rtaatetials anti sitpl 6roluding fuei. or plodoction E,£cilutec, lransportuhoea service of equipment short:Jges or fsilura, aefion (a it, ayarntnental a €JFIr rrt; ur of icr ucntditittus bey,xid to Selh'r, reJtsranahle control. SHUTIENT Ct)ST& Ulm rnlre ma af,eeified on In SL'ilc 4 416G document, all tt.rnspormtlt t- •:Irr,gea, h olmk% but not hAwd ts_ nvr aN A uet°s 'or acs €tnWion p or to do ^litter de mar gecaused by Buyin de.Uy 4Jt "Wag diversion, cu m rusnuri ntwill be paid hr the Foyer. 10. TRANSPORT RISKS AND CT,AW& Risk of w and title ur RoAnN mar;sfers to the Buyer ups, deli w cat the t'RI pmw Silt dihd ?Ei rl... Seller'; ;m ?ic, t dt,cumenE. On r,ue'rpt of We. the Buyer it thin responsible Mr proper pmox ion of Nmhwu arad t rmoame with A €egai: um and ,rrdin-. r ,.ems st,t wirl mdernaify the ^Aler agai,rst all cleinvs An personal iniu E m property BMW arkin tram we stu €n" use ref fiandhne, of sia I'rotiucr?. C'oimn 4cn damage or ':hart ijte rn transit tnust be n ado by the Buyer against the Carrier. Tie Buyer no the resptmsit y tt- utsN r nhtl)1nem, Who or i" Ong nnloa<ua" to ideuid'y :a1v _ucit der ta1;a or shortage and sec that a >I>ropri<tte notation is rutde on the del;very tirrta_s o: an "Iwj" at 'n re im fumi+hed by' Jhv Ioc.el �__rnt of the "muter in order to support a ;hum. I V RRAMT Vis Kv aanattcs onle that it wN ermt.; w to w the produca'tnd chm, at the tune of sh4amin.. the product soul con rrn to tine pabliowd ',aerifi',.tt6 of be ,4 HU. Seel', shadva ens "e subject. to A m sop time tvitrtm nalt €x us ilip€er. NO OTHF'R WARRANTY OP ANY KIND. rXIT1 S`C'I V OR i1.11MI?, iS MADE BY SELLER. INCIJ DING ANV INII'Ll[J) WARR.AN'37ES Of OR FfTNW -`SS FORA V"• R f' :?Pt;)SEi. Fni ai r Od Me By v ci€ lA y efts', 010 days aria' recelht ,4 be F odun ddiNsvil bore" din .r _I vc not €re ties jm' „Ilea is cwt st, wutrar •aai MIA n wwwd 0 ';d.peodua aml a ,t p:."Ythcx::o. In _.re e..Yiti of al, t cg' d 17E'21r_h 11504 'n al? SWQL t:.e M& reMJ ar:arla ale to We 1 vy:a en W_;_. €r €t aF 0 dcGS A ?.IW MAO shy €li Ix ;t,. r,ed t r €13c ,.W c- tVnt s, ''jell yk E Munt b; 21C Seeley. In be event the rentttdy p+±vicieci 41011 sha 1s.. ,i00 "A to h..re tOMI is essen(ial l,u°poW, ACTT MO I IQA VMH Itz rti *led nilly to It t,t ft A d= nun n.s P�Iiv R. the SQIICI tor rE r;t defective hoduc 12. LTN�111`� Flok OF LiAH"A TIQ I31, UR SHALL NOT HE LNTi "fL.[D 1 I 0 R7 ,COVER hRi3S9 SE3I,LLR itiC ff)I�NTA1, OR CON i I.N'I`l,"L L),Ytr1,r yi3.S OR T 'vPLNAI, I;NCLUD NG. SIU "P C)'i' LIhIt f t�.L3 "hC), 'I HC1SB INCURRED ON ACC CUNT OF THL QUALI'f'Y 01T AW)UNT 01: PiWDUC T DVTTi c..Ztt,U ()R'I HH. NONv i)I'S_iFERT OF PRODUCT the Buyera %mmes all rts'k? and li,rh Ev'for any &.We to pceswo oe prolredy restr)ting elm, dw me of Ae prodt.er dej;vcre:d hereunder A mar nft ay" "Vemn of w Buyer or in comblmrtion with Other..skst =lice; or othaamse, U. l %TENT&'fhc Setter agrees rodetand and protect he Buyer agailea loss or dmuige arising out of legal aertstt for ount patent inf'ritrUmcm in yowcNon odor iIie Seller z unn cf Produc providcd iltc Seller is notibut p'crntptly of any such a don with cumpiere hatbrmattion ane4 is own un oppotlunity to defetrd. It SE01RITY IN ERKS I'. Tic Buyer h xeby gmnN to ttte Safterand the SAW hweIQ retains a s niniy niteves€ in all Amin, Iu rtrishod by dtc SaIr and dre plan ads d.:.eof, u'llii cite Iamhn p- 0" Arc k lolly pnid. Btrer Vrecs to cr cuw AN Mrsaeinn Ga.eattens and xAr d: +mans- w Scher nmy dviamme to be net "tsars ro 1': tt:ct s9slr t;a.tr €v ioterr'st. M ttE)VER NINC. LAW. Any agree rent loved on rite ueceptuwe ni Am 00 sh.tll he nr.asmued in ,rctoMancoe Wur :std 1,owmct by to i.ans of to Saw of ti,;el detivery c_nJS'luilt be govcmcd by INCO 1 FRNIS s pubiAieii by the Isteatul iwont C...iribct' of Comrtt,,rc I& AQW 119ILt"I''r. Any agunwnt baitod on the m prancer of IS offer QA no be a sQw,hR by the Buy" woh ut Me pow "Ymn t win M rile 511m and ;7oe +nerd as. nn r;e tviitto!rt su:;lt ;ousent shalt be rnid. 1 EN I1 _tGRE' r dEAT It :rcc- .*pted. this 0h and the tern's on be SOW! trstri6p dttcm m constihutt ir;: amore a "t aauent of .;ile 2111J itt p adult ratueii hvrvin. No modif'icuiort of this Agreement shun be of any boat w eRua unless in whin and s pod by the put so fight in be Nuuu,f rhea, by, and no atsoditiceuen slaali no effceted by we acknowle(ipllcnr or screptntrcc of y hate order #brow connAth i' €terent tarots of a€nd.&m. A/ North American Salt Company A Compass Minerals Company INVOICE Page 1 of 1 PLEASE REMIT 10, FEDERAL ID W PAYMENT TERMS INVOICE DATE INVOICE NUMBER o AT A, -7043 48- 1047632 NET 60 DAYS 5/6/2009 70354773 SOLD TO: 462129/C54512 CARMEL UTILITIES 3450 W. 131 ST STREET SHIP TO: 505808 CS54514 WESTFIELD, IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET CARMEL IN 46033 UNITED STATES OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995- AUGUSTROBBENSSONS 05/06/09 �N 3..567$8 356788 SO CARRIER RAIL /TRUCK it EQUIPMENT TYPE F.O.B. FREIGHrTERMS TERRITORY 76599 178 SHIPPING POINT DELIVERED TRUCK I B22 TAX STATUS TAX ID b RELEASE SALES REP EXEMPT 0031201550 622 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE EXTENDED PRICE 7517 BULK COARSE LA SALT Y 24.8000 TN 84.89 2,105.27 SUMMA a PRODUCT 2,05.27 FREIGHT FUEL SUBTOTAL 2,105.27 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT 49,600.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1- 800 743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,105.27 This Sale of Goods is subject to the Terms and Condltlons of Sale o; the reverse side of this Invoice CREDIT NOTE US (Terms and Conditions of Sale are also available at www nasalt.com IN US DOLLARS TERMS AND CONEATIONS OF SALE C MFER, Nc terms stater€ 0 Beyer I its NO d'aarcha e Ordar acknovvied,rmM m use fQ m shall 1» bhuli j up" the 4clter c:.=p as exlxM y <t in .�'rdinz by the Seller: Bavct k hereby notified of dhe Sellers ohl Uon W and rejecsa a any at4sAw d or If0m, €arms in BUYT's bid, €'ur .hams €M, acknau d,,.tau�n or nine[ ft >tttt,;. IVE SMAUR'S PROPOSAL IS EXPRESSLY LIMITED} TO ACC.E ANCE €JPON '['HC "fFRkIS AND C )IN DJ1` ONS C()NTAIjNvI) 2. PVI1 NiC N'f. Bli cr ;igxv s to snake payment aC 5 llcr ;s location and at the time spec[ led an to AWN fev�rin dmumnt in lawIt l mo y if W ILT lot Saner may, tit irs ;,ole iadgmanr, rnquiae such other. payment terrns '€as it dcem'3 ftpproprtate_ inv3adtn�" till or .'tart laymen€ in advanye of shipnwvn 6r `6y teu�r of cnc di t. Z. PAST DUE ACCW INTS. A filotact ,•!mope Ctd rte Dyer y Q% Pa Meech (1H% -AM) or the hyle >t true pm WA by will ses.cd (mall tnm date atcotlws. Lateresl ca'a dolt a past clue iovoce will b-t assessed front the; dirt; of €he inv -oice, d. VR1C'1 ti- XC`fPt /s5 <)'i'F(fCitW NE SMCtE'tl D IN THIS O(`FfA PRICES S ARE SUBJECT `I'O H ANGE WITHOU I' NOTIC'1'=,. ORDI',kS Will iIF iNVC):C1 d;, l LL.SS oTI €l RINISP SPECIFIED IN' HIS O FLE A "h I FIL Si5( -L[ R'S E RIC E iN F.l•FI C1`(:)N THE SCI f UDULFI:D D OF SHIP ALN'h, Ptice> err :hc im oi €r, document .are net of oB 'Aj'9Aicable discounts rmd prcnnohonai allowance,. Any quvswr1.5 by 1.110 huyct abbot fle oacin or eceto'i'} of this I a &T MI N Q he sal nrhWL ts the. Seder M writing wits W U "S of It d:tt. of dte invoice. I ANC'ELI.A"1'HIN AND MODIH( ATiON. {)tilers may 4 tatnceled by Buyer My upon Lt w..wl i s and notice t.t m SO. a,sicimm v 0 .C"Wo in wr,th9 l., do Scilvt A C VwW 0 tha: S.'ller of rmSLanta k <Gzumkidm ckgn h n molt ly 'irrenwr d by the^ ticflcr. ta. t REVId_ Cj'All h:rvmenl: terms nriot have [its ;'nor ,gyp gravel of fug Seller'a E n--dil Dep311ctaeai and tm:r h s, «i9'ie9 in w;'aliig un the S"'II:i In;= ciciras <f' "teor,.i t. Il sit a6y time BLI€ s t; tae: trial res;) ailtt} becr)a cs nnhaht rJ s;E urt,au t i; U.y a" he S:llrr, S:i =c r t'ieht to slnp ,lai,:,tt� ¢i. on n�n(r L ar:ol: to Boyer mid Io Clem :std p„ytatslt m aQvauoe nr at the Liana: oC defiveey for future daliv cries, or to re(tuire other secw dy ,atisdtau..rg� to the Sellre.:md to +ha I'bsence h :r of to V'khaaaE littht rt4:`tli�� Unfilled p)orticm of this camracI' Y: -S. Any taX or lather ;overmaeua:ed charge; now M herr.after hAd aeon pninedioa. s;vemnce delivery to east:. corasuaraptanr stile, uv c',i ahiisattcm of Pr tfinns ordered a WW will he charged mud PAI by the Hnyer. Such tt3M are trot coveted in to SAKI s S. 77C;t,AY'S.All aden rare ="pmd aa' is to dw Sella'; ability to m*v <.i bury w the €lane and A the quads s specifiel and the SAW ,;hall nm F e'it A rt,ag, s i'), falka_ fo n al PAN or sample €e shipntenr or for the NY A making shipment:+. `IT�u: Bever shall rte liable for any nddmd expenses i m.'arretl by the di er hecao'c of 13ttyer s dels.v in fairishing iecltieatead information to the Seller, delays resullin from crdereirnttgcs bg Me Weyer; ctr €k:Iaq in "BA" ahipWnts gat Ahwq )ruin[ .ta,at acv €he fault of CByer, 'ITw Aller shall nor he Phi Ior delays or deftmlts in delivery cav%cd by Ono iteycattd A control in,luIg on Iuni n no a m. enters. or e €her amts AGO Q wad' or qua of public cftemyF Q c.iril dowmawTh sut s. lockouts, .than tees of ohm ter nm tnateMN MCI spurs. tineludlnp hol or prollolon fs ilities. t €anspttrtafrun service ar ayuiprttert shomps m Cu w" :iclion of anv or >,t ,;tsnditn'ns bes'rnsel €he Seller's re:iveatsle coaarol- y- SIAn N3tsNT co,,i S. Llass soon Hrst specified on the SORI's 'hwdcmg wiry wwa, all nansfImmien dwWa, includiny bw no: hmiled to. ,artitr'm dCxg, i r tn; €i;, a.t w prior alt tl. As. deMMaCC sensed by M", May in MAMA, ,l9veto or aevo asiaa wra will W paid Q the Layer_ Ill TRANSPORT TUSKS AND CL AMIN. Ed if los? and Al: to Praa m donfers to the Buyer up n dchwq at do FOR Ima tclznnficd on N: Sa hr's in,oicao, rr nntcrnt- Ott nceid>t of mile, the Royal, then responsitie for prolae:r prcteetior, of Products and :orTtNAme %iNt all acW €aAwns and aaldincua.,, and wlll imleetruaSEu T Se's r go. eiow tummy my paries or p Va" damage arising from the ,rt>3ae,e, amt of Iaatadlcng of. 6 Pray Wrs. (Itim fur tiarna,c qtr shortage in tratnsit matt lie mtadc by the Buyer against the coiim. le Bayer has An raToaeiboly M inset o a.dailtntenis iaC'AM or dtw)i WoaAy m idea €tiv tarty auch d,maa =_c or shorrage and se. that apfmjpiafc notation is nmdc' on he, delivery tickols o€ an report fnrnisl.ed by €he k%' :o a ttt of tier currier in order m support a churn. Id. WARRANTY f ht S: °Iter warrants urtly their it will mn"C good rate w the product and to at the time of ships .ni, Ow pro ua OF u:ni[mn to on published ,Yeif,wivon of do SAN .°icuai sPemkatiom ere sjka €o change <a My time without n,itice ro Bnper. NO 01 HER Lv'ayRRANT% OF ANY KM D, C3 >7'R7 SI,i.1? (:)R Er%-iEs(.,1fD, IS R1:ACJC Ii] SIi1. -i 7 R. INC.`I,ftDNIG A%Y iMPIAED INARPAN1IPS OF NIETC:II 1, L -VI L.FI'Y 01, Fi INLSS FOP, A V%RTIC'U- (Ad2 Pt Rff?SI:,. AT &fryer .cithmp (hirre riOi NY of e, receipt 4sf the I rnda,.. ilclive:red here tad r io r!irc .ranlee tlt rt si_r:ftrn „[act is tau r v: ir€snt €•d -h.t 1 h ;r. aatau.e,t G,cl ac�i•E IM c or set of r: ch,irni "H 4 i r,mpie [heioo. fir T" w A M; was w .ad AWN” Ctac NA the axle rentntly =NUNS UNS .o the Buyer on w o,rnr QE :n) do o in dw pmdun And he lnnirM to to nvi i:a s 4 W dcF t:=ti-. goat tic the Seller. In To event the remedy prvok i heretic shall hu chat kd to We fui,M to as:,eh l po:€ w t m r w Mly .;`trill die n'Il d :eit`:e as, a Cf ;lnd aaf alt woonI, paid to dw Salle f"' 'ar't dolts €ire Plodkict. 11 LIM1"O TIt3N C}F' LI1BiLITY, TErIE HUYER SIAM NOT HE En,TT1'd_ D TO RECOVER FROM SUS 1A.-.K INCiDENI'Al OR C(: =N51.t f:LVTt�[. DAM ES OR F..VI'i NSES, INCLUCDIN6, BLt'1' N0T 7_IMITF: ',D 'Rf, THOSE INCURRED ON AC'COUN OF T11F, QtfAf,P'i'Y i)R AMOUNT OF N ODUCT DF` IVrF,R OR 11[1 NUN I)ELIVERY CW M(ANC E Am Ti €agar a sautes all &I and liability for nn- Mange ut PetsQW o r piioia €t resutainq fritm "W-0 of do *iYa duct delivered hereu "in to ;araffacturinE prnce,;aes Ohm Buyer or is combination with o her sub: fences or otherwise. V. t'-ATENIN lie Seller' crew to defend and protect dw Bayer against on er Amy arising out of legal action for diraaP dxttcnt infrin,cm �nt in mnc' tics wdfl e Sells rs mart n nore of Prcdnct, prmided tine Sefler is m&W pruutptly of any euah action with complete Wom sm and K p"n tm ultporwAy w dti and t4' tE(JIRITV CS Ik;RES`I'.'i'hs Boyea hereby grnnE_s to the Seller and the .char hereby rattans a security inform.; in all Prra aN furnished by the sum, oe r,a ee is alaea::uf. navel Cho° tta.r:ha. price ChereAM k iirlly paid. Buyer t ecS to orxecw sash Anon tug ancmtn =01 Am oei.m", a S ader amy dounme to he nexlsuy .01)eviref sm.:h vecuriev uarresa. I& LO ERv IM; IAW All t Mment hated o.t thv atmptoatce of to air shall he crat mled in a.rord.tn.;e with and govecneed 4 to laaM of tits Stet;. of KA[[ 'act d ra.._tiad lha_ i d,d:•., M tented shall ha* gowmm1 by VCOTi?RM,S as published by the W mti of al Ch mbcr of C'ttratattcrce. d6. hSSi(;'N:Y.I5UA'd h a.rd tw etas aua.epraaact- ��f 14tis offer shsli n t he:assi Tmbie by fhe Beyer wish, nt dw prr_ r e: titre n s 7n,,rt. i rt.t S.;,f;;r and y pwpmmd as nmem a.itleout soda momma shall tie coot, 1'. 31-ti "1'tRh .lGRIA."MENT. I ;,tceptc chi; offer and the lerrm on the Se(It: invoicing doanntrit cnrtstiraine- hu i.nhre a oo of fv find Inilchnsc of mmned h:.reica, No rttodifiC,ni' n shell he of am li?wc or VA" MGM is writin, and mpe d by the Plow sogN aQ &bound thrsrehy rd ao mct<tifi tttinn saatt rte efi'e -arcs; by kiae acknovvledgnaenr orutceprama of plaOlase olds Ornm containing elif acw tanva of contiiriona. A/ North American Salt Company A Compass Minerals Company INVOICE C Page 1 of 1 PLEASE REMIT TO: FEDERAL ID PAYMENT TERMS INVOICE DATE INVOICE NUMBER AT -7043 48- 1047632 NET 60 DAYS 5/7/2009 70355186 SOLD TO: 462129 C54512 CARMEL UTILITIES 3450 W. 131 ST STREET swlP To: 505808 CS54514 WESTFIELD, IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET CARMEL W 46033 UNITED JTATES OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995 AUGUSTROBBENSSONS 05/07/09 W0904W 356789 356789 SO CARRIER RAIL 1 TRUCK EQUIPMENT TYPE F.U.B. FREIGHT TERMS TERRITORY 76599 178 SHIPPING POINT DELIVERED TRUCK 822 TAX STATUS TAX ID RELEASE SALES REP EXEMPT 0031201550 B22 PRODUCT DESCRIPTION TAX QUANTITY UOM I UNIT PRICE I EXTENDED PRICE 7517 BULK COARSE LA SALT Y 25.2900 TN 84.89 2,146.87 SUMMARY: PRODUCT _..._.._2,156.87 FREIGHT FUEL SUBTOTAL 2,146.87 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT... 50,580.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1 -800- 743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,146.87 This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE us (Terms and Conditions of Sale are also available at www,naselt.com). IN US DOLLARS TERMS ANL) CONIATIONS OF SALE L tai FIT No ratios stated by Buyer in its bid Rirchase Order, aekn(m ledein an. or ova ROMAN I bc, INno% upon tire, Seller exult as sxprc: st; agned in wrAiog b tlic Seiler- Buyeir is hereby notified of the seflcr4 abjection to and rejection e,f t.iy- additional or dtltt.Rrat t,en s in Buy>r's QW, Kchase (Infer, ac'sraos:IcviRnnent. or whir tomes. THL; SE;I_i,ER'S PROPC}Sr,L IS f lIRLS`iLY LINUTIA) 7'O AC C F,PTANC'I, UPON T IIC T!'RMS AND CONTAINED HEREIN. 1 t Y"A9EYL'. Buy er 1900 r rrtake payrnznt,<tt Seller) ]:acid €in and m to time spclvifietl on Meg Seller's upof ink duumnsm in l wibi MOM) tt e i3R "flee Seller i ny in its sole jtrlcment, r;;tp melt other payment WMWac h da nS apiproiniatc. including fun �ur r 7;'irt 0 Alment to a. ,emit of tit €iromth (Wbv Rua of 3. I'. -YS "i' I?C;l e4t'COC "I'S. A t'fnance aliarge iiE the: Icier of I.$4r per month i lt;�r =I'RI ei die Jr „hat rate I>t ;rrnit[ed by law will 1.� .,sess;al t>r€ tap p.ts( d€:;' comma. Interest 1t irme l ;irr �t ps.isc due inc -thee iy it1 he assessed iYor rite date eii' dac: invoiee, 4, PRIKAT hXC'lAS OTI3Ek' EE 41eF IFIED Lk T111S OFFER, PRICES A91.',. SUPJIiCI'TO L'IIANC E 4VITfIOUI' N'OTIC'il. OPI)FRS'oNUA., 131` 1tiV01C FD, UNLLLSS 0TILRWIiP V Cll1ED IN THIS IIS OE FEk.: "1' I'Hl: S6LC.hl PRICT IN 1-F f C"C O- IIF.SCl4b1)( ;LF1:) C) SEIF 01 SI r1P%1VNT. Prices to In 006 ,t b dMu®ent Ue net of all upplieable Twasm and p3 wt otiona! ntiowances. Any questions by dye bgyen. ahwn, ahw bask Or CI this pricing ,nasr 13c Mihm: fed ro the seaar its writing within 60 day. cif they date of did inyolcta K l7AN('I'.I..I.ATK)N AND 1 ODI[FiCATION, Orders Wray be aax0ed 0 Buret only apron 01 Win or oin! notice w to Yck s ulmopamo ac,:_pNd in u ri 09 by €h: &d lo ,anti Q t> `y =mt t to die Seller of rrnamble AA” c3ta- es to he aley watitined by the ,Sc19et'- <t t.at,<t)I'I'. fYeJa nityi.icra is ❑s» must liatre tEr• pyrite' ;ttlparo.a a'!he Sellers C:rediC Ueptiri�itin€ ;tare€ mua i s,, cif "yeti in itiatr a Srl1 i', rttalring! tlattnr..at. 1; ar t-,irr�, 13u1.�i', nntintaat .esponsihihty irnpair-ci or rtnsatisftaor io rb N allot. S. riir €eser es (he r.; �t p r�ii rveav� r,i> ill. a(rvr; tai Br)tr and to dcuwnd paynicam in uticance or tit he tittle of del Wry far tultim deliveries x to regmd other security s<kti ;tttcs pry io the Se.l .t, and in the a SutFte €o cancel, without Gnhiliry, the unfilled portion of (his coniract. 7. CARES. Any tux or swr govetmnen churg, now nr hae0a lcQd upon produc5oN ,twwm r.in:r�Pa wn &H my w tuyfe, c. <rn;ttatip°t m wt, .see sr shyu),:w of Produi:c[s ittticr, td ss _ofd MH VQ charged to anti paid by file Ifuyer Sucli (ayes ure i'3 tht Selves sri o, H. DELAY" All .irtiei; wu a.,- c.I)ied s111�icet to the seller's hility tit make =WY Y at the tune red in the quiVAS spiudied, and the 300 Ono rim be 111fle Or t9 rata a Iar l io m<ikt }venial r.r complste Onpinent try for Hie delay in making Qnptnruts_ Thu 13uya ahtti[ be liahlc; fogy '.gay adelcd exec nse.s .r urre,l I') 11c scl er h,cau.c o£ Buyer's delay in flitatAung retpuastect inAmnm €ion to the Seller, delays resulting tyow eyrder ohue ,es by the Bn'a or deiay in unlo',O g sinpnianGe nr Aliwix Paint to ,arc the Gump of I3ii,er TH Salter shall not he GaMe for delays sir duRt 3',t._ in „elitiery ceund by Awes tt:yund its wrimJ humdm; o nut "AM M €ts NO& fires. surrnss, a who au; of GO Lp w.ar or rci A ptibni anion, 3,or chvil disturbance), sht lieges of 1ahor or me inan,riid .na i stil (in Awns A A) or piy)tluct'ion f'Uhuts, trsuispoM run mom or equi, Wra shmae' s> to urea, Non of any poernraE, and at aority 's oba cor €din,ins bcvend pile Seller's re:t oilaole ea:atrol 9. SJI1I;Mf, 'NT CY)S'TS. Unless rtliei-m sp3eci5d an the Sellers liankiaig document, all trap p"Con dw,ges i"t, fading, but nos. Eitn&d w"Wwwe ch it „rs for alert ice €bon ow w deh danwye ctmod 4 Buyer, &hy in unloading dry etaion, or rewonAgnmur wM ht: }ywd by the Buyer HL I RA CNWORT RISKS A'N1) CLAIMS. Risk 4 On and titre to NoTi;ts tr:a ears t0 he Bu ser npoa delivery in the FL(Y A. 1101fit vn the Sellrr'z lmtifee,ig deicemeni. On receipt of d €Ie, the Haver A then yashmak fcr proper pr_ytie.tion of hividucts anti egmpAri e v A A rc phocim and cad n,m m and lit tideii 9 fy ba, Seller 2 arn�t an cEuuns for per:xinai in}u €ies tae l dantaree WNW Icoftt thr ,tar sge, use of ltandli tS si'; nch Prtidects. Ci31M far d.uW 9 0 short c lit transit wam be made by the B"s aftunst the Carney Th Buyer h,as the° w:.p )ri ihiQy to &,a slupeneins RON tar ,luring tauioadi g €o;ilenCfy :any sti It d.nnage ear Sh0rnigc and see tttit alsprtrpu ;a €e norathnr is it dL on €he do ;i ,,:ry jAci,c or an insp',%ni tr. rtla,rt ftirni,lIitd by Lbo loam ;Erne o` th .:err ie( in order to mpporr at eluun. Ii. tVA1tRf4 N ry "flee Sel10 r waf i colts only that it will conve good title tin the p uduct ,tend thus. M OM Kiw of shipment. the hrwu: All arthn t tp the pahlislK nt -cite ations of Ow Seller Seller's spccrftcation, arc su*a to Bony in any One M(3= notice rcr 13nvvr. NO CiThIER YYAKttANTY” OF ANY KIND, f ;YI'Rf_StiEE:) OR hYTPL91aI7, IS MADJ BY S1FI.1.ER. 1 ANA MIPIAFED NVARRANTIIFS C3E' hlli(IC`hiAN'€AL'3Lfl'Y OR Ft INFSS 1t01Z A R RTI('.U- LAR PURPOSE. t=:u'ur, of the Buyer widainl,! ON! OM days iris .nom of dw Ptoduta ddivir.t hercund_r g; z n N: e Imt,v,2h protinci i, rao... M aW .J mll be xi ie.aalt uC azve,> a i:.c Y.a N proclW ax" a ;r.ait r a ail d., No n' I E Imp, K K" c -i} a .at ,h t. ,i WW in nd by Pic Seek .the rile ne wt a +etlttl W to the Hqa on wanunt K ii dew" in we prow, j"U be hmloiho Am r k ye WW A A say €e.; s jodun by Ox SORn In It e wni. the i aindy M Advi hererl W111_ JNmed to bare filled is ever A "T,", t r, n the Ape 01 he NAM a h to tf wd c *t t" M ,r. vita to the• Sam dot su h tiGf imw M om. 1". LI4IITATION OF' LIABIL[ .I'Y. 11 1 I3ls "'Yf',R SRALL NOT BF 01 'Y1't.E,f) TO Rf.COVGR F ROlv1 St L.I R ,N Iz)I i "l,Yl. OR 0 GN51 (LIF:47 "iA OAh -1rc OS OR In i I NTI S, INCa,LNNt:r. BUT NOT L NIH I' '.C7 `IZ:), I`It0'it; INC UPRI )Ceti ACCO[j I OF 31 t9: QU— U,.IT'Y OI1 1P tC UN I' Oi' I'ROIDUC[' I:AIA.I I ;tt °l% i)1t'I IIE NON- D1,J.IVI. ?hY OF PRODU "hits B"s, vast A .isti and liability for .tog i ,Writ; ,o x roan; or proym =AK "M on u. z ref utt 1srodnct r!e[iveri' ;ie¢citnder it rnsrntfamong prucews 0 €lie Buyer or in con €birimm with {,iher :ulna saes, ar others me, 0, I'A L;iN S. "DC Seger aquae; to defend acid 100=1 the Ba W qaiattt loss a damp n Wynne otn of kpd actit"n An direct osta•tu iuf ,rpetnen€ in c ;onna.cnon'Ana[ the Selle'r's rnanufscutrc of I'rtutucr, proeitied die Seiler is aitilied prtxnptly of any -,3rch action with complete inforninkm and is given (tn oppwwa y t dAend. It SEC"Lrlci'I'Y bV F€:4tB:.`s K Thu Buyer heretic gran €s ten die Seller and the %war lively retains a security interest in all Prurwo €urmshcd by the Ana sod the a .rc.ctre t,ae_i if. "10 rice Ira rth W Ma thetefort 1 fully prod. B" n Ines to "ma suit financing smunwims and eater ATurn"S in 'sAK nay iletumbie P, btu nt..aassary ro hcrt:xt sad: securit iancr ;r,i. It (AN i<RNING 1AW, Any Llymoman heed on the :(oceptmxe; of to Ott: AAJ he construed in e c.nHms4c y ith ;[rid 3o"med [a_v the 1_ w >t Te SwT si „rc y:dct t(i;u d. hi er, l rs, s:,af b: governcal by WC4 >'HTMS a puhliAod by In It m nsuoral Chnmbrr a€ («mww,!. 96.:Y ylLo 1:1,3ILI FV" Ar ecn.tut ban cd on trio aa, epitwi:c ai this olk�r shall iryt .,c .u,i, >ralir by 11m, Boyer the irnc r wnt €cn otsent I tlr, SeV.r :,nd °ry wi -I c tit >uclt xglselit shall b; cnid. 11 FNTME AGRIKIAMINM I: Aalged. Airs am and the terms on u v Sc!ICr's'irivoleing rioc,ament mW ititto the ei(iire ;t �_nient of, ae ;:rcl Irr.ic v,,s ni die t ;cI a ,+m A 1' min. No mc,.fi icAnt, do, AtnejIlmn shirii lie of any Coro err e rft,rt mfles5 in writing Mid Signed hy Ow pt E u to be :'ovild therebv.:ni,l no n;uriti aurnr shaJ pe e seared by Me aNnowhinwril or aeclmmiue of p_.r.ch_ise order GwN containing diff,•r:nt ii rats o€ csntlifiotss. A/ North American Salt Company A Compass Minerals Company INVOICE ®s Page 1 of 1 PLEASE REMIT TO, FEDERAL ID PAYMENT TERMS INVOICE DATE INVOICE NUMBER P.O. BOX 277043 ATLANTA, GA 30384 -7043 48- 1047632 NET 60 DAYS 5/7/2009 70355187 SOLD TO: 462129 C54512 CARMEL UTILITIES 3450 W. 131 ST STREET SHIP TO: 5058081 CS54514 WESTFIELD, IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET CARMEL IN 46033 UNITED STATES OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995- AUGUSTROBBENSSONS 05/0 W 0905E 356790 356790 SO_ T CARRIER RAIL TRUCK r EQUIPMENT TYPE F.O.B. FREIGHT TERMS TERRITORY y 76599 178 SHIPPING POINT DELIVERED TRUCK B22 TAX STATUS TAX ID RELEASE SALES REP EXEMPT 0031201550 B22 PRODUCT DESCRIPTION TAX F QUANTITY UOM UNIT PRICE EXTENDED PRICE 7517 BULK COARSE LA SALT Y 25.2600 TN 84.89 2,144.32 SUMMARY: PRODUCT 2,144.32 FREIGHT FUEL SUBTOTAL 2,144.32 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT 50,520.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1- 800 -743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,144.32 This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE US (Terms and Conditions of Sale are also available at www,nasalt.com I US DOLLARS TERMS AND CONDITIONS OF SALE; 1. OFFER. No terms suited by Buyer in its bid. Purchase Order, acknowledgment, or other form shall be binding upon the Seller except as expressly agreed in writing by the Seller. Buyer is hereby notified of the Seller's objection to and rejection of any additional or different ferns in Buyer's hid, or Girder, acknowledgment, or other forma. THE SELLER'S PROPOSAL IS EXPRESSLY LIMITED ACCLPIANC F, UPON THE TERMS AND CONDITIONS CONTAINED HEREIN, 2. PAYMENT- Beene agrees to make pa }•meat at Seller's location and at the itmc specified on the Seller's invoicing document in lawful money of the U.S. "The; Seller may if) us side judgment, require sueli othef payment terms as ii. decrnslappropriate, including ill'orpartial paymem in atdvantr of hi'piraY onion' letter of credit. 3. PAST DUE. ACCOUNTS. A finance charge of the lesser of 1.5% per month (18% -APR) or the highest rate permitted by law will be assesxcd Ins all past due a count~. Interest charged oil it past due invoice will be assessed from the date of'the invoice. 4, PRICES. FiXCEPT AS OTHERWISE SPECIFIED IN THIS OFFER. PRICES ARE SUBIEC'I TO CHANGE WITHOUT NOTICE. ORDY {RS WI1_1. BE INVOIC.1.-D. UNLESS OTHERWISE SPI3CIFIED IN THIS OFFER, AI'THE SELLER'S PRIC L IN EFII'C1 ON THE SCl UDULFIa DATE Of- SHIPNIGN'1'. 1',ices on the invoicing document are net of all applicable discounts and promotional allowances. Any questions by the huyei, about the basis of accuracy of till:, nriciog must he submitted to the seller in writing within (4) days of the date of the invoice. 5. CANCELLATION AND tNIODIFIC:ATION. Orders may be canceled by Buyer only upon (L written or oral notice tin the Setici tobsequemly accepted in writing by the Sellcr :std Cf payoient to the Seller of reasonable cancellation charges 10 he snhrly deWfulined b rile: Sclier. CREDIT. Cr.-du payment torrns must have 'Ilia prior approsal of the Seller's Credit Dep:rrimem and nutst be specified in •shun on the Sellcr., invoicing document, If at any tmw Bnye. i 's finam id responsibrhty becomes impam -A or unsa isfac'tory to the Seller, Seller reserec•, the right to stoop -hipmem. on rt. t,ficsuoa :o L'uytr and to demand payment in advance or at the time of delivery for future deliveries or to require other secuity>atis(actcay to the Sellcr, curd in the absence thereof, to can; el. without liahility. the unfilled portion of this contract. 7. TAXES. Any tax or other governmental charge now or hereafter levied upon production, severance, manufacture, delivery, auvage, consumption. sale, use of hiomeni of iroducts oiticied or sold will be charged to and paid by the Buyer. Such taxis are not covered in the Sellers price. R. DELAYS. All orders ore accepted subject to the Seller's ability to make delivery at the time and in the quantities specified, and the Seller shall not be liable for damages for fitilure to make partial or complete shipment or for the delay in making shipments. Tire Buyer shall be liable for any :kidded expenses incurred by the Stiller hecause of Buyer's delay in furni: hang requested information to the Seller, delays resulting from order changes by the Buyer, or delay in unloading shipments at deliver point that are the fault of Buyer. Tire Seller shall not be liable for delays or defaults in delivery caused by forces beyond its control including but 1101 hinited io floods, fires. storms, or other acts of (led. by war or act of public enemy (or civil disturbance), strikes, lock -outs, shortages of labor or raw materials and supplies finJudine fuel) or production facilities. transportation service or equipment shortages or failures, aerion of any governmental authority or other condition beyond the Soper', reasonable control. 9. SHIPMENT COS'T'S, Unless otherwise specified on the Seller's invoicing document, all transportation charges. including, but not broiled to, carrier's charges 'ins notification prior to deliver, deno n'age caused by Buyer, delay in unloading, diversion, pr recousignnhent will be paid by the Buyer. 10. TRANSPORT RISKS AND CLAIMS. Risk of loss and title to Products transfers to the Buyer upon delivery at the F.O.B. point identified on the Seller 's invoicing document. On receipt of title, the Buyer is then responsible for proper protection of Products uud compliance With all fCgUla60HS. and ordinances and will iucfemnif'y the Seller against all claims for personal injuries or property damage :wising from the morale, use of handling of such Product,,. Claims for damage or shortage in transit runs[ be made by the Buyer against the Carrier. Ilia Buyer has the responsibility to inspect shipments before or during unloading to identify any such danhage or shortage and see that appropriate notation is made on the delivery tickets or an inspection report famished by the local agent of the carrier in order to support a claim 11, WARRANTY, The Seller warrants only that it will convey good title to the product and that, at the time of shipment, the product will conform to the published pecifio :rations of the Seller. Seller', specifications are subiect to change• at any tittle without notice to Buyer. NO OTHER WARRANTY OF ANY KIND. r XPRLSSED OR IMPLIED, IS MADE BY SFI- I,•ER, INCLUDING ANN' IMPI.IED WARRANTIES OF NILRC:HANIT.NBIL.ITY OR FITNESS FOR A PARTICU- LAR PURPCISfi. Failure of tiro Buyer withing thirty 0 10) days after receipt of the Product delivered hercunde•r to Live notice than such piodue:t rs not ,:s so mi shrill be an unqu.tlo fled at of such product and it w.hivor of all eta nos with respec'i thereto. In tilt: event of ilia :illecei bre r h hereof by the Seller, the sole remedy availabic to the Boyer on account of any defect in the product shall he liai red to the r place- ment of sucL dcE hsc product by the Seller. In the event the remedy provided herein ,hall be deemed to have failed its essential purpose, then rile Buyer shall bc muted only ttl n refund of nhc amounts paid to the Seller for ,uch defective Product. I2 'LIMIT. OF LIABILITY. THE BUYER SHALL. NOT BF. ENTITLED 'to RL?COv1:R FRONT SELLER INCIDENTAL OR CONSEQUENTIAE. DAMAGES OR E.XPI_ASES, INCLUDING. BUT NtT1' LIMITED TO, THOSE INCURRED ON ACCOUNT' OP rm-1 QUALITY OR AMOUNT Ol: PRODUtC'T DELIVERED OR THE NON DELIVERY Of: PRODUCT, 'Ilia Buyer assumes all tisk.s and liability for any damage to perwn, or property resulting from the use of tb, product delivered hereunder in manufacturing processes of the Buyer nr in combination with other subafances ar oherwise. 13. P.ATGNTS. The Seller agrees to defend and protect the Buyer against loss or damage arising out of legal action for direct patent infringement in connection with the Seller's immufarture of Product, provided the Seller is notified promptly of any such action with complete information and is given an opportunity to (Iefend. 14. SECURITY INTEREST. 'Ilia Buyer hereby grants to the Seller and the Seller hereby retains a security interest in all Products furnished by the Seller and the proceed, ?hereof, until tfie purchase price therefore is fully paid. Buyer agrees to execute such financing statements acid other documents as Seller may determine to be ncccssar) to perfect such Security intere 15. G01 ERNING LAW Any agreement based on the acceptance of this offer shall be construed in accordance with and governed 1)y the Laws of file State of K,mz;ts provided flat deli%cry term; snail be eoverned by INCOTl;RMS as published by the International C lianiber of Commerce. 16, ASSIGNABILITY. Any ageentem based on the :rcceptauce of this offer shall not be assignable by the Buyer without the prior ,kriti n consent of life Seller and any puiported asienment without such consent shall, be void. 17. ENTIRE AGREEMENT. If accepted, dais offer and the terms on the Seller', invoicing document constfuree the entire agi, :cment of sale anal purchase of dte product mmitd herein. No modification of this Agreement shall be of any force or effort unless in writing and signed by the parties sought to be bound thereby, and tip modific;ttion ;hall be effected by the acknowledgment or acceptance of purchase order farms containing dfif'erent terms of conditions. North American Salt Company AY/ Compass Minerals Company INVOICE Page 1 of 1 PLEASE REMIT TO: FEDERAL ID PAYMENT TERMS INVOICE DATE INVOICE NUMBER ATLANTA ?GA -7043 48- 1047632 NET 60 DAYS 5/4/2009 1 70353715 SOLD TO: 462129 C54512 CARMEL UTILITIES 3450 W. 131 ST STREET SHIP To: 505808 CS54514 WESTFIELD, IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET CARMEL IN 46033 UNITED STATES OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995 AUGUSTROBBENSSONS 05/04/09 W0905E 354816 3548.16 _SO CARRIER RAIL TRUCK EQUIPMENT TYPE F.O.B. FREIGHT TERMS ITERRITORY 76599 178 SHIPPING POINT DELIVERED TRUCK I B22 TAX STATUS TAX ID RELEASE SALES REP EXEMPT 0031201550 B22 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE EXTENDED PRICE 7517 BULK COARSE LA SALT Y 25.0100 TN 84.89 2,123.10 SUM -P-. PRODUCT. 2,123.10 FREIGHT FUEL SUBTOTAL 2,123.10 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT 50,020.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1- 800 743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,123.10 This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE US (Terms and Conditions of Sale are also available at www.nasalt.com). IN US DOLLARS TERMS AND CONDITIONS OF SALE 1. OFFER. No terms stated by [Buyer in its bid. Purchase Order, acknowledgment, or other form shall be binding upon the Seller except as expressly agre:d in writing by the Seller. Buyer is hereby notified of the Seller's objection to and rejeetien of ;my additional or differe:u terms in ISuycr's hid, Purchase Older, acknowledgment, of other forms. THE SELLER'S PROPOSAL iS EXPRESSLY LIMITED TO ACCEP'iAWT UPON THE TERNIS ANI.) CONDITIONS CONTAINED HEREIN. 2. PAY N1I NIT. Buyer agrees to make payment at Seller's location and at the time specified on the Seller's invoicing document in lavviul money of the U•S. Tile Seller nay, in its sole judgment, require such 61ber payment terms as it dears' appri priate, including hun di Daniel iraymr:nt to advance of shipment air b`y letter of credit. 3. PAST DUE ACCOUNTS. A finance charge ix' the leaser of 1,5`c per month (IMrt APR) or the highest talc permitted by law will be alas. d on all past clue. accounts. Interest charged on a past due invoice will be assessed from the date of the invoice. d. PRICES. EXCI P'1' AS OTHERWISE SPECiFTEl) iN THIS OFFER. PRICES ARE SUBJECT TO CHANGE WITHOUT NOTICE. ORDERS WILL BE INVOICED, UNLESS O'rHERSO ISE SPECIFIED IN THIS OfT ER, Ar 1'HE SELLER'S PRICE iN I.3FFFC 'r ON THE SCI IEDULED DACE OF SHIPMENT. Prices on the invoicing document ore net of all applicable discounts and promotional allowances. Any questions by the buyer, about the basis or accutacy of this pricing must he submitted to the sealer in writing within 811 days of the date of the invoice. 5. CANCELLATION AND MODIFICATION. Ordcrs may be canceled by Buyer only upon 11 t written or oral notice to the Scher ubsegLlcrulV accopied in w- citing by the Seller .end (2i payment to the Seller of reasimable cancellation charger to be solely determined bn the Seller. b. CRFDIT. Credit payment terns must have the prior approval of the Seller': Credit Department and mum he specified in writing on the S^Ihr's uivowm, e6ocurent, if at any tune Buyer 's financial responsibility becomes impaired or unsatistacror to the Seller, Seller reserves the right to atop'hilimenL m on oufic.1rivn to Buyer and to demand payment in advance or at [tie time of delivery for hmre'delivenes or In require other security satisfactory to the Seller, and in the absence thereof, to cancel, without liability, the unfilled portion of this contract. 7. TAXES. Any tax or other ovcinmental charge now or hereafter levied upon production, severance, manufacture, delivery, storage, consumption. gale, use or shipment of Products ordered or sold will he charged to and paid by the Buyer. Such taxes are not covered in the Seller's price". 8. DELAYS. All orders are accepted subject to the Seller's ability to make delivery at the time and in the quantities specified, and the Seller shall not be liable fir' damtagcs for failure to make partial or complete shipment or for the delay in making shipments. flhe Buyer shall be liable Air any added expenses incurred by the Seller because of Buyer's delay in furnishing requested information to the Seller, dela resulting front order changes by the Buyer, or d ;lu} in unloading shipments at delivery poll)[ that are the fault of Buyer. 11te Seller shall not be liable for delays or defaults in delivery caused by forces beyond its control including but not. limited to hoods, fires. storms. or other acts of God, by wu or act of public enemy (or civil dfstmbance). strikes, lock -outs, shortages of labor of raw materials and supplies (including fuel) or production facilities. transportation service or equipment shortages or failures, action of any f,pVCfihmenlal authority or other conditions bes•,?ud the Seller's rem >onahlc control. 9. SHIPMENT COSTS. Unless otherwise specified on the Seller's invoicing doCament all transportation charges, including. but not limited to, carrier's charge, for notification prior to deliver. demmiaee caused by Buyer. delay in unloading, diversion, or ieconsignmcnt will be paid by the Buyer: 10. TRANSPORT RISKS AND CLAIMS. Risk of loss and title to Products transfers to the Buyer upon delivery at the F.O.B. point identified on the Seller's invoicing doeurent. On receipt of title, the Buyer is then responsible for proper protection of Products and compliance with all regulations and ordinances and will indemnify the Seller against all claims for personal injuries or property damage arising from the storage, use of handling of such Products. Claims for damage or shortage in transit must be made by file Buyer against the Carder. The Buyer has the responsibility to inspect shiprncros before or during unloading to identify any such damage or shortage and see that appropriate notation is made on the delivery tickets m in inspection report furnished by the local agent (if the carrier in order m support it claim. I I. 1VARR.ANTV. The Seller warrants only that it will convey good tide to the product and that, at the time of shipment, the product will conform to the puhlished specifications of the Seller. Seller's specifications ore subject to change it any time without notice to Buyer. NO OTHER WARRrAN 1'Y Ola ANY KIND. EXPRESSED OR 1,MPLIED, IS MADE BY SELLER, INCLUDING ANY IN•li'I,IED WARRANa1h,S OF MERCHANTABILITY OR FITNESS FOR A PARTICU. LAR PURI'C)SiS. Failure of the Buyer withing thing (30) days after receipt of the Product delivered hereunder to give notice that w h product is not :+s so warrante :hall h" in unquAfird acceptance of such product and it "ewer of all cl:nms "lilt respect thereto. kn the event of as .rlleg,0 breach hercol' by the Seller. the sole remedy mail chic to the lilty er on account of nny- defect in the product Shall he limited to tlrr r,'Place- eru of wch defective product by the Seller In the event the remeciv provided herein Slydl be deemed to have f,ii)ed it, eesenlfal purpose, then the Buyer shall be cntidt d only to a refund of the an oomt paid to the Seller for such delective Product. i2. LIMITATION OF LIABiLITY. THE BUYER SHALL NOT ISE ENTITLED TO RECOVER FROM SELI.FR iNC m "N"Glt OR CONSI Qt, UN ITM. DANItAGES OR L.M NSF,S, INCLUDING, BUT NOT LIMITM TO THOSE iNCURRED ON ACCOUNT OF THE QUAM I Y OK AMOUNT OF 1'R0DI,VT 1)1'11,IY LRLls- OR T HE NON DELIVERY OF PKODUCE The Buyer assumes ail rick, and liability for nny damage to persons or property resulting i'rout the use of the product delivered hereunder in manufacturing processes of the Buyer or in combination with other sub,Uinces or otherwise. 13. RATENTS. The Seller agrees to defend and protect the Buyer against loss or damage arising out of legal action for direct patent intringement fn connection with the Seller's manufacture of Product, provided the Seller is notified promptly oi'any such action with complete information and k given an opportunity to defend. 14. SIXURITY iNTI The Buyer hereby grants to the Seller and the Seller hereby retains a security interest in all Products furnished by tilt Seller and the proceeds thereof, until the purchase price therefore is fully paid. Buyer agrees to execute such financing statements and other documents as Seller may determine to be ne"Osary ro perfect such security interem. 1 4 1. CON LRNiNG LAW. any agreement bard on the acceptance of this offer ,hall he construed in accordance with and governed by the Laws of the Stale of Kansas pro, ided that deliccry terms shall be governed by bNCO'IERMS as published by tile• International Chamber of Commerce. Its', ASSIGNABILITY. Any agreenleill based Uri the as eprance of this offer ah:dl not be assignable by the Buyer without the prior written consent of the Scller:md any puidotted as withour such consent shall be void. 17. ENTIRY AC RE'l-AIENT. If accepted. this offer and rile terns on the Seller's invoicing donnnenrconstitute thi entire a `it, ;:rent of sale and pumch,tse of the product named herein. No nwdificstion of this Agreement shall he of any force or effort unless in writing and signed by the parties Sought to be bound thereby, :,lid no nhxlificaticn shrill be eflcered by the aeknowlectgntent or ueceptintce of purchase order forms containing different terms or conditions. AY/ North American Salt Company A Compass Minerals Company INVOICE Page 1 of 1 PLEASE REMIT TO: FEDERAL ID PAYMENT TERMS INVOICE DATE INVOICE NUMBER P.O. BOX 277043 ATLANTA, GA 30384 -7043 48- 1047632 NET 60 DAYS 5/10/2009 70355610 SOLD To: 462129 C54512 CARMEL UTILITIES 3450 W. 131 ST STREET SHIP To: 505808 CS54514 WESTFIELD, IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET CARMEL IN 46033 UNITED STATES OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995 AUGUSTROBBENSSONS 05/08/09 W0905W 356791 356791 SO CARRIER RAIL I TRUCK EQUIPMENT TYPE F.O.B. FREIGHT TERMS TERRITORY 76599 178 SHIPPING POINT DELIVERED TRUCK B22 TAX STATUS TAX ID RELEASE SALES REP EXEMPT 0031201550 B22 PRODUCT DESCRIPTION TAX QUANTITY UOMI UNIT PRICE EXTENDED PRICE 7517 BULK COARSE LA SALT Y 25.0100 TN 84.89 2,123.10 SU MMARY: PRODUCT 2,123.10 FREIGHT FUEL SUBTOTAL 2,123.10 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT 50,020.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1- 800 743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,123.10 This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE US (Terms and Conditions of Sale are also available at www.nasalt.com). IN US DOLLARS 'FERMS AND CONDITIONS OF SALE 1, OFFER. No terms stated by Buyer in its bid. Purchase Order, acknowiedgnuent, or outer form shall he binding upon the Seller except as expressly agreed in writing; by the Seller. Buyer is hereby notified of the Seller's objection to and rejection of any additional or different terms in Buyer's bid, Purchase Order, acknowledgment, or other forma. THE SELLER'S PROPOSAL 1S EXPRESSLY LIMITED TO ACURIANCF. UPON THE TFRNIS AND CONDITIONS CONTAINED HERE..1N. 2. PAYMENT, Buyer attces w make pa; mea p t at Seller location and ;it the little ecified on the Seller's invoicing document in lawful ntcn cy If the ,L) S. The Seller may in its sule require Such other payjmmn ternts'as it deems' apprz66nate, including full or partial payment it) advance or shipment or by len& of 3. PAST DUE: ACCOUNTS. A finance charge o f the leaser of 1.5`:c per month (19t:K -A PR) ur the highest rate permitted by law will be assessed on all past due a�:Counts. Interest charged on a past due invoice will be assessed front the date of the invoice. 4. PRICES. EXCEPT AS OTHERWfSE SPECIFIED IN THIS OFFER. PRICES ARE SUBJECT 1'0 CHANGE WITHOUT NOTICE. ORD'E'RS WILL BE INVOIC.,ED1 UNLESS OTHERWISE SPECIFIED IN THIS OFFER, AT'lHL SELLER'S PRICE IN EFFEC1OtN THE SCI IEDULED DATE OF SHIPMENT. Prices on the inrvoicing document are net of all applicable discounts and pro notional allowances. Any questions by the buyer, about tite basis or accuracy of this pricing; roust he subtuittcd to the seller in writing within 00 days of the date of die invoice. 5. CANCELLATION AND MODIFICATION. Orders tray be canceled by Buyer only upon r I t written or oral n,nicc to the Seller >ubseyur:ntls accepted in writing by if= Seber and i21 payment to the Seller of reasonable cancellation ehargrt to be solely determined by the Seller. b CREDIT. Credit p.rvment terms must have the prior approval of' file Seller's Crcdit Deparunent and must he sp?eJlied u; writin_ in the Seller',, incowing sis rutn_�nt, 11 at .w*, rime Buyer financial respoombil'ity becomes mnpaired of unsaustactor to the Seller, Seller reserves (tic right to stc;> �m hiprm. o;t not ru fic.on to Buyer and to demand payment in advance, or at the time of delivery for future deliveries or to require other security satisfactory to the Seller, and in the absence thereof, to cancel. without liability. the unfilled portion of this contract. 7. 'TAXES. Any tax or other governmental charge now or hereafter levied upon production, severance, manufacture. deliver;, sun dge, ce?nsnnption, sale. use of ahipnucnt of Product, oxcfered or sold will he chlu'eed to and paid by the Buyer. Such taxes are not covered in [he Seller's price. S. DELAYS. All orders tyre accepted subject to the Seller's ability to make delivery at the tittle and in tite quantities specified, and the Sclfer shall not be liable for damages for failure to make partial or complete shipment or for the delay in making shipnicnts.'The Buyer shall be liable for any added expenses incurred by the Seller because of Buyer's delay in furnishing requested information u> the Seller, delays resulting front order changes by file Buyer, or delay in unloading shipments at delivery point that are the felt of Buyer. The Seller shall not be liable for delays or defaults in delivery caused by forces beyond its control including but not limited to flo,;ds, fires. storms, or other acts of God, by war or act of public enemy (or civil disturbance), strikes, lock -outs, shortages of labor of raw materials rind ;upphcs rin, fuel) or production facilities, transportation service or equipment shortages or fuilurs, action of any governmental audiont or other conditions Lcyond the Seller's reasonable control. 9. SHIPMENT COSTS. Unless otherwise specified on the Seller's invoicing document. all transportation charges, including. but not limited to. carrier's charge,, for notification prior to deliver, denunage caused by Buyer, delay in unloading. diversion, or reconsignntent will be paid by the Buyer. Ill. TRANSPORT RISKS AND CLAINIS. Risk of loss and title to Produces transfers to the Buyer upon delivery at the F.O.B. point identified on the Seller's invoicin document. On receipt of title, the Buyer is then responsible for proper protection of Products and curnpliance with all regulations and ordinances and will indetmtify the Seller against all claims for personal injuries or property damage arising frinn the storage, use of handling of such Products. Claims fur damage or shortage in transit must be made by life Buyer against the Carrier. Tile Buyer has the responsibility t inspect shipment., hefore or during Wfl,)atling to identify any such dumace or shortage and see that appropriate notation is made on the delivery tickets or an inspection report furnishedi by life hw; agent of the carrier in order to support a CLtim. 11. WARRANTY. The Seller warrants only that it will convey _ood title to the product and that, at the time of shipment, the product will confront to the publi;:ited specifications of the Seller. Seller's specifications are subject to change at any time without notice to Buyer. NO OTHER WARRANTY OF ANY' KIND. EXPRENSED OR IMPl,1ED, IS MADE BYSE1_LER. INCLUDING ANY IMPLIED WARRANTIFS OF MERCHANTNBILPPY OR FITNRSS FOR A PAR'TICU- L-MZ PURPOSES. Failure of the Buyer withing thirty (30) days atler receipt of the Product delivered hereunder to give notice that su;:h product is not :ts sit warranted '!toll b,: !Ill un,paah@rd acceptamce ol'sucit product and a w.river of ;dl :laima utth respect tha-rcto Ill Llvc Qsent of an :Ale"" brcach hereof by the Seller, rile sole remedy avai lablc to the Buyer on account of :Lit, d feet in the product shall he iinited to the rcpt ace utatt of sua:h defectivc product by [tic Seller In the event the remedy provided herein shall he doemed to have failed its essential purpose, then rile Buyer shall he entitled only to a refmd of the antounis paid to the Seller for such defective hoduct. 12. LLMfITATION OF LIABILITY. THE BUYER SHALL NOT BE ENTITLED TO RECOVER FROM SE.LL.ER INCIDENTAL OR CONSF QUT:N'EIAI, DANIAGES OR EXPENSFS, INCLUDING. BUT NOT LIMITED TO, THOSE INCURRED ON ACCOUNT OF THE QUALffY OR AIMOUNT OF PRODUCT DFLIV FRED OR 'I HE NON DELIVERY OF PRODUCE The Buyer assumes all risks and liability for any dama>`e to persons or property resulting from the use of the product delivered heteunder in manufacturing processes of the Buyer or in combination with other substances or otherwise. 13. PATENTS. The Seller ag!tTs to defend and protect tite Buyer against loss or damage arising out of legal action for direct patent infringcmcnr in connection with the Seller's manufacture of Product, provided the Seller is notified promptly of any such action with cornplete information and is riven an opportunity ro defend. 14, SECURITY INTEREST. The Buyer hereby grants to the Seller and the Seller herchy retains if security interest in all Moduc[s furnished by rile Seller and the proceeds thereof, until the purchase price therefore is ]idly paid. Buyer ngrees to execute such financing statements and other documents as Seller ITMy determine to he necessary to perfect such security interoxt. 1 C104E' NING LAW. Anv agreement hascd on the acceptance of thus o[1'ershall be construed in accordance with Lind governed by the taws of t1C Statc of K.m pros ided that dch,ery term, shall ho governed by INCOTI: Rb1S as published by the International Chamber of Commerce. 10. ASSIGNABILITY. Any torecnrent based on the acceptance of this offer shall not be assignable by the Buyer without the pa i +written consent of the Seller and amv purported as without such consent shall be void. 17. ENTIRE AGREEMENT. It accepted, this offer and the terms on the Seilet 's itnoicingl document constitute the entire atgtec•ment of aJo and purh:rsc of the prodhict named herein. No nu>dificution of this Agreement shall he of any fora or effort unless in writing and ,signed by the parties sought to be bound (hcreh_v, and a;) modification shall he effected by the acknowledgment or acceptance of purchase order forrus containing dii'fercnt terms or conditions. North American Salt Company A/ A Compass Minerals Company INVOICE Page 1 of 1 PLEASE REMIT TO: FEDERAL ID PAYMENT TERMS INVOICE DATE INVOICE NUMBER P. BOX 48- 1047632 NET 60 DAYS 5/13/2009 70357205 SOLD TO: 462129 C54512 CARMEL UTILITIES 3450 W. 131 ST STREET SHIP To: 505808 CS54514 WESTFIELD, IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET IN 46033 UNIITED OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995 AUGUSTROBBENSSONS 05/12/09 W0903E 359724 359724 SO CARRIER RAIL I TRUCK EQUIPMENT TYPE F.O.B. FREIGHT TERMS TERRITORY 76599 178 SHIPPING POINT DELIVERED TRUCK B22 TAX STATUS TAX ID RELEASE SALES REP EXEMPT 0031201550 B22 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE EXTENDED PRICE 7517 BULK COARSE LA SALT Y 24.2100 TN 84.89 2,055.19 SUMMARY: PRODUCT 2,055.19 FREIGHT FUEL SUBTOTAL 2,055.19 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT 48,420.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1- 800 743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,055.19 This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE Q (Terms and Conditions of Sale are also available at veww.nasalt.com). IN US DOLLARS US TERNIS AND CONDITIONS OF SALE 1. OFFER. No terns stated by Buyer in its bid, Purchase Order. acknowledgment. or other form shall be binding upon the Seller except as expressly agreed in writing by the Seller. Buyer is hereby notified of the Seller's objection to and rejection of any additional or different terms in Buyers bid, Pnchase Order, acknowledgment, or other forms. THE SELLER'S PROPOSAL IS EXPRESSLY LIMITE:D'fO ACCEPTANCE UPON 'I HF TERNIS AND CONDITIONS CONTAINED FIERF..EN. PAYMENT. Buw•er agrees to make payment at Seller's location and at the time specified on [tic Seller'; invoicing document in lawful money of the U.S. 'Ihr Seller may, in ils sole judgment. require such other payment terms as it deems appropriate, including full or partial payment in advance of shipment or big letter of credit. 3. EAST DUE ACCOUNTS. A finance charge of the lesser of 1.5`k per month (18 APR) or the higliesi rate permitted by law will be assessed cm all past due accounts- interest charged on a past due invoice will be assessed from the date of the invoice. 4. PRICES. EXCEPT AS OTHERWISE SPECIFIED IN 'PHIS OFFER. PRICES ARi: SUBJECT TO CHANGE WITHOUT NOTICE, ORDERS WIIA.. BF INVOICED. UNLESS OTHERWISE. SPECIFIED 1N THIS OFFER, ATTHE Sr.LLF,R'S PRICE IN EFRE;CiON TI iL SCHEDULED DtVIE1 OF SHIPMENT. Prices or the invoiciup doeument are net of all applicable discounts and promotional allowances. Any quesrions by the buyer, abool the basis or accuracy of this pricing !rust be submitted to the teller in writing within 60 days of the date of the invoice. a CANCELLATION AND MODIFiCATiON. Orders may be canceled by Buyer only upon (1) written or oral notice to the Seller subsejtwnf% ac�cpted in wrinna are Seller and t 3 i payment to the Seller of reasonable cancellation charges robe solely determined by the Seller. (t. CREDIT. Credit payment tern,, mint have the prior approval of' tile Seller's Credit Department and mutt he splcificcl in writine on the S 11c)'s irn=oluing document, If it any time Buyer's financial responsibility becomes impaired or unsatisfactory ur the Seller. Seller reserves the right to stop sl'upmcnt on notification to Buyer and to demand payment in advance or at the time of delivery for future deliveries or to require other security satisfactory to the Seller, and in the absence thereof, to cancel, without liability, the unfilled portion of this contract. 7. 'FAXES. Any tax or other governmental charge now or hereafter levied upon production, severance, manufacture, delivery, storage, consumption, .sale, use or shipment of Products ordered or sold will be charged to and paid by the Buyer. Such taxes are not covered in the. Seller's price. S. DEI,Ai'S. All orders are accepted subject to the Seller's ability to make delivery at the time and in the quantities specified, and the Seller shall not be liable liar damages for failure to make partial or complete shipment or for the delay in making shipments. The Buyer shall be liable for any added expenses incurred by the Seller because of Buyer's delay in furnishing requested information to the Seller, delays resulting from order changes by the Buyer, or delay in unloading shipments at delivery point that are the fault of Buyer. 'file Seller shall not be liable for delays or defaults in delivery caused by forces heyond its control including but not limited air hoods, fires, storm or other acts of God. by war or act of public. enemy for civil disturbance), strikes. lock- nuts. shorages of labor or raw materials and supplies (including fuel) or production facilities. trrisportution service or equipment shortages or failures, action of any governmental awhoriry or other condition: beyond Lire Seller, reasonable control. 9. SHiPaIMENT COSTS. Unless otherwise specified on the Seller's invoicing document, all transportation charges, including, but not limited to, carriers charges 1'oi notification prior to deliver, demurrage caused by Buyer, delay in unloading, diversion, or reconsienmcni will be. paid by the Buyer. W. 'TRANSPORT RISKS AND C.L.aI VIS. Risk of Toss and title to Products transfers to the Buyer upon delivery at the H0.B, point iilentiticd on the Seller's invoicing document. On receipt of title, the Buyer is then responsible for proper protection of Products and compliance with all regulations and ordinances and will indemnify the Seller against all claims for personal injuries or property damage arising from the storage. use of handling of such Products. Claims for damage or shorage in nansit must be made by the Buyer against the Carrier. The Buyer has the responsibility to inspecr shipments before or durin unloading to identife any such damage or shortage and see that appropriate notation ii made on die delivery tickets or art inspection report furnished by the local agem of the carrier in order to support a claim. IL WARRANTY'. The Seller warrants only that it will convey food title to the product and that. at the tittle of shipment, tine product will 'onforni to the published ,pe :ificarions of the ,Seller. Seller's specifications are subject to change at any time without notice to Buyer. NO OTHER WARRANTY Or ANY KIND, EXPRESSED OR Ib1PLIf D. IS NIADE BY SELLER, [INCLUDING ANY IMPLiED WARR NTIL:S OF MFIE C'HANTABILI'IY OR Fi INi-.SS FOR A PAVI f -AR PURPOSE. Failure of the Buyer wfthing ihirtri dacs -lfrei receipt of tilt' Product deliiered here wider to give nonce that stl :h t m'duet i. T; it a. aIul ,t.tkcd '!tall he an unquahi) dccepulnce, of sucht pn.duit and a wk!M M of all Jdtms With respe a tlierete. In the c of at) ailerrd breach heTeof by the Seller, the sole remedy availahle to the Buyer on ;w"ount of any defect in the, product hall be Iunilvd to the repLict.- ment of lush defective product by the Seller. in the event the remedy prov lded herein shall be deemed ro have failed its essenuil purpos then the Buyer shall be entitled only to a refmtd of the ann ;amts paid to the Seller for such defective Product. 12. L1NirrATION OP 1IABII -1'TY. THE, BUYFR SHALL NOT BE ENTI'fLFI) TO RLC.'OVF.R FROM SEI A,R IN(iDENTAI. OR CONSEQU NTiAI_ D :%i',J CFS OR I- XPENSES, INCL.t.IANG, BU'rNOT L1mIIu,)'10.'1110SH INCURRED ON ACCOUNT OF`E'fll[ QIJALTI'Y OR.1NI )UM hOr PRODUCT DF.1 1VF,RED OR THE NON- DELIVE R)r OF PRODUCT. The Bever a -unies all risks and liability fill rim d,nnap +o r,rsons or piopert, te.ul[! i;, frorn the u of the product deliveicd hereunder in manufacturing processes of the: Buyer or ul combination with other sub%mces or otherwise. 13. PATENTS. The Seller agrees ro detend and protect the Buyer against loss or damage arising out of legal action for direct patent intiirgement in connection with the Seller's manufacture of Product, provided the Seller is notified promptly of any sueh action with complete information and is given an opportunity to defend. 14. SECURITY INTEREST. The Buyer hereby grants to the Seller air(] the Seller hereby retains a security interest in all Products furnished by the Seller :rod ttie proceeds thereof. until the purchase price therefore is fully paid, Buyer agrees to execute such financing svitenwrits and oilier documents is Seller n;ay determine to be necessar: to perinea such security merest. 15. GON ERNING LAW Any agreement haled on the acceptance of this otter shall be eonsrnted in accordance with and governed by die I vxs of the i,tate or Kam,a!s provided that deli;ere terms shall be eoierned by 1NCOTF..R,NIS a, published by the International Chamber of Commerce, 16. ASSIGNABILITY. Any agreement based on the acceptance of this offer shrill not be asignahle by the Buyer without the prior written consent of the. Salter amid any purported asaianmdnt without such consent shall be void. 17. ENTIRE A( RE ;,NIENT. If accepted- this offer and the terms on the Seller's invoicing document COOSIInIfe the entire agleellient of s anti pnachasc of the pn>dudt named Ptcrein, No modification of this Agreement shall be of any force err effort unless in writine, and .signed by the parties sought to he hout(t therehy, and no modification ;hall be effected b) the acknowledgment or acceptance of purchase order fornis containing diffeteiit terms or conditions. North American Salt Company A/A Compass Minerals Company INVOICE Page 1 of 1 PLEASE REMIT TO: FEDERAL ID PAYMENT TERMS INVOICE DATE INVOICE NUMBER ATLANTA, GA 48- 1047632 NET 60 DAYS 5/13/2009 70357206 SOLD TO: 462129 C54512 CARMEL UTILITIES 3450 W. 131 ST STREET SHIP To: 505808 CS54514 WESTFIELD, IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET IN 46033 UNIITED OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995 AUGUSTROBBENS SONS J 05/13_ /09 W0904E 359725_ 3 597 25 SO CARRIER RAIL I TRUCK EQUIPMENT TYPE F.O.B. FREIGHT TERMS I TERRITORY 76599 178 SHIPPING POINT DELIVERED TRUCK I B22 TAX STATUS TAX ID RELEASE SALES REP EXEMPT 0031201550 B22 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE I EXTENDED PRICE 7517 BULK COARSE LA SALT Y 25.0300 TN 84.89 2,124.80 SUMMARY: PRODUCT 2,124.80 FREIGHT FUEL SUBTOTAL 2,124.80 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT 50,060.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1- 800 743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,124.80 This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE US (Terms and Conditions of Sale are also available at www.nasalt.com). IN US DOLLARS TERMS AND CONDL"TIONS 01= SALE L OFFER. No terms ;fated by Buyer in its bid, Purchase Order. acknowledgment. or other form shall be binding upon (tic Seller except as expressly agreed in writing, by the Seller. Buyer is hereby notified of the Seller's objection to and rejection of any additional or different terms in Buver's bill, Purchase Order, acknowledgment, or other forms. THt" SELLER'S PROPOSAL. IS EXPRESSLY LIMITED 'TO ACCEPTANCE UPON 1 Hr TLSRN'IS AND CC)NDl'1'IONS CON'T'AINED IIEREIN. 2. 1!AYNIENT. Buyer agrees to make payment-at Seller's location and at the time specified on the Seller'; invoicing document in lawful money of the U.S,'I'he Seller may. in its sole judgment. require such other payment terms as it deems appropriate, including full or partial payment in advance of'shipmrnt or by lever of credit. 3. VAST DUE: ACCOUNTS. A finance charge of the lesser of 1,5% per month (I S` APR) or the highest tali• permitted by law will be assessed on ;all past due. accounts. Interest charged on a past due invoice will be assessed from the date of the invoice. q. PRICES. EXCEPT' AS OTHEiRW ISL SPECIFIED IN THIS OFFER. PRICES ARE SUBJECT TO CHANGE, AVITHOUf NOTICE-. ORDERS WILL [if: INVOICED. UNLIiSS O'I'H6RWISE SPF-,CIFIE I) IN'I`HIS OF1rGR. AT "1'HE SFI.,LER'S PRICE; IN 1:1-1rF(,"F ON THEE SCHEDL l.Eil> D.CI'F. Oh SFIIPMII.NT. Prices on the invoicing document art: net of all applicable discounts and promotional allowances. Any questions by the buyer, about the ha,Sis or accurtc, of 1111,1 pricing Most be suhmitted ro rile seller in writing within 60 days of the date of the invitice. S. CANCELLATION AND MODIFICATION. Orders may be canceled by Buyer only upon (I written or oral notice to the Seller subsequently ue, :cpred oat wining by the Seller and t2i payment to the Seller of reasonable cancellation charge to be solely detcrntinc:d by the Seller, 6. CRE'DI'T. C.;ruiit payment terms ruu,t have the prior appnrval of the Seller's Credit Department and rnust tie spetified in on the SLED)' in,e;Jri, doemment. It at any time Buyer S lim utcial responsibility becomes impaireJ or unsatisfactory to the Seiler. Seller reserves the rityhrto mop shipntem, on neUticauon to Buyer and to deruand payment in advance or at the time of deli*ry for future deliveries or to require other security ;,arisfaciory to the Seller, and in the absence thereof, to cancel, without liability, the unfilled portion of this contract. 7. TAXES. Any tax or other governmental charge now or hereafter levied upon production. severance, rn,mufacture, delivery, storage, consumption, sale, use or Shipment of Products ordered or sold will he charged to and paid by the Buyer, Such taxes ore not covered in the Seller's price. S. DELAYS. All order, are accepted subject to the Seller's ability to make delivery at the tinny and in the quantities specified, and the Seller shall not be liable for dama for failure to make partial or complete shipment or for the delay in making shipments. The Buyer shall be liable for any added cspenses incurred by the Seller because of Buyer's delay in furnishing requested infonration to the Seller, delays resulting foam order changes by the Eluecr, or delay in unloading shipments at delivery poll)( that are tite fault of Buyer. The Seller shall not be liable for delays or defaults in delivery caused by forces beyond its control including but not limited to floods, fires, Stcmns. or other acv of God, by war or act of public enemy (or civil disturbance), strikes, lock -ows. shcntages labor or raw materi>ils and supplies (including fuel( or production facilities, transportation service or equipment shortages or falures, action of anv governmental authority or other conditions beyond the Seller'. reasonable control. 9, SHIPMENT COSTS. Unless otherwise specified en the Seller's invoicing document, all transportation charges, including but nor limited to, carrier 'S charges For notification prior to deliver, demurrage caused by Buyer, delay in unloading, diversion, or reconsignment will be paid by (tie Buyer. 10. 'TRANSPORT RISKS AND C:LAli115. Risk of loss and title to Products transfers to the Buyer upon delivery at the. FO.13, point identified on the Seller', invoicing document. On receipt of title. the E3uyer is then responsible for proper protection of Products and compliance with all reguhniom and ordinanevs autd will indemnify the Seller against all claims for personal injuries or property damage arising from rite storage. use of hundling of Such ProilUCf S. Claims for dama,,c or shittage in transit must be made by the Buyer against the Carrier. 'I he Buyer has the responsibility to inspect shipments before or during unloading to identify any such damage or shortage and see that appropriate notation is made on tile delivery tickets or tin inspection report furnished by the lo, al 'I cent of the carrier in order to Support a claim. 11. W.AkRRANTY. The Seller warrant only that it will convey good title to the product and that, at the time of' shipment. the product will conform to the published spccificattions of the Seller. Seller's specifications are subject to change at any time without notice to Buyer, NO OTHER WARRANTY OF ANY KIND, EXPRESSED OR INIPLIED, IS MADE, BY SELLER, INCLUDING ANY IMPLIED WARRANTIES OF Pl13RCHANTAMI TTY OR F I'OR A MUICU- I AR PURPOSE. Failtuc of the Buyer withing thirty (30) days after receipt of the Product delivered hoeunti :t to gicc notice that wch pn is 11,J a1 .0 wajlanled .hall be an unquedtfi"d acceptance of such product fwd a waiver of all elanns �suh respect thcrele In the event of an alleged breach hereof by tits Seller, the sole remedy available to the E3uyer on a: cone of any defect in the product snail be finlited to the replacc•- utent of such defective product by the Seller. In the event the remedy provided herein shall he deemed to have failed its essential purpose, then (tic Buyer shall he entitled only to a refund of the :unmade paid to the Seller for such defer ni,e Product. I2. LIMITATION Of' LIA13E1_TTY. THE; BUYER SHALL NOT 13F 11N'TITU'D TO RECOVER FROM SLL1J -R INC IDFNTAL OR CONSi,QUGNTiAI_ DA1%9AG,FS OR L \l "LASES, INCLUDING. BUT NOT LI :NIFF ED'1O, THOSE I:NCURRPD ON' ACCOUNT OF THE QUAI.T' OR AMOUNT OF PRODUC t' DBLIx FRED OR THE NON DULIVLRY OF PRODUCT.'Ihe IBuyer assures all risks and liability fill :,it% daurtge to persona or property ttsultnt,,, front the usc� of the produU delivered hereunder in manufacturing processes of the Buyer or in combination with miter substances or otherwise. 13. PATENT'S. The Seiler agrees to defend and protect the Buyer against loss or damage arising out of legal action for direct paters infiingemcot in connection with the Seller's manufacture of Product, provided the Seller' is notified promptly of any such action with complete information and is given an opportunity to defend. 14. SECURI'T'Y INTEERF,ST. The Buyer hereby grants to the Seller and the Seller hereby retains a security ineerest in all Products furnished hY the Seller and the proceeds thereof, until the purchase price therefore is fully paid. Buyer agrees to execute such financing stinements and other documems as Seller may determine to he. necessary to perfect such security interest. 15. GOY`FRNING, LAW Any ayrccrncnt based on file acceptance of this offer :hall be ecnsrnted in accordance with and (;oyerned by the Laws of this State of K.ntaas provtdcd that dch, en. teens Shall be goserncd by INC OTERMS aS published by the International Chamber of Comuerc:e. 16. ASSIGNABILITY. Anv aorecment trued tin the acceptance of 8iis offer shell not be assignable by the Buyer without the prior written consent of the Scllt-r mxl any pm'portcd iemgntiiew without such eon,rnt Shall be void. 17. ENTIRE NGREFAIEN'T. it accepted. this offer and the terns on due Sellvr'.N invoicing deuuucnt constitute tilt^ entire n of sal^ and purchase of rile product named herein. N,,, modification of this Agreement shall be of any force or effort unless in writing and signed by (lie parties Sought fq be, bound thereby, attd .no modification +hall be effected by tire acknowledgment or acceptance of purchase order forms c•onwining different teens or cc,udifions. North American Salt Company A/ A Compass Minerals Company INVOICE Page 1 of 1 PLEASE REMIT TO: FEDERAL ID PAYMENT TERMS INVOICE DATE INVOICE NUMBER ATLANT ?GA -7043 48- 1047632 NET 60 DAYS 5/14/2009 70357659 SOLD TO: 462129 C54512 CARMEL UTILITIES 3450 W. 131 ST STREET SHIP To: 505808 CS54514 WESTFIELD, IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET UNIITED OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995 AUGUSTROBBENSSONS 05/13_ /09 _W0904W 359726 359:26 SO CARRIER RAIL TRUCK EQUIPMENT TYPE F.O.B. FREIGHT TERMS TERRITORY 76599 178 SHIPPING POINT DELIVERED TRUCK B22 TAX STATUS TAX ID RELEASE SALES REP EXEMPT 0031201550 B22 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE EXTENDED PRICE 7517 BULK COARSE LA SALT Y 25.3000 TN 84.89 2,147.72 PRODUCT 2,147.72 FREIGHT FUEL SUBTOTAL 2,147.72 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT 50,600.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1- 800 743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,147.72 This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE Us (Terms and Conditions of Sale are also available at www.nasalt.com). IN US DOLLARS TERN7S.AND CONDITIONS OF SALE L OFFER. No terms stated by Buyer in its bid, Purchase Order, acknowledgment, or other form shall be binding upon the Seller except as expressly agreed in writing by the Seller. Buyer is hereby notified of the Seller's objection to and rejection of ally additional or different teens in Bu bill, Purchase Order, acknowiedgment, or other forms. THE, SELI..EWS PROPOSAL. 1S EXPRLSSLY LIMITED TO ACCEPTANCE UPON 1`HE TER,19S AND CONDITION'S CONTAINED HEREIN-. 2. P.AYMEN Butner agrees to make payment at Seller's location and at tht time specified on the Seller's invoicing document in lawful money of the UPS.: Fh2 Seller rimy, in it; sole judgment, require such ether payment terms as it deans appropriate, including full or pariial lSaymenr in advance of shipment or by letter of credit. 3. PAST DUB; ACCOUN'PS. A finance charge of the lesser of 1.5 per month (I8% APR) or the highest rate permitted by law will be assesssed on all past clue. accounts. Interest chitrged on a past due invoice will be assessed from the date of the invoice. 4. PRICES. EXCEPT AS ofHFRWISE SPECIFIED IN THIS OFFER. PRICES ARE SUBIEX-7 TO CHANGE WITHOUT NOTICE', ORDERS WILL BE INVOICED. UNLESS OTHERWISL SPECIFIED IN THIS OFFER. AT THE SELLER'S PRICE IN EFFECT ON TI IE SCHEDULED DATE OF SHIPMENT. Prices on the inooicing document are net of all applicable discounts and promotional allowances. Any questions by the buyer, about the basis or accuracy of this pricing must be subntitred to rile seller in writing hcithin 60 daiys of the date of the invoice. S C.ANCELLAT[ON AND MODIFICATION. Orders may be canceled by Buyer only upon f 1 i written or oral notice to the Sala subsequently ac: speed iii ,vatting by the Seller and (2) pa} ment to the Seller of reasonable cancellation charres to be solely determined by the Sullen. fi, CRE'DIT. Credit payment terms must have the prior approval of the Seller's Credit Department and roust he spccificd in writine un tilt S llei's iavoacin, dOemnc'nt. if At any -time Bu flnuncial responsibility becomes impaired or unsatisfactory to the Seller. Seller reserves the right to swop shipment, on notification 10 Buyer and to dermmd payment in advance or at the time of delivery fns future deliveries or to require ocher Securitt sarisfaiiory to the Seller, and in the absence thereof, to cancel, without liability, the unfilled portion of this contract. 7. TAXES. Any tax or other governmental charge now or hereafter levied upon production, severance, manufacture, delivery, storage, consumption, sale, use or shipment of Products ordered or sold will be charged to and paid by the Buyer. Such ta.ces are not covered in the Seller's price. S. DELAYS. All orders aie accepted subject to the Seller's ability to make delivery at the time and in the quantities .specified, and the Seller shall not be liable lot damages for failure to make partial or complete shipment or for the delay in making, shipments. llhe Buyer shall be liable fun :my added expenses incurred by the Seller because of Buyer's delay in furnishing requested information to the Seller, delays resulting from order chances by the Buyer, or delay in unloading shipmeuts at deliver porn that are the fault of Buyer. 'title Seller shall not be liable for delays or defaults in delivery caused by forces beyond its control including but not limited to floods, fires, swims. or other acts of Gad_ by war or act of public enemy for civil disturbance), strikes, lock -outs, shortages cIt' labor or raw materials and supplies (including fuel) or production facilities, transportation service or equipment shortages or failures. action of any governmental authority or oiler condition, beyond the Seller's reasonable control. 9. SHIPMENT COSTS. Unless otherwise specified on the Seller's invoicing document, all transportation charges, including, but not limited to, carrier's charges for notification prior tit deliver, demurrage caused by Buyer, delay in unloading, diversion, or reconsienmcni will be. paid by the Buyer. aft. TRANSPORT RISKS .AND CLAIMS. Risk of loss and title to Products transfers u) the Buyer upon delivery at the FO.B. point identified on the Seller's invoicing document. On receipt of title. the Buyer is then responsible for proper protection of Products and compliance with tilt re;;ulation:. and ordinances. and will indemnify the Seller against all claims for personal injuries or property damage arising front the storage. use of handling of such Products. Claims for damage or shortage in transit must be made by the Buyer acainsr the Carrier. The Buyer has the responsibility uh inspect shipments hritilrc it during unloading to identify any such damage or shortage and see that appropriate notation is made on the delivery tickets or an inspection report furnished bar the local agent of the carrier in order to support a claim. 11. WARR:AN "FY.'The Seller warrants only that it will convey good title to the• product and that, at the tittle of shipment. the product will coofomh to the published peeificatiens of the Seller. Seller's specifications acre subject to Change ur any time without notice to Buyer NO OI'HER WAREZANTY Oil ANY KIND, EXPRESSED OIZ IMPLIED. IS MADE BY SELLER, INCLUDING ANY 1h1PLIE'D WARRANTIES OF N11"RCHANTAB11,11 Y OR FITNESS FORA P;ARl'ICU- LAR PURPOSE. Failure of the Royer withing thirty (30) days After receipt of the Product dclisered hereunder to give nutice thaw Soria product i, net a> >o warranted ,hull the im un acceeptance of such product and a heals cr of all CluimS with re.Spect then°h.a. III (tie event of an alleged breach hereof by tine Seller, the sole remedy available to the Buyer on account of any defect in (tie product shall be limned to the !"'place- mant of wch defective product by the Scllet: In rile event the remedy provided herein shall be deemed to have failed its essential purpose, then the Buyer shall be entitled only to it reiimd of the amounts paid to the Seller for such defective Product. 12. JAM OF LI ABILITY. "THE BL'l'ER SIIALI_ SO "f BL F,N'17 "ILEl7'T'tl RECOV1iR FROM SL1111p. INCIDE N'TAL OR CONNTIQUI'..NI'IAL I)AM AGFS OR LV L:NSES, 114 L.taDING, Rt`f NOI I,TMITFD 1'<). 'fIIUSI" INCtRZEiPD oN:1CCC>UN'1 OF THE VUr1l_H7 OR AMM i)F 1 DE'1,1VLR617 UR'tHti NON- UIiI -f VF•,RY ('k PROM UC I. "I'hr [Buyer assumes all ns4:s and liability- fin an; .0 nag to pursues or ptvlaere} r:..ilt.n tram tit i iR the product delivered hMunder in manufacturing processes of the. Buyer or in combination with other substitnces or otihcrwise. 13. PATENTS. The Seller agrees to defend and protect the Buyer against loss or damage arising out of legal action for direct patent infrin in connection with the Seller's manufacture of product, provided the Seller is notified promptly of any Such action with complete information and is given an opportrmity to defend. la. SECURITY INTEREST 'Itie Buyer hereby grants to the Seller and the Seller hereby retains it security interest in tilt Products furnished by the Seller and the proceeds thereof, until the purchase price therefore is hilly paid. Buyer agrees to execute such financing stittements and other documents is Seller may determine to be ncocssauy to perfect Such security interest. IS. GOVERNING LAW Any ago ment based on the acceptance of this idler shall he consented in accordance with and governed be the Lawns of the St:ae of Kansas p osaded that dchvcn teen: shalt be gor;rned by INCOTERMS as published by the International Chamber of Ccunmer:e. 10. ASSIGNABILITY. Any agreern nt based on the acceptance of this offer shall not be as,icnable by the Buyer without tilt; prior written consem of tire. Seller and an purported tasaicnment without such consent shall be void. 17. VNTIRF AGREE:l1ENT. 11' adapted, tilts offer and the term: on die Seller's invoicing do mntcni constitute the entire agreeutent of sale and Intrchase elf the product named herein. No modification of this Agreement shall he of tiny force r effort unless in writing and .signed b the parties sought to he bound the rchy. and no modification shall be cffeeted by [lie acknowledgment or acceptance 01' purchase order forms containing different terms or conditions. North American Salt Company A/ A Compass Minerals Company INVOICE Page 1 of 1 PLEASE REMIT TO: FEDERAL ID PAYMENT TERMS INVOICE DATE INVOICE NUMBER ATLANTA ?GA -7043 48- 1047632 NET 60 DAYS 5/14/2009 70357660 SOLD TO: 462129 C54512 CARMEL UTILITIES SHIP TO: 505808 CS54514 3450 W. 131 ST STREET WESTFIELD, IN 46074 CARMEL UTILITIES 5484 E. 126TH STREET CARMEL IN 46033 UNITED TATES OF AMERICA SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995 AUGUSTROBBENSSONS 05/14/09 `.N0905E '59727 -35972 SO CARRIER RAIL TRUCK EQUIPMENT TYPE F.O.B. FREIGHT TERMS TERRITORY 76599 178 SHIPPING POINT DELIVERED TRUCK B22 TAX STATUS TAX ID RELEASE SALES REP EXEMPT 0031201550 B22 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE EXTENDED PRICE 7517 BULK COARSE LA SALT Y 25.4000 TN 84.89 2,156.21 SUMMARY:_ PRODUCT 2,156.21 FREIGHT FUEL SUBTOTAL 2,156.21 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT 50,800.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1- 800 743 -7258 THANK YOU FOR YOUR ORDER PLEASE PAY WE APPRECIATE YOUR BUSINESS IN US DOLLARS US 2,156.21 This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE (Terms and Conditions of Sale are also available at www.nasalt.com). IN US DOLLARS US TERNIS AND CONDITIONS OF SALE 1. OFFER. No terms stated by Buyer in its bid. Purchase Order, acknowledgment, or allies lixnr shall be binding upon the Seller except as expressly agreed in writing by the Seiler. Buyer is hereby notified of the Seller's objection to and rejection of any additional or different terms in Buyer's bid, Purchase Order, acknowledgment, or otter forms. THE SELLER'S PROPOSAL. 1S EXPRESSLY LIMITED TO ACCEVIANCE UPON THE TERMS AND CONDITIONS CONTAINED IIERF:IN. 2. PAY6IENT. Buyer agrees to make payment.ut.Seller's location and ar the time specified on the Sellers invoicing document in lawful tni ney of the L.' S. Ttie Sel may, in its sole judgment, require such other payment terms as it deems appropriate, including full of part :ml payment in advance of shipment o> by letter of credit. 3. PAST DUE ACCOUNTS. A finance charge of the leaser of 1.5%, per month (18% APR) or the highest rate permitted by law will he assessed on all past due accounts. Interest charged on it past due invoice will be assessed from the date of the invoice. T. PRICES. F.X('EFI' AS OTHERWISE SPECIFIED IN THIS OFFER. PRICES ARE SUBJECT'TO CHANGE WI HOUT NOTICE. ORDERS WILL BE INVOICED, UNLESS OTHERWISE SPECIFIED IN THIS OFFER, ATTFIE SELLER'S PRICE" IN EFFECT ON THE SCHEDULEL) DATE OF SHIP:IIENT. Prices on the invoicing document are net of" all applicable discounts and promotional allowances. Any questions by the buyer, about the hasfs or accuracy of fhls pricing must be .submitted to the seller in writing within 60 days of the date of the invoice. 5. CANCELLA'T'ION AND MODIFICATION. Orders may be canceled by Buyer only upon (1) written or oral notice to the Seller sabscquently accepted in Ceram,, by the Scher and l31 payment to the Seller of reasonable cancellation chargeS w be solely determined by the Seller. 6. CRED1'1' Credit payment terms ruu.t have the prior approval of the Seller's Credit Department and must be specified in 'ruing on tale Seller's invoicing document. if at any- time Huyer's financial responsibility becomes impaired or unsatisfactory to due Seller. Sellerreserves lire right ur stop shipment, on nofifi ;non to Buyer and to demand payment in advance or at the time of delivery for future deliveries or to require other security ,satisfactory to the Seller: and in the absence thereof, to cancel, without liability, the unfilled portion of this contract. 7. TAXES. Any tas or other governmental charge now or hereafter levied upon production, severance, nrmufacture, delivery, storage, conumption, sale. use or shipment of Products ordered or sold will be charged to and paid by the Buyer. Such taxes are not covered in the Seller's price. 8. DELAYS. All orders site accepted suhiect to the Seller's ability to make delivery at the time Lind in the quantifies specified, and the Seller shall nut he liable for darnaFes for failure to make partial or complete shipment or for the delay in making shipments. 'flu Buyer shall he liable for any added expenses incurred by the Seller because of Buyer's delay in fin requested information to the Seller, delays resulting from order changes by the Buyer: or delay in unloading shipments at dehxcry point that are the fault of Buyer. The Seller shall not be liable for delays or defaults in delivery eauscd by forces beyond its control including but not limited to floods, fires, storms, or other acts of God. by war or act of public enemy for civil disturbance), strike;, lock -outs. shortages of labor or rasa materials and supplies (including lilel) or production facilities, transportation service or equipment shortages or failures, action of any governmental authority or other conditions beyond the Scher'.s reasonable control. 9. SHTPNIENT COSTS. unless otherwise specified on the Seller's invoicing document, all transportation charges. including. but not IimiteJ Lit. carrier's charges for notification prior to deliver, demurrage caused by Buyer, delay in unloading, diversion, or reconsignment will be paid by the Buyer. 10. 'TRANSPORT RISKS AND CLAIMS. Risk of loss and title to Products transfers to the Buyer upon delivery of the P.O.B. point identified on file Seller's invoicing document. On receipt of title, the Buyer is then responsible for proper protection of Products and compliance with all regulations and ordinances and will indemnify the Seller against all claims for personal injuries or property damage arising from the storage, use of handling of such Products. Claims for damage or shortage in transit roust be trade by the Buyer against the Carrier. The Buyer has the responsibility to inspcct shipments before or during unloading to identify any such damage or shortage and see that appropriate notation is made on the delivery tickets or an inspection report furnished by the local agent of the carrier in order to support it claim. 11. WARRANTY. The Seller wunant; only that it will convey good title to the product and shat. at the time of shipment, the product will conform to the published specifications of the Seller. Seller's specifications are subject to change at any tune without notice to Buyer. NO OTHER WARRANTY 01� ANY KIND. L;'XPRE.SSED OR IMPLIED, 1.S NIADF BY SELLER, INCLUDING ANY INiPL.IED WARRANTIFS OF 1,911RCHANTARILI'IY OR FITNESS NESS FORA 1 ?ATt'I`ICU- LAR PURPOSI.i. Failure of the Buyer wishing thirty (30) days after receipt of ore Product delivered hereunder to give notice that such product is not as ::o warrant-,d ,hull ht an unqualified sceeptance of >uch product and it waiver of alt claim,, with respect thereto. In the event of an alleged brea(h hereof by the Seller, the sole remedy available to the Buyer on account of any defect in the product shall be limited to she replace- ment of such defectoe. product by the Seller. In the event the remedy provided herein shall he deemed to have failed its e; <scntial purpose. then the Buyer shall he entitled only to �r refund of the amounts paid to the Seller for such defective Product. 12. LIMITATION OF LIABILITY. THE BUYER SHALL. NOT BE F,NTIT11"D TO RECOVER FROM SELE..F.R INCIDENTAL OR CONSEQUENTIAL. Di' „v'1 GETS OR [X, FNSES. INCI_L'DING, BU E NOT LIMI'l LD TO, THOSE INCURRED ON ACCOUNT OF THE, QUALITY OR AMOUNT OF PkODUC:T D1,1 lV IMED OR THh NUN- DP.LIb ERY OF PRODUCE. 1 he liuyci assumes alI risks and liabrhty for any dunnage to person or property resulting ;u;m tlrc use of he product drlryered hereunder in manufacturing proeessea of the Buyer or to combination with oilier substances or cthcr,visc. 13. PATENT'S.11he Seller agrees to defend and protect the Buyer against loss or damage arising our of legal action for direct patent iuftingement in connection with the Seller's manufacture of Product, provided the Seller is notified promptly of any such action with complete information and is given an opportunity to defend. IJ. SECURITY INT'ERES'T. The Buyer hereby grants to the Seller and the Seiler hereby retains it security interest in all Products furnished by the Seller and the proceeds thereof, until the purchase price therefore is fully paid. Buyer agrees to execute such financing statements and other dOCIffnen1N as Seller may determine to be necessary to perfect such security interest, 15. GOVERNING LAW Any agreement based on the acceptance of this offer shall be construed in accordance with and governed by the laws of the State of KansaN provided that delivery terms shall be governed by INCOTERMS as published by the International C.'hamber of Commerce. 16. ASSIGNABILBrY. Any agreement based on the accepuncc of this oiler shall not be ussienable by the Buyer without the prior written consent of the Seller and Liny purported aysignrnent without such consent shall be void. 17. ENTIRE AGREEMENT. If accepted, this offer and the terms on the Seller's invoicin, document constitute the entire agreement of sale and purchase of the product named herein. No modification of chi, Agreement shall be of any foice or effort unless in writing and signed by the parties sought to h° hound thereby, and no modification shall be effected by the acknowledgment or acceptance of purchase order forms containing different terms or condition.,,. Prescribed by State Board of Accounts City Form No. 201 (Rev 1995) ACCOUNTS PAYABLE VOUCHER CITY OF CARMEL An invoice or bill to be properly itemized must show, kind of service, where Q performed, dates of service rendered, by whom, rates per day, number of units, price per unit, etc. Payee 358765 NORTH AMERICAN SALT Purchase Order No. PO BOX 277043 Terms ATLANTA, GA 30384 Due Date 5/18/2009 Invoice Invoice Description Date Number (or note attached invoice(s) or bill(s)) Amount 5/18/2009 70356775 $2,146.02 I hereby certify that the attached invoice(s), or bill(s) is (are) true and correct and I have audited same in accordance with IC 5- 11- 10 -1.6 Date Officer VOUCHER 091846 WARRANT ALLOWED 3;8765 F O OR IN SUM OF NRTH AMERICAN SALT dl RD BOX 277043 t ATLANTA, GA 30384 ®p���'�� Carmel Water Utility ON ACCOUNT OF APPROPRIATION FOR Board members PO INV ACCT AMOUNT Audit Trail Code �1 u 3=xj -33 i t i� D� tls:y 5� 7 �'35�f33fl �t �tBO'b� /�Crco •DA 70356775 01-6180-03 �j 1,146.02 Q o35y'1 ?3 b1- i..e1g0 b3 �o5 7�357aa� bl.lr,��C•d3 �b 7 bt:6190'D5 �,3Z 703S- S 71j U3 "Q)61— Voucher Total�j't Cast distributio n ledger classification if claim paid under vehicle highway fund