Sales Agreement

MEKA SALES AGREEMENT

ORDERING INSTRUCTIONS

Thank you for considering MEKA as your new dwelling supplier.

In order to make your purchase as easy as possible, we have laid out the steps you will need to take so that you can have your MEKA in its desired location in the most cost effective and timely manner.

Send us an email with your full address so that we can get you a shipping quote.

Once you have decided which model you would like to purchase please fill out the purchase contract within this document and fax it to: 1 800 377 6070 or send a scanned copy to info@mekaworld.com.

Please go to our website to the ‘BUY NOW’ link and make a $2000 deposit. You will receive within 7 days, a .pdf version of a building permit drawing set, to present to your local building department. Apply for the building permit as an Owner Builder.

Once you have obtained your building permit or site approval you will need to send a copy to us by fax 1 800 377 6070 or a scanned copy to info@mekaworld.com.

You are now ready to have your MEKA dwelling manufactured. At this time a 50% deposit is required. This process of preparing your product for delivery (FOB our Factory) takes approximately 90 days. When we supply you with a bill of lading final payment is required.

We will arrange for delivery of the product to your specified location.

In order for your MEKA dwelling to be unloaded from the truck, you will need your foundation prepared in advance and a crane the day of the delivery.

Should you be denied a building permit, we will amend the drawings and you can re-submit. If your building permit does not get issued after the second attempt we refund your deposit.

Note: All prices and specifications can be revised without prior notice.

SALES AGREEMENT

6. Seller The Green Container inc.
(dba MEKA World) ( the “Seller”)

7. Seller’s Address: 23 Poplar Plains Crescent
Toronto M4V1E9 Canada

8. Seller’s Telephone No. 1 800 377 6070

9. Seller’s E-Mail/Fax No. 1 800 377 6070

10. Description of Unit: See Appendix “A” ( the “Unit”)

The Buyer agrees to purchase from the Seller and the Seller agrees to sell to the Buyer the above described Unit (the “Unit”) on the terms and conditions hereinafter set out.

PURCHASE PRICE

1. The Purchase Price for the Unit shall be the amount set out in item 11 above plus the amount of any present or future sales, use, excise or similar tax applicable to the sale of the Unit (hereinafter referred to as “Applicable Taxes”). This Purchase will include manufacturing of the Unit FOB our factory but does not include local third party building review requirements such as architect, engineering etc. Shipping and Delivery of unit to the Buyer’s Designated location is NOT included in the purchase price.

DEPOSIT

2. Upon execution of this Sales Agreement, Buyer shall pay to the Seller a deposit of US $2,000 (the “Deposit”) which deposit shall be paid to the Seller’s designated PayPal account and shall be held in trust by the Seller to be applied against the Interim Payment (as hereinafter set out). If the Buyer cannot obtain the necessary municipal approvals for the designated site within forty five (45) days after the date of this Sales Agreement then, subject to the provisions of paragraph 6 hereof, this US $2,000 deposit shall be returned to the Buyer.

INTERIM PAYMENT

3. The Buyer shall pay to the Seller 50% of the Purchase Price, plus Applicable Taxes, less a credit for the Deposit (the “Interim Payment”) by wire transfer or other payment means acceptable to the Seller, such payment to be made within five (5) days after the Buyer obtains the necessary local building permit.

FINAL PAYMENT

4. Within five (5) days after the Seller provides to the Buyer a notification of the completion of the Unit, the Buyer shall pay to the Seller a further 50% of the Purchase Price.

LOCAL APPROVALS

5. Upon execution of this Agreement the Seller will provide the Buyer with a set of specifications for the Unit and the Buyer will promptly, at its own cost, apply for any approvals (for example, building permit, site plan approval, etc.), if any, that may be required by the local municipality to permit the assembly and construction of the Unit on the Designated Site and the Buyer shall make all reasonable efforts to pursue such approvals. The requirements for such approvals may include soil tests, surveys, and various other requirements of the local municipality and other applicable authorities. The cost of applying for these approvals as well as the costs of meeting any requirement to obtain these approvals will be borne by the Buyer.

6. In the event that the Buyer has not obtained the necessary approvals within forty five (45) days following the date of this Sales Agreement, the Buyer shall provide the Seller with a letter (the “Non Compliance Letter”) setting out in detail the reasons why the Buyer has not been able to obtain the necessary approvals and the Seller will have thirty (30) days thereafter to assist the Buyer, with the Buyer’s cooperation, in obtaining the necessary approvals and if after these thirty (30) days the Buyer has still not obtained the necessary approvals then the Seller shall be obliged to refund of the Deposit and upon the refund of the Deposit this Agreement shall be terminated.

If the Buyer does not provide the Seller with a Non Compliance Letter within forty five (45) days following the date of this Sales Agreement then the Seller shall be entitled to retain the entire Deposit as liquidated damages and this Agreement will be terminated.

7. The Seller may from time to time, in its sole discretion, grant extensions of the time frame within which the Buyer is to obtain the necessary approvals.

8. When the Buyer is granted the necessary approvals for the assembly/construction of the Unit on the Designated Site the Buyer shall, within five (5) days of the issuance of same, provide the Seller with a copy of said approvals and pay to the Seller the Interim Payment in the amount and manner set out in paragraph 3 above.

COMPLETION AND SHIPPING OF UNIT

9. Upon receipt of the Interim Payment the Seller shall proceed with the construction of the Unit and the arrangements for shipping. Upon completion The Buyer shall remit the Final Payment in the amount and manner set out in paragraph 4 above.

PREPARATION OF DESIGNATED SITE

10. After obtaining the necessary approvals (as per paragraph 5 above) the Buyer shall promptly, at its own cost, proceed with the preparation of the Designated Site for the delivery of the Unit.

DELIVERY TO DESIGNATED SITE

11. Upon receipt of the Final Payment the Seller will arrange for delivery of the Unit to the Designated Site. At least fifteen (15) days prior to delivery of the Unit to the Designated Site, the Seller will advise the Buyer of the estimated time for delivery and the Buyer must arrange, at the Buyer’s cost, to have a crane available to remove the Unit from the truck and to have it placed on the foundation that the Buyer has constructed on the Designated Site. Prior to delivery to the Designated Site that the Buyer must arrange to have the crane operator confirm to the Seller that the crane will be available at the Designated Site on the delivery date.

12. In the event that the Designated Site is not ready to receive the Unit on the scheduled delivery date, the Buyer, may, at least three days in advance of the scheduled delivery date, designate an alternative site. Once the Unit is delivered to the alternative site the Seller will have no further obligation to move the Unit to the Designated Site.

13. Any costs incurred by the Seller as a result of delays in availability of the crane or readiness of the Designated Site for delivery or off loading the Unit shall be borne by the Buyer.

GUARANTEE OF DELIVERY DATE

14. In the event that the Seller does not deliver the Unit to the Designated Site within one hundred (100) days of the date that the Interim Payment was received, then barring any delay caused by third party shipping delays, labor disputes, transportation shortage, fires, accidents and other causes beyond the control of the Seller or its suppliers, the Buyer shall have the option of terminating this Sales Agreement and receiving a refund of the US $1,000 deposit as well as a full refund of the Interim Payment and the portion of the Final Payment then paid against the return to the Seller of the Bill of Sale for the Unit. The Seller’s liability to the Buyer for failing to deliver shall be limited to the foregoing payments and the Seller shall not be liable for any other claims, expenses or losses, including any expenses incurred in obtaining the necessary approval or preparing the designated Sate for delivery.

RISK OF LOSS

15. The Seller will assume all risk of loss for the Unit until the Unit is delivered to the Designated Site (or any alternate site as permitted by Purchaser by paragraph 12 hereof). Upon such delivery, the Buyer shall assume all further risk of loss including any risk of loss in connection with the removal of the Unit from the delivery vehicle.

STRUCTURAL WARRANTY

16. The Seller makes no warranty or guarantee whatsoever with respect to the Unit other than a seven (7) year warranty with respect to major structural defects in the walls, roof, floor and ceiling of the Unit and a three (1) year warranty with respect to non structural items such as electrical and plumbing systems, windows, doors, fixtures and hardware. The applicable warranty period shall commence on the date that the Unit is delivered to the Designated Site.

OTHER REPRESENTATIONS AND WARRANTIES

17. Although the Seller has made reasonable efforts to ensure the Unit will comply with the applicable federal, provincial, state and municipal governmental codes, by-laws or other requirements or standards of most jurisdictions in which the Designated Sites may be located, the Seller shall not be responsible for any adjustments or changes to the Unit that may be required in order to comply with the codes, by-laws or other requirements or standards of the specific jurisdiction in which the Designated Site is located. The Buyer assumes full responsibility for ensuring that these requirements are met and that the assembly and construction of the Unit is undertaken in accordance with those requirements and is undertaken by tradesman competent to complete this work in a good and workmanlike manner and in compliance with all aforesaid requirements.

DEFAULT BY THE BUYER

18. In the event that the Buyer fails to make either the Interim Payment or the Final Payment within the time limits set out therefor, the Seller shall, at its sole discretion, have the unilateral right to terminate this Sales Agreement and to retain all payments it has received from the Buyer to that point as liquidated damages

TITLE

19. Title to the Goods will remain with the Seller until the Final Payment has been received by the Seller. Upon receipt of the Final Payment the Seller will forward to the Buyer a Bill of Sale for the Unit.

NOTICES

20. Any notice to be given or document to be delivered to either the Seller or Purchaser pursuant to this Agreement will be sufficient if delivered personally, transmitted by facsimile machine, or electronic mail or sent by prepaid registered mail to the address specified on Page 1 of this Sales Agreement or at any alternate address, facsimile number or electronic mail address as may be given by any of them to the other in writing from time to time provided that the other party is given at least five (5) prior days notice of such change. Any written notice or delivery of documents shall be deemed to have been given, made and received, if mailed on the fourth business day (except Saturdays and Sundays) following such mailing, or, if delivered personally, or transmitted by facsimile or electronic mail, shall be deemed to have been given, made and received on the day of delivery or transmittal, if a business day, or if not a business day, on the business day next following the day of delivery; provided that if such Notice shall have been mailed and if regular mail service shall be interrupted by strike or other irregularity before the deemed receipt of such notice or document as aforesaid, then such notice or document shall not be effective unless delivered or transmitted.

GENERAL PROVISIONS

21. Headings are inserted for the convenience only and are not to be considered when interpreting this Sales Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.

22. All representations and warranties of the Seller contained in this Agreement will survive the completion of the transaction contemplated in this Sales Agreement.

23. The Buyer may not assign its right or delegate its performance under this Agreement without the prior written consent of the Seller, and any attempted assignment or delegation without such consent will be void. An assignment would change the duty imposed by this Sales Agreement, would increase the burden or risk involved and would impair the chance of obtaining performance or payment.

24. This Sales Agreement cannot be modified in any way except in writing signed by all the parties to this Sales Agreement.

25. This Agreement will be governed by and construed in accordance with the laws of the Province of Ontario and the Seller and the Buyer hereby attorn to the jurisdiction of the Courts of the Province of Ontario. If any clause of this Sales Agreement is held unconscionable by any court of competent jurisdiction, arbitration panel or other official finder of fact, the clause will be deleted from this Sales Agreement and the balance of this Agreement will remain in full force and effect.

26. This Agreement will ensure to the benefit of and be binding upon the Seller and the Buyer and their respective successors and assigns.

27. This Agreement may be executed in counterparts. Facsimile signatures and electronic mail signatures are binding and are considered to be original signatures.

28. Time is of the essence in this Agreement.

29. This Agreement constitutes the entire agreement between the parties and there are no further items or provisions, either oral or otherwise. The Buyer acknowledges that it has not relied upon any representations of the Seller as to prospective suitability of the Unit, but has relied upon its own inspection and investigation of the subject matter.

IN WITNESS WHEREOF the parties have executed this Sales Agreement on the date first set out above.