Common use of WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES Clause in Contracts

WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES. THE DEBTOR (i) KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES EACH RIGHT THE DEBTOR MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO, AND EACH RIGHT TO ASSERT ANY CLAIM FOR DAMAGES (INCLUDING, BUT NOT LIMITED TO, PUNITIVE DAMAGES) IN ADDITION TO ACTUAL DAMAGES IN, ANY ACTION OR OTHER LEGAL PROCEEDING, WHETHER BASED ON ANY CONTRACT OR NEGLIGENT, INTENTIONAL OR OTHER TORT OR OTHERWISE, ARISING OUT OF OR OTHERWISE RELATING TO (A) THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL, (B) ANY TRANSACTION ARISING OUT OF OR OTHERWISE RELATING TO THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL OR (C) ANY NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT OF THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL AND (ii) CERTIFIES THAT NEITHER THE SECURED PARTY NOR ANY REPRESENTATIVE OF THE SECURED PARTY HAS REPRESENTED TO THE DEBTOR THAT THE SECURED PARTY WILL NOT SEEK TO ENFORCE THE WAIVER MADE BY THE DEBTOR IN THIS SECTION 17b. Dated: As of June __, 2008 PNG VENTURES, INC., a Nevada corporation By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: CEO APPLIED LNG TECHNOLOGIES USA, L.L.C., a Delaware limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President FLEET STAR, INC., a Delaware corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer EARTH LEASING, INC., a Texas corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer ARIZONA LNG, L.L.C., a Nevada limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President NEW EARTH LNG, LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President EXHIBIT A Permitted Liens Any Liens (as such term is defined in the Senior Credit Agreement) permitted pursuant to Section 7.2 of the Senior Credit Agreement. EXHIBIT B Section 13d(i): Information Concerning Deposit Accounts Section 13d(ii): Information Concerning Investment Property Section 13d(iii): Information Concerning Titled Goods, Vessels and Aircraft Section 13d(iv): Information Concerning Commercial Tort Claims Section 13d (iv): Information Concerning Intellectual Property Section 13d(vi): Information Concerning Standing Timber EXHIBIT C GENERAL SECURITY AGREEMENT SUPPLEMENT (INTELLECTUAL PROPERTY INCLUDING PATENTS, TRADEMARKS AND COPYRIGHTS) In consideration of __________________________________________________________, a (an) ______________________ _______________ organized under the law of ________________________________ and having an office at ___________________________________________________________________________________, (the “Secured Party”) heretofore or hereafter (1) extending or agreeing to extend any credit or other financial accommodation to or relying on any guaranty, endorsement or other assurance of payment of __________________________________________________________,

WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES. EACH OF ----------------------------------------------------- THE DEBTOR (i) BANK AND THE BORROWER KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES EACH ANY RIGHT THE DEBTOR IT MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO, AND EACH RIGHT TO ASSERT ANY CLAIM FOR DAMAGES (INCLUDING, BUT NOT LIMITED TO, PUNITIVE DAMAGES) IN ADDITION TO ACTUAL DAMAGES IN, ANY ACTION OR OTHER LEGAL PROCEEDINGLITIGATION, WHETHER BASED ON ANY CONTRACT CONTRACT, ON ANY NEGLIGENT OR NEGLIGENTINTENTIONAL TORT, INTENTIONAL OR OTHER TORT ON ANY LAW OR OTHERWISE, ARISING OUT OF IN CONNECTION WITH, OR OTHERWISE RELATING TO TO, (A) THIS AGREEMENTANY LOAN, ANY LOAN DOCUMENT OR ANY GUARANTY, ENDORSEMENT, SUBORDINATION, COLLATERAL OR OTHER SECURITY OR ASSURANCE OF PAYMENT NOW OR HEREAFTER DIRECTLY OR INDIRECTLY SECURING THE PAYMENT OR REPAYMENT OF, OR NOW OR HEREAFTER DIRECTLY OR INDIRECTLY APPLICABLE TO, ANY OF THE OBLIGATIONSPRINCIPAL AMOUNT OF ANY LOAN, ANY OF THE COLLATERAL INTEREST OWING PURSUANT TO THIS AGREEMENT OR ANY OTHER COLLATERALAMOUNT OWING BY THE BORROWER TO THE BANK PURSUANT TO THIS AGREEMENT, (B) ANY TRANSACTION ARISING OUT OF OTHER WRITING HERETOFORE OR HEREAFTER EXECUTED IN CONNECTION WITH, OR OTHERWISE RELATING TO THIS AGREEMENTTO, ANY OF THE OBLIGATIONSLOAN, ANY OF THE LOAN DOCUMENT OR ANY SUCH GUARANTY, ENDORSEMENT, SUBORDINATION, COLLATERAL OR ANY OTHER COLLATERAL SECURITY OR ASSURANCE OF PAYMENT OR (C) ANY NEGOTIATIONCOURSE OF DEALING, ADMINISTRATION, COURSE OF PERFORMANCE OR ENFORCEMENT OTHER CONDUCT HERETOFORE OR HEREAFTER PURSUED, ANY ACTION HERETOFORE OR HEREAFTER TAKEN OR OMITTED TO BE TAKEN, OR ANY ORAL OR WRITTEN REPRESENTATION HERETOFORE OR HEREAFTER MADE, BY OR ON BEHALF OF THE OTHER IN CONNECTION WITH, OR OTHERWISE RELATING TO, ANY LOAN, ANY LOAN DOCUMENT OR ANY SUCH GUARANTY, ENDORSEMENT, SUBORDINATION, COLLATERAL OR OTHER SECURITY OR ASSURANCE OF PAYMENT. THIS SECTION 10b IS A MATERIAL INDUCEMENT FOR EACH OF THE BANK AND THE BORROWER IN CONNECTION WITH ITS ENTRY INTO THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL AND (ii) CERTIFIES THAT NEITHER THE SECURED PARTY NOR ANY REPRESENTATIVE OF THE SECURED PARTY HAS REPRESENTED TO THE DEBTOR THAT THE SECURED PARTY WILL NOT SEEK TO ENFORCE THE WAIVER MADE BY THE DEBTOR IN THIS SECTION 17b. Dated: As of June __, 2008 PNG VENTURES, INC., a Nevada corporation By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: CEO APPLIED LNG TECHNOLOGIES USA, L.L.C., a Delaware limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President FLEET STAR, INC., a Delaware corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer EARTH LEASING, INC., a Texas corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer ARIZONA LNG, L.L.C., a Nevada limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President NEW EARTH LNG, LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President EXHIBIT A Permitted Liens Any Liens (as such term is defined in the Senior Credit Agreement) permitted pursuant to Section 7.2 of the Senior Credit Agreement. EXHIBIT B Section 13d(i): Information Concerning Deposit Accounts Section 13d(ii): Information Concerning Investment Property Section 13d(iii): Information Concerning Titled Goods, Vessels and Aircraft Section 13d(iv): Information Concerning Commercial Tort Claims Section 13d (iv): Information Concerning Intellectual Property Section 13d(vi): Information Concerning Standing Timber EXHIBIT C GENERAL SECURITY AGREEMENT SUPPLEMENT (INTELLECTUAL PROPERTY INCLUDING PATENTS, TRADEMARKS AND COPYRIGHTS) In consideration of __________________________________________________________, a (an) ______________________ _______________ organized under the law of ________________________________ and having an office at ___________________________________________________________________________________, (the “Secured Party”) heretofore or hereafter (1) extending or agreeing to extend any credit or other financial accommodation to or relying on any guaranty, endorsement or other assurance of payment of __________________________________________________________,

WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES. EACH OF THE DEBTOR (i) LENDERS, HSBC BANK AS AGENT FOR THE LENDERS AND THE BORROWER KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES EACH RIGHT THE DEBTOR IT MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO, AND EACH RIGHT TO ASSERT ANY CLAIM FOR DAMAGES (INCLUDING, BUT NOT LIMITED TO, PUNITIVE DAMAGES) IN ADDITION TO OTHER THAN ACTUAL AND CONSEQUENTIAL DAMAGES IN, ANY ACTION OR OTHER LEGAL PROCEEDING, WHETHER BASED ON ANY CONTRACT OR NEGLIGENT, INTENTIONAL OR OTHER TORT OR OTHERWISE, ARISING OUT OF OR OTHERWISE RELATING TO (Ai) THIS AGREEMENTANY LOAN, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL LOAN DOCUMENT OR ANY OTHER COLLATERAL, (Bii) ANY TRANSACTION ARISING OUT OF OR OTHERWISE RELATING TO THIS AGREEMENTANY LOAN, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL LOAN DOCUMENT OR ANY OTHER COLLATERAL OR (Ciii) ANY NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT OF THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL LOAN DOCUMENT OR ANY OTHER COLLATERAL AND (ii) CERTIFIES THAT NEITHER THE SECURED PARTY NOR ANY REPRESENTATIVE OF THE SECURED PARTY HAS REPRESENTED TO THE DEBTOR THAT THE SECURED PARTY WILL NOT SEEK TO ENFORCE THE WAIVER MADE BY THE DEBTOR IN THIS SECTION 17bCOLLATERAL. Dated: As of June __The Lenders, 2008 PNG VENTURESHSBC Bank, INC.as agent for the Lenders, a Nevada corporation By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: CEO APPLIED LNG TECHNOLOGIES USA, L.L.C., a Delaware limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President FLEET STAR, INC., a Delaware corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer EARTH LEASING, INC., a Texas corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer ARIZONA LNG, L.L.C., a Nevada limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President NEW EARTH LNG, LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President EXHIBIT A Permitted Liens Any Liens (and the Borrower have caused this Agreement to be duly executed as such term is defined in the Senior Credit Agreement) permitted pursuant to Section 7.2 of the Senior Credit date shown at the beginning of this Agreement. EXHIBIT B Section 13d(i): Information Concerning Deposit Accounts Section 13d(ii): Information Concerning Investment Property Section 13d(iii): Information Concerning Titled Goods, Vessels and Aircraft Section 13d(iv): Information Concerning Commercial Tort Claims Section 13d (iv): Information Concerning Intellectual Property Section 13d(vi): Information Concerning Standing Timber EXHIBIT C GENERAL SECURITY AGREEMENT SUPPLEMENT (INTELLECTUAL PROPERTY INCLUDING PATENTS, TRADEMARKS AND COPYRIGHTS) In consideration of HSBC BANK USA By ___________________________________________________________ Wxxxxxx X. Xxxxxx, a (an) ______________________ _______________ organized under the law of ________________________________ and having an office at First Vice President MANUFACTURERS AND TRADERS TRUST COMPANY By ____________________________________________________________________________________ Sxxx X. Xxxxx, (the “Secured Party”) heretofore or hereafter (1) extending or agreeing to extend any credit or other financial accommodation to or relying on any guaranty, endorsement or other assurance of payment of Vice President FLEET NATIONAL BANK By ___________________________________________ Jxxx X. Xxxxxx, Vice President KEYBANK NATIONAL ASSOCIATION By ________________,___________________________ Dxxxx X. Xxxxxxx, Vice President BANK OF TOKYO-MITSUBISHI TRUST COMPANY By ___________________________________________ Pxxxxx X. Xxxx, Vice President PNC BANK, NATIONAL ASSOCIATION By ___________________________________________ Sxxxxxx X. Xxxx, Vice President JPMORGAN CHASE BANK By ___________________________________________ Mxxxxxx X. Xxxxxxx, Vice President -60- XXXXXXXX XXXX XX XXXXXXXXXXXX By ___________________________________________ Exxxxx X. Xxxxxxxx, Xx., Vice President COMERICA BANK By ___________________________________________ Jxxx X. Xxxxxx, Assistant Vice President SOCIETE GENERALE By ___________________________________________ Exxx E. X. Xxxxxxx, Managing Director HSBC BANK USA, AS AGENT By ___________________________________________ Wxxxxxx X. Xxxxxx, First Vice President MOOG INC. By ___________________________________________ Rxxxxx X. Xxxxx, Executive Vice President BBca BFLO Doc. #1260182.12 Exhibit A Lenders Commitment Amount Revolving Loan Term Loan Total HSBC Bank USA $60,576,923.08 $14,423,076.92 $75,000,000 Manufacturers and Traders Trust Company $60,576,923.08 $14,423,076.92 $75,000,000 Fleet National Bank $40,384,615.39 $9,615,384.61 $50,000,000 KeyBank National Association $32,307,692.31 $7,692,307.69 $40,000,000 Bank of Tokyo-Mitsubishi Trust Company $20,192,307.69 $4,807,692.31 $25,000,000 PNC Bank, National Association $20,192,307.69 $4,807,692.31 $25,000,000 JPMorgan Chase Bank $20,192,307.69 $4,807,692.31 $25,000,000 Citizens Bank of Pennsylvania $20,192,307.69 $4,807,692.31 $25,000,000 Comerica Bank $20,192,307.69 $4,807,692.31 $25,000,000 Societe Generale $20,192,307.69 $4,807,692.31 $25,000,000 Lender Notice Addresses Facsimile No. HSBC Bank USA Oxx XXXX Xxxxxx - Xxxxx Xxxxx Xxxxxxx, XX 00000 Attn: Wxxxxxx X. Xxxxxx 700-000-0000 First Vice President Manufacturers and Traders Trust Company Oxx Xxxxxxxx Xxxxx Xxxxxxx, XX 00000 Attn: Sxxx X. Xxxxx 700-000-0000 Vice President Fleet National Bank 10 Xxxxxxxx Xxxxx Xxxxxxx, XX 00000 Attn: Jxxx X. Xxxxxx 700-000-0000 Vice President Bank of Tokyo-Mitsubishi Trust Company 1000 Xxxxxx xx xxx Xxxxxxxx Xxx Xxxx, XX 00000-0000 Attn: Pxxxxx X. Xxxx 200-000-0000 Vice President KeyBank National Association Mailcode: OH-01-27-0606 100 Xxxxxx Xxxxxx Xxxxxxxxx, XX 00000-0000 Attn: Dxxxx X. Xxxxxxx 200-000-0000 Vice President PNC Bank, National Association PNC Business Credit 200 Xxxxx Xxxxxx Oxx XXX Xxxxx, 0xx Xxxxx Xxxxxxxxxx, XX 00000 Attn: Sxxxxxx X. Xxxx 400-000-0000 Vice President JPMorgan Chase Bank JPMorgan Chase & Co 2000 Xxxx Xxxxx Xxxxx Xxxxxxx, XX 00000 Attn: Mxxxxxx X. Xxxxxxx 700-000-0000 Vice President Citizens Bank of Pennsylvania 1000 Xxxxx Xxxxxx, Xxxx 000-0000 Xxxx, XX 00000 Attn: Exxxxx X. Xxxxxxxx, Xx. 800-000-0000 Vice President Comerica Bank U.S. Banking/East One Detroit Center 500 Xxxxxxxx Xxxxxx 9th Floor, Mail Code 3279 Dxxxxxx, XX 00000 Attn: Jxxx X. Xxxxxx 300-000-0000 Assistant Vice President Societe Generale 100 Xxxx Xxxxxxx Xxxxxx Xxxxx 0000 Xxxxxxx, XX 00000 Attn: Exxx E. X. Xxxxxxx 200-000-0000 Managing Director Exhibit B REVOLVING LOAN NOTE Buffalo, New York March 3, 2003 $_____________ For value received, the undersigned, MOOG INC., a New York business corporation having its chief executive office at Jxxxxxx Road and Seneca Street, East Aurora, New York 14052-0018 ("Borrower") promises to pay to the order of _____________ ("Lender") at the banking office of the Agent (as defined in the Loan Agreement, as hereinafter defined) provided in the Loan Agreement (as hereinafter defined), in lawful money of the United States and in immediately available funds, (i) the principal amount of ___________________________ Dollars on the Maturity Date (as defined in the Loan Agreement, as hereinafter defined), when the Borrower shall pay to the Lender or any transferee of this Note (the Lender or any such transferee being the "Holder") all interest and other amounts owing by the Borrower to the Holder pursuant to this Note and remaining unpaid, and (ii) interest as provided in the next paragraph. In this Note, any capitalized term not defined in this Note has the meaning defined in the Amended and Restated Loan Agreement, dated as of even date herewith, among the Lender, certain other lenders, HSBC Bank USA, as agent for the Lender and such other lenders, and the Borrower, as the same may hereafter be supplemented, extended, renewed, restated, replaced or otherwise modified from time to time ("Loan Agreement"). From and including the date of this Note to but not including the date the outstanding principal amount of this Note is paid in full, the Borrower shall pay to the Agent for the account of the Holder interest on such outstanding principal amount at such interest rates, and payable at such times, as are specified in the Loan Agreement. Each Revolving Loan owing to the Lender by the Borrower and the maturity thereof, and all payments made on account of principal thereof, shall be recorded by the Lender and, prior to any transfer hereof, inscribed on the grid on the reverse side of this Note or any continuation thereof ("Schedule"). Each entry set forth on the Schedule shall be prima facie evidence of the facts so set forth. No failure by the Holder to make, and no error by the Holder in making, any inscription on the Schedule shall affect the Borrower's obligation to repay the full amount advanced on this Note to or for the account of the Borrower, or Borrower's obligation to pay interest thereon at the agreed upon rate. Except during any Libor Rate Period for any Libor Rate Portion of the outstanding principal amount of this Note (during which such option shall only be available upon the payment of each amount required pursuant to Section 11.4 of the Loan Agreement), and subject to the other requirements of Section 2.4 of the Loan Agreement, the Borrower shall have the option of paying to the Agent for the account of the Holder the outstanding principal amount of this Note in advance in full or in part at any time and from time to time without any premium or penalty. The Borrower shall also make certain mandatory payments of the outstanding principal amount of this Note to the Agent for the account of the Holder in advance if required to do so by, and in accordance with the requirements of, Section 2.5 of the Loan Agreement. Upon or at any time or from time to time after the occurrence or existence of any Event of Default other than, with respect to the Borrower, an Event of Default described in Section 10.1e of the Loan Agreement, the outstanding principal amount of this Note and all interest and other amounts owing by the Borrower to the Holder pursuant to this Note and remaining unpaid shall, at the sole option of the Required Lenders and without any notice, demand, presentment or protest of any kind (each of which is knowingly, voluntarily, intentionally and irrevocably waived by the Borrower), become immediately due. Upon the occurrence or existence of, with respect to the Borrower, any Event of Default described in such Section 10.1e, such outstanding principal amount and all such interest and other amounts shall, without any notice, demand, presentment or protest of any kind (each of which is knowingly, voluntarily, intentionally and irrevocably waived by the Borrower), automatically become immediately due. There shall be payable pursuant to this Note only so much of the principal amount hereof as shall have been advanced by the Holder to the Borrower pursuant to the Loan Agreement as a replacement Revolving Loan or Revolving Loans and is outstanding. This Note is one of the Revolving Loan Notes referred to in, and is entitled to the benefits of, the Loan Agreement. The obligations of the Borrower under this Note are secured by the Collateral referred to in the Loan Documents. The Borrower shall pay to the Agent on demand made by the Agent each cost and expense (including, but not limited to, the reasonable fees and disbursements of counsel to the Agent, whether retained for advice, litigation or any other purpose) incurred by the Agent in endeavoring to (i) collect any of the outstanding principal amount of this Note or any interest or other amount owing by the Borrower to the Holder pursuant to this Note and remaining unpaid, (ii) preserve or exercise any right or remedy of the Agent or the Holder relating to, enforce or realize upon any Collateral or (iii) preserve or exercise any right or remedy of the Agent or the Holder pursuant to this Note. This Note may not be assigned or otherwise transferred except in accordance with Section 14.4 of the Loan Agreement. This Note is given in part in replacement of, and substitution for, but not in payment of, the Revolving Loan Notes of the undersigned issued on October 24, 2000 under the Corporate Revolving and Term Loan Agreement dated as of November 30, 1998, as amended (1998 Credit Agreement"), among the Borrower, HSBC Securities (USA) Inc. as arranger, the Agent and certain lenders party thereto ("1998 Indebtedness"), which notes themselves were issued in replacement of, and substitution for, but not in payment of, the original revolving loan notes issued by Borrower on November 30, 1998 under the 1998 Credit Agreement. This Note, in part, evidences the acquisition by the Lender of a ratable portion of the 1998 Indebtedness. This Note shall be governed by and construed, interpreted and enforced in accordance with the law of the State of New York and the federal law of the United States without regard to the law of any other jurisdiction. MOOG INC. By______________________________________ Rxxxxx X. Xxxxx, Executive Vice President ACKNOWLEDGEMENT STATE OF NEW YORK ) ) SS. COUNTY OF ERIE ) On the ____ day of March, in the year 2003, before me, the undersigned, a notary public in and for said state, personally appeared Rxxxxx X. Xxxxx, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument. _________________________ Notary Public REVOLVING LOANS AND PAYMENTS OF PRINCIPAL DATE AMOUNT OF REVOLVING LOAN AMOUNT OF PRINCIPAL PAID OR PREPAID UNPAID PRINCIPAL BALANCE NOTATION MADE BY

WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES. EACH OF THE DEBTOR PARTIES (iI) KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES EACH RIGHT THE DEBTOR IT MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO, AND EACH RIGHT TO ASSERT ANY CLAIM FOR DAMAGES (INCLUDING, BUT NOT LIMITED TO, PUNITIVE DAMAGES) IN ADDITION TO ACTUAL DAMAGES IN, ANY ACTION OR OTHER LEGAL PROCEEDING, WHETHER BASED ON ANY CONTRACT OR NEGLIGENT, INTENTIONAL OR OTHER TORT OR OTHERWISE, ARISING OUT OF OR OTHERWISE RELATING TO (A) THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OBLIGATIONS OR ANY OTHER COLLATERAL, (B) ANY TRANSACTION ARISING OUT OF OR OTHERWISE RELATING TO THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OBLIGATIONS OR ANY OTHER COLLATERAL OR (C) ANY NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT OF THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OBLIGATIONS OR ANY OTHER COLLATERAL AND (iiIII) CERTIFIES THAT NEITHER THE SECURED PARTY NOR ANY REPRESENTATIVE OF THE SECURED PARTY HAS REPRESENTED TO THE DEBTOR THAT THE SECURED PARTY IT WILL NOT SEEK TO ENFORCE THE WAIVER MADE BY THE DEBTOR IN THIS SECTION 17b13(b). DatedDated August , 2002 -------------- SUNSHINE PRODUCTS INC. Per: As of June __, 2008 PNG VENTURES, INC., a Nevada corporation By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx ------------------------------------------- Title: CEO APPLIED LNG TECHNOLOGIES USA, L.L.C., a Delaware limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President FLEET STAR, INC., a Delaware corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer EARTH LEASING, INC., a Texas corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer ARIZONA LNG, L.L.C., a Nevada limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President NEW EARTH LNG, LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President EXHIBIT A Permitted Liens Any Liens (as such term is defined in the Senior Credit Agreement) permitted pursuant to Section 7.2 of the Senior Credit Agreement. EXHIBIT B Section 13d(i): Information Concerning Deposit Accounts Section 13d(ii): Information Concerning Investment Property Section 13d(iii): Information Concerning Titled Goods, Vessels and Aircraft Section 13d(iv): Information Concerning Commercial Tort Claims Section 13d (iv): Information Concerning Intellectual Property Section 13d(vi): Information Concerning Standing Timber EXHIBIT C GENERAL SECURITY AGREEMENT SUPPLEMENT (INTELLECTUAL PROPERTY INCLUDING PATENTS, TRADEMARKS AND COPYRIGHTS) In consideration of __________________________________________________________, a (an) ______________________ _______________ organized under the law of ________________________________ and having an office at ___________________________________________________________________________________, (the “Secured Party”) heretofore or hereafter (1) extending or agreeing to extend any credit or other financial accommodation to or relying on any guaranty, endorsement or other assurance of payment of __________________________________________________________,ACKNOWLEDGEMENT

WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES. EACH OF THE DEBTOR PARTIES (iI) KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES EACH RIGHT THE DEBTOR IT MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO, AND EACH RIGHT TO ASSERT ANY CLAIM FOR DAMAGES (INCLUDING, BUT NOT LIMITED TO, PUNITIVE DAMAGES) IN ADDITION TO ACTUAL DAMAGES IN, ANY ACTION OR OTHER LEGAL PROCEEDING, WHETHER BASED ON ANY CONTRACT OR NEGLIGENT, INTENTIONAL OR OTHER TORT OR OTHERWISE, ARISING OUT OF OR OTHERWISE RELATING TO (A) THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL, (B) ANY TRANSACTION ARISING OUT OF OR OTHERWISE RELATING TO THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL OR (C) ANY NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT OF THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL AND (iiII) CERTIFIES THAT NEITHER THE SECURED PARTY NOR ANY REPRESENTATIVE OF THE SECURED PARTY HAS REPRESENTED TO THE DEBTOR THAT THE SECURED PARTY WILL NOT SEEK TO ENFORCE THE WAIVER MADE BY THE DEBTOR IN THIS SECTION 17b16(b). Dated: As of June __Dated August , 2008 PNG VENTURES2002. -------------- SUNSHINE PRODUCTS, INC.. By: ------------------------------------------ Name: Title: ACKNOWLEDGEMENT PROVINCE OF ONTARIO) On the day of August in the year 2002 before me, the undersigned, a Nevada corporation By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: CEO APPLIED LNG TECHNOLOGIES USANotary Public in and for said Province, L.L.C., a Delaware limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President FLEET STAR, INC., a Delaware corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer EARTH LEASING, INC., a Texas corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer ARIZONA LNG, L.L.C., a Nevada limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President NEW EARTH LNG, LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President EXHIBIT A Permitted Liens Any Liens (as such term is defined in the Senior Credit Agreement) permitted pursuant to Section 7.2 of the Senior Credit Agreement. EXHIBIT B Section 13d(i): Information Concerning Deposit Accounts Section 13d(ii): Information Concerning Investment Property Section 13d(iii): Information Concerning Titled Goods, Vessels and Aircraft Section 13d(iv): Information Concerning Commercial Tort Claims Section 13d (iv): Information Concerning Intellectual Property Section 13d(vi): Information Concerning Standing Timber EXHIBIT C GENERAL SECURITY AGREEMENT SUPPLEMENT (INTELLECTUAL PROPERTY INCLUDING PATENTS, TRADEMARKS AND COPYRIGHTS) In consideration of _____________________________________personally appeared _____________________, a (an) ______________________ _______________ organized under personally known to me or proved to me on the law basis of ________________________________ satisfactory evidence to be the individual whose name is subscribed to the within instrument and having an office at ___________________________________________________________________________________acknowledged to me that he executed the same in his capacity, (and that by his signature on the “Secured Party”) heretofore instrument, the individual, or hereafter (1) extending or agreeing to extend any credit or other financial accommodation to or relying on any guarantythe person upon behalf of which the individual acted, endorsement or other assurance of payment of __________________________________________________________,executed the instrument. Notary Public

WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES. EACH OF THE DEBTOR PARTIES (iI) KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES EACH RIGHT THE DEBTOR IT MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO, AND EACH RIGHT TO ASSERT ANY CLAIM FOR DAMAGES (INCLUDING, BUT NOT LIMITED TO, PUNITIVE DAMAGES) IN ADDITION TO ACTUAL DAMAGES IN, ANY ACTION OR OTHER LEGAL PROCEEDING, WHETHER BASED ON ANY CONTRACT OR NEGLIGENT, INTENTIONAL OR OTHER TORT OR OTHERWISE, ARISING OUT OF OR OTHERWISE RELATING TO (A) THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL, (B) ANY TRANSACTION ARISING OUT OF OR OTHERWISE RELATING TO THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL OR (C) ANY NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT OF THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL AND (iiII) CERTIFIES THAT NEITHER THE SECURED PARTY NOR ANY REPRESENTATIVE OF THE SECURED PARTY HAS REPRESENTED TO THE DEBTOR THAT THE SECURED PARTY WILL NOT SEEK TO ENFORCE THE WAIVER MADE BY THE DEBTOR IN THIS SECTION 17b16(b). Dated: As of June __Dated August , 2008 PNG VENTURES2002. -------------- DERMA SCIENCES, INC., a Nevada corporation . By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx -------------------------------------- Title: CEO APPLIED LNG TECHNOLOGIES USA, L.L.C., a Delaware limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President FLEET STAR, INC., a Delaware corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer EARTH LEASING, INC., a Texas corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer ARIZONA LNG, L.L.C., a Nevada limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President NEW EARTH LNG, LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President EXHIBIT A Permitted Liens Any Liens (as such term is defined in the Senior Credit Agreement) permitted pursuant to Section 7.2 of the Senior Credit Agreement. EXHIBIT B Section 13d(i): Information Concerning Deposit Accounts Section 13d(ii): Information Concerning Investment Property Section 13d(iii): Information Concerning Titled Goods, Vessels and Aircraft Section 13d(iv): Information Concerning Commercial Tort Claims Section 13d (iv): Information Concerning Intellectual Property Section 13d(vi): Information Concerning Standing Timber EXHIBIT C GENERAL SECURITY AGREEMENT SUPPLEMENT (INTELLECTUAL PROPERTY INCLUDING PATENTS, TRADEMARKS AND COPYRIGHTS) In consideration of __________________________________________________________, a (an) ______________________ _______________ organized under the law of ________________________________ and having an office at ___________________________________________________________________________________, (the “Secured Party”) heretofore or hereafter (1) extending or agreeing to extend any credit or other financial accommodation to or relying on any guaranty, endorsement or other assurance of payment of __________________________________________________________,:

WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES. THE DEBTOR (i) KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES EACH RIGHT THE DEBTOR MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO, AND EACH RIGHT TO ASSERT ANY CLAIM FOR DAMAGES (INCLUDING, BUT NOT LIMITED TO, PUNITIVE DAMAGES) IN ADDITION TO ACTUAL DAMAGES IN, ANY ACTION OR OTHER LEGAL PROCEEDING, WHETHER BASED ON ANY CONTRACT OR NEGLIGENT, INTENTIONAL OR OTHER TORT OR OTHERWISE, ARISING OUT OF OR OTHERWISE RELATING TO (A) THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL, (B) ANY TRANSACTION ARISING OUT OF OR OTHERWISE RELATING TO THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL OR (C) ANY NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT OF THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OR ANY OTHER COLLATERAL AND (ii) CERTIFIES THAT NEITHER THE SECURED PARTY NOR ANY REPRESENTATIVE OF THE SECURED PARTY HAS REPRESENTED TO THE DEBTOR THAT THE SECURED PARTY WILL NOT SEEK TO ENFORCE THE WAIVER MADE BY THE DEBTOR IN THIS SECTION 17b. Dated: As of June __, 2008 PNG VENTURES, INC., a Nevada corporation By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: CEO APPLIED LNG TECHNOLOGIES USA, L.L.C., a Delaware limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President FLEET STAR, INC., a Delaware corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer EARTH LEASING, INC., a Texas corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer ARIZONA LNG, L.L.C., a Nevada limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President NEW EARTH LNG, LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President EXHIBIT A Permitted Liens Any Liens (as such term is defined in the Senior Credit Agreement) permitted pursuant to Section 7.2 of the Senior Credit Agreement. EXHIBIT B Section 13d(i): Information Concerning Deposit Accounts Section 13d(ii): Information Concerning Investment Property Section 13d(iii): Information Concerning Titled Goods, Vessels and Aircraft Section 13d(iv): Information Concerning Commercial Tort Claims Section 13d (iv): Information Concerning Intellectual Property Section 13d(vi): Information Concerning Standing Timber EXHIBIT C GENERAL SECURITY AGREEMENT SUPPLEMENT (INTELLECTUAL PROPERTY INCLUDING PATENTS, TRADEMARKS AND COPYRIGHTS) In consideration of ____________________________________________________Dated May ______, a (an) ______________________ _______________ organized under the law of ________________________________ and having an office at 0000 XXX XXXX XXXXXXXXXXXXX, INC. By ____________________________________________________________________________________ Xxxxxxx Xxxxxxxx, (the “Secured Party”) heretofore or hereafter (1) extending or agreeing to extend any credit or other financial accommodation to or relying on any guaranty, endorsement or other assurance of payment of __________________________________________________________,Chief Executive Officer and Chairman EXHIBIT A Permitted Liens

WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES. THE DEBTOR (i) BORROWER KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES EACH RIGHT THE DEBTOR BORROWER MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO, AND EACH RIGHT TO ASSERT ANY CLAIM FOR DAMAGES (INCLUDING, BUT NOT LIMITED TO, PUNITIVE DAMAGES) IN ADDITION TO ACTUAL DAMAGES IN, ANY ACTION OR OTHER LEGAL PROCEEDING, WHETHER BASED ON ANY CONTRACT OR NEGLIGENT, INTENTIONAL OR OTHER TORT OR OTHERWISE, ARISING OUT OF OR OTHERWISE RELATING TO (A) THIS AGREEMENTTHE CREDIT, ANY OF THE OBLIGATIONSLOAN OR COLLATERAL, ANY OF THE COLLATERAL THIS NOTE OR ANY OTHER WRITING HERETOFORE OR HEREAFTER EXECUTED IN CONNECTION WITH THE CREDIT OR ANY LOAN OR COLLATERAL, (B) ANY TRANSACTION ARISING OUT OF OR OTHERWISE RELATING TO THIS AGREEMENTTHE CREDIT, ANY OF THE OBLIGATIONSLOAN OR COLLATERAL, ANY OF THE COLLATERAL THIS NOTE OR ANY SUCH OTHER COLLATERAL WRITING OR (C) ANY NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT OF THIS AGREEMENTTHE CREDIT, ANY OF THE OBLIGATIONSLOAN OR COLLATERAL, ANY OF THE COLLATERAL THIS NOTE OR ANY SUCH OTHER COLLATERAL AND (ii) CERTIFIES THAT NEITHER THE SECURED PARTY NOR ANY REPRESENTATIVE OF THE SECURED PARTY HAS REPRESENTED TO THE DEBTOR THAT THE SECURED PARTY WILL NOT SEEK TO ENFORCE THE WAIVER MADE BY THE DEBTOR IN THIS SECTION 17bWRITING. Dated: As of June __, 2008 PNG VENTURESVYTERIS, INC., a Nevada corporation . By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: CEO APPLIED LNG TECHNOLOGIES USA, L.L.C., a Delaware limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President FLEET STAR, INC., a Delaware corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer EARTH LEASING, INC., a Texas corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer ARIZONA LNG, L.L.C., a Nevada limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President NEW EARTH LNG, LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President EXHIBIT A Permitted Liens Any Liens (as such term is defined in the Senior Credit Agreement) permitted pursuant to Section 7.2 of the Senior Credit Agreement. EXHIBIT B Section 13d(i): Information Concerning Deposit Accounts Section 13d(ii): Information Concerning Investment Property Section 13d(iii): Information Concerning Titled Goods, Vessels and Aircraft Section 13d(iv): Information Concerning Commercial Tort Claims Section 13d (iv): Information Concerning Intellectual Property Section 13d(vi): Information Concerning Standing Timber EXHIBIT C GENERAL SECURITY AGREEMENT SUPPLEMENT (INTELLECTUAL PROPERTY INCLUDING PATENTS, TRADEMARKS AND COPYRIGHTS) In consideration of _____________________________________ Name: Title: SCHEDULE OF ADVANCES AND PAYMENTS Principal Amount Outstanding Date Advanced Advanced Date Paid Amount Paid Principal Amount ------------- -------- --------- ----------- ---------------- SCHEDULE A Bank name and address: ______________________, a (an) ______________________ _______________ organized under the law of ______________ ____________________________ and having an office at Account title: Account Number: SCHEDULE B VYTERIS, INC. BORROWING REQUEST Date:____________________________________________________________________________________ To: Xxxxxxx Xxxxx Specialty Group, (LLC As of the “Secured Party”) heretofore or hereafter (1) extending or agreeing date of this request, the following is correct and true to extend any credit or other financial accommodation to or relying on any guaranty, endorsement or other assurance the best of payment of __________________________________________________________,the undersigned's knowledge and belief:

WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES. EACH OF THE DEBTOR (i) LENDERS, MARINE AS AGENT FOR THE LENDERS AND THE BORROWER KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES EACH RIGHT THE DEBTOR IT MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO, AND EACH RIGHT TO ASSERT ANY CLAIM FOR DAMAGES (INCLUDING, BUT NOT LIMITED TO, PUNITIVE DAMAGES) IN ADDITION TO OTHER THAN ACTUAL AND CONSEQUENTIAL DAMAGES IN, ANY ACTION OR OTHER LEGAL PROCEEDING, WHETHER BASED ON ANY CONTRACT OR NEGLIGENT, INTENTIONAL OR OTHER TORT OR OTHERWISE, ARISING OUT OF OR OTHERWISE RELATING TO (Ai) THIS AGREEMENTANY LOAN, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL LOAN DOCUMENT OR ANY OTHER COLLATERAL, (Bii) ANY TRANSACTION ARISING OUT OF OR OTHERWISE RELATING TO THIS AGREEMENTANY LOAN, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL LOAN DOCUMENT OR ANY OTHER COLLATERAL OR (Ciii) ANY NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT OF THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL LOAN DOCUMENT OR ANY OTHER COLLATERAL COLLATERAL. The Lenders, HSBC as arranger for the Lenders, Marine as agent for the Lenders and the Borrower have caused this Agreement to be duly executed as of the date shown at the beginning of this Agreement. MARINE MIDLAND BANK By /S/ ------------------------------- Title MANUFACTURERS AND (ii) CERTIFIES THAT NEITHER TRADERS TRUST COMPANY By /S/ ------------------------------- Title FLEET NATIONAL BANK By /S/ ------------------------------- Title BANK OF TOKYO-MITSUBISHI TRUST COMPANY By /S/ ------------------------------- Title KEYBANK NATIONAL ASSOCIATION By /S/ ------------------------------- Title LANDESGIROKASSE OEFFENTLICHE BANK UND LANDESSPARKASSE By /S/ ------------------------------- Title NATIONAL BANK OF CANADA By /S/ ------------------------------- Title By /S/ ------------------------------- Title THE SECURED PARTY NOR ANY REPRESENTATIVE OF THE SECURED PARTY HAS REPRESENTED TO THE DEBTOR THAT THE SECURED PARTY WILL NOT SEEK TO ENFORCE THE WAIVER MADE BY THE DEBTOR IN THIS SECTION 17b. Dated: As of June __, 2008 PNG VENTURESCHASE MANHATTAN BANK By /S/ ------------------------------- Title HSBC SECURITIES, INC., a Nevada corporation ByAS ARRANGER By /S/ ------------------------------- Title MARINE MIDLAND BANK, AS AGENT By /S/ ------------------------------- Title MOOG INC. By /S/ ------------------------------- Xxxxxx X. Xxxxx Executive Vice President ACKNOWLEDGMENTS Marine Midland Bank: /s/ Kxxxx Xxxxxx NameSTATE OF NEW YORK ) : Kxxxx Xxxxxx Title: CEO APPLIED LNG TECHNOLOGIES USASS. COUNTY OF ERIE ) On the _____ day of November, L.L.C.in the year 1998, before me, the undersigned, a Delaware limited liability company By: New Earth LNGnotary public in and for said state, LLCpersonally appeared ____________________________, a Delaware limited liability companypersonally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President FLEET STARand that by his/her/their signature(s) on the instrument, INC.the individual(s), a Delaware corporation By: /s/ Dxxxxx X. XxXxxxxxxxor the person upon behalf of which the individual(s) acted, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer EARTH LEASING, INC., a Texas corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer ARIZONA LNG, L.L.C., a Nevada limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President NEW EARTH LNG, LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President EXHIBIT A Permitted Liens Any Liens (as such term is defined in executed the Senior Credit Agreement) permitted pursuant to Section 7.2 of the Senior Credit Agreementinstrument. EXHIBIT B Section 13d(i): Information Concerning Deposit Accounts Section 13d(ii): Information Concerning Investment Property Section 13d(iii): Information Concerning Titled Goods, Vessels and Aircraft Section 13d(iv): Information Concerning Commercial Tort Claims Section 13d (iv): Information Concerning Intellectual Property Section 13d(vi): Information Concerning Standing Timber EXHIBIT C GENERAL SECURITY AGREEMENT SUPPLEMENT (INTELLECTUAL PROPERTY INCLUDING PATENTS, TRADEMARKS AND COPYRIGHTS) In consideration of __________________________________________________________, a (an_ Notary Public Manufacturers and Traders Trust Company: STATE OF NEW YORK ) _________________: SS. COUNTY OF ERIE ) On the _____ _______________ organized under day of November, in the law of year 1998, before me, the undersigned, a notary public in and for said state, personally appeared ________________________________ , personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and having an office at acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. ___________________________________ Notary Public Fleet National Bank: STATE OF NEW YORK ) : SS. COUNTY OF ERIE ) On the _____ day of November, in the year 1998, before me, the undersigned, a notary public in and for said state, personally appeared ____________________________, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. ___________________________________ Notary Public Bank of Tokyo-Mitsubishi Trust Company: STATE OF NEW YORK ) : SS. COUNTY OF NEW YORK ) On the _____ day of November, in the year 1998, before me, the undersigned, a notary public in and for said state, personally appeared ____________________________, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the “Secured Party”within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) heretofore on the instrument, the individual(s), or hereafter (1the person upon behalf of which the individual(s) extending or agreeing to extend any credit or other financial accommodation to or relying on any guarantyacted, endorsement or other assurance of payment of executed the instrument. ___________________________________ Notary Public KeyBank National Association: STATE OF NEW YORK ) : SS. COUNTY OF ERIE ) On the _____ day of November, in the year 1998, before me, the undersigned, a notary public in and for said state, personally appeared ________________________,____, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. ___________________________________ Notary Public Landesgirokasse: [Intentionally Omitted] National Bank of Canada: STATE OF NEW YORK ) : SS. COUNTY OF ERIE ) On the _____ day of November, in the year 1998, before me, the undersigned, a notary public in and for said state, personally appeared ____________________________, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. ___________________________________ Notary Public National Bank of Canada: STATE OF NEW YORK ) : SS. COUNTY OF ERIE ) On the _____ day of November, in the year 1998, before me, the undersigned, a notary public in and for said state, personally appeared ____________________________, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. ___________________________________ Notary Public The Chase Manhattan Bank: STATE OF NEW YORK ) : SS. COUNTY OF ERIE ) On the _____ day of November, in the year 1998, before me, the undersigned, a notary public in and for said state, personally appeared ____________________________, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. ___________________________________ Notary Public HSBC Securities, Inc., as Arranger: STATE OF NEW YORK ) : SS. COUNTY OF NEW YORK) On the _____ day of November, in the year 1998, before me, the undersigned, a notary public in and for said state, personally appeared ____________________________, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. ___________________________________ Notary Public Marine Midland Bank, as Agent: STATE OF NEW YORK ) : SS. COUNTY OF ERIE ) On the _____ day of November, in the year 1998, before me, the undersigned, a notary public in and for said state, personally appeared ____________________________, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. ___________________________________ Notary Public Moog Inc.: STATE OF NEW YORK ) : SS. COUNTY OF ERIE ) On the _____ day of November, in the year 1998, before me, the undersigned, a notary public in and for said state, personally appeared Xxxxxx X. Xxxxx, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. ___________________________________ Notary Public EXHIBIT A ======================================================================== Lender Commitment Amount ------------------------------------------------------------------------ Marine Midland Bank $75,000,000 ------------------------------------------------------------------------ Manufacturers and Traders Trust Company $75,000,000 ------------------------------------------------------------------------ Fleet National Bank $50,000,000 ------------------------------------------------------------------------ KeyBank National Association $40,000,000 ------------------------------------------------------------------------ Bank of Tokyo-Mitsubishi Trust Company $25,000,000 ------------------------------------------------------------------------ Landesgirokasse oeffentliche Bank und Landessparkasse $25,000,000 ------------------------------------------------------------------------ National Bank of Canada $25,000,000 ------------------------------------------------------------------------ The Chase Manhattan Bank $25,000,000 ========================================================================

WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES. THE DEBTOR (i) BORROWER KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES EACH RIGHT THE DEBTOR BORROWER MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO, AND EACH RIGHT TO ASSERT ANY CLAIM FOR DAMAGES (INCLUDING, BUT NOT LIMITED TO, PUNITIVE DAMAGES) IN ADDITION TO ACTUAL DAMAGES IN, ANY ACTION OR OTHER LEGAL PROCEEDING, WHETHER BASED ON ANY CONTRACT OR NEGLIGENT, INTENTIONAL OR OTHER TORT OR OTHERWISE, ARISING OUT OF OR OTHERWISE RELATING TO (Aa) THE LOAN IN CONNECTION WITH WHICH THIS AGREEMENTNOTE IS BEING EXECUTED AND DELIVERED, ANY OF THE OBLIGATIONSCOLLATERAL, ANY OF THE COLLATERAL THIS NOTE OR ANY OTHER WRITING HERETOFORE OR HEREAFTER EXECUTED IN CONNECTION WITH SUCH LOAN OR ANY COLLATERAL, (Bb) ANY TRANSACTION ARISING OUT OF OR OTHERWISE RELATING TO THIS AGREEMENTSUCH LOAN, ANY OF THE OBLIGATIONSCOLLATERAL, ANY OF THE COLLATERAL THIS NOTE OR ANY SUCH OTHER COLLATERAL WRITING OR (Cc) ANY NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT OF THIS AGREEMENTSUCH LOAN, ANY OF THE OBLIGATIONSCOLLATERAL, ANY OF THE COLLATERAL THIS NOTE OR ANY SUCH OTHER COLLATERAL AND (ii) CERTIFIES THAT NEITHER THE SECURED PARTY NOR ANY REPRESENTATIVE OF THE SECURED PARTY HAS REPRESENTED TO THE DEBTOR THAT THE SECURED PARTY WILL NOT SEEK TO ENFORCE THE WAIVER MADE BY THE DEBTOR IN THIS SECTION 17bWRITING. DatedAmerican Bio Medica Corporation By: As of June __, 2008 PNG VENTURES, INC., a Nevada corporation /s/ Sxxx Xxxxxxxxx Printed Name: Sxxx Xxxxxxxxx Title: Chief Executive Officer By: /s/ Kxxxx Xxxxxx Printed Name: Kxxxx Xxxxxx Title: CEO APPLIED LNG TECHNOLOGIES USA, L.L.C., a Delaware limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President FLEET STAR, INC., a Delaware corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer EARTH LEASING, INC., a Texas corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer ARIZONA LNG, L.L.C., a Nevada limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President NEW EARTH LNG, LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President EXHIBIT A Permitted Liens Any Liens (as such term is defined in the Senior Credit Agreement) permitted pursuant to Section 7.2 of the Senior Credit Agreement. EXHIBIT B Section 13d(i): Information Concerning Deposit Accounts Section 13d(ii): Information Concerning Investment Property Section 13d(iii): Information Concerning Titled Goods, Vessels and Aircraft Section 13d(iv): Information Concerning Commercial Tort Claims Section 13d (iv): Information Concerning Intellectual Property Section 13d(vi): Information Concerning Standing Timber EXHIBIT C GENERAL SECURITY AGREEMENT SUPPLEMENT (INTELLECTUAL PROPERTY INCLUDING PATENTS, TRADEMARKS AND COPYRIGHTS) In consideration of __________________________________________________________, a (an) ______________________ _______________ organized under the law of ________________________________ and having an office at ___________________________________________________________________________________, (the “Secured Party”) heretofore or hereafter (1) extending or agreeing to extend any credit or other financial accommodation to or relying on any guaranty, endorsement or other assurance of payment of __________________________________________________________,Financial Officer

WAIVER OF TRIAL BY JURY AND CLAIMS TO CERTAIN DAMAGES. EACH OF THE DEBTOR PARTIES (iI) KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES EACH RIGHT THE DEBTOR IT MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO, AND EACH RIGHT TO ASSERT ANY CLAIM FOR DAMAGES (INCLUDING, BUT NOT LIMITED TO, PUNITIVE DAMAGES) IN ADDITION TO ACTUAL DAMAGES IN, ANY ACTION OR OTHER LEGAL PROCEEDING, WHETHER BASED ON ANY CONTRACT OR NEGLIGENT, INTENTIONAL OR OTHER TORT OR OTHERWISE, ARISING OUT OF OR OTHERWISE RELATING TO (A) THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OBLIGATIONS OR ANY OTHER COLLATERAL, (B) ANY TRANSACTION ARISING OUT OF OR OTHERWISE RELATING TO THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OBLIGATIONS OR ANY OTHER COLLATERAL OR (C) ANY NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT OF THIS AGREEMENT, ANY OF THE OBLIGATIONS, ANY OF THE COLLATERAL OBLIGATIONS OR ANY OTHER COLLATERAL AND (iiIII) CERTIFIES THAT NEITHER THE SECURED PARTY NOR ANY REPRESENTATIVE OF THE SECURED PARTY HAS REPRESENTED TO THE DEBTOR THAT THE SECURED PARTY IT WILL NOT SEEK TO ENFORCE THE WAIVER MADE BY THE DEBTOR IN THIS SECTION 17b13(b). Dated: As of June __Dated August , 2008 PNG VENTURES2002 -------------- DERMA SCIENCES, INC., a Nevada corporation By. Per: /s/ Kxxxx Xxxxxx ------------------------------------------ Name: Kxxxx Xxxxxx Title: CEO APPLIED LNG TECHNOLOGIES USA, L.L.C., a Delaware limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President FLEET STAR, INC., a Delaware corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer EARTH LEASING, INC., a Texas corporation By: /s/ Dxxxxx X. XxXxxxxxxx, III Name: Dxxxxx X. XxXxxxxxxx, III Title: Chief Executive Officer ARIZONA LNG, L.L.C., a Nevada limited liability company By: New Earth LNG, LLC, a Delaware limited liability company, its sole member By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President NEW EARTH LNG, LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxx Name: Kxxxx Xxxxxx Title: President EXHIBIT A Permitted Liens Any Liens (as such term is defined in the Senior Credit Agreement) permitted pursuant to Section 7.2 of the Senior Credit Agreement. EXHIBIT B Section 13d(i): Information Concerning Deposit Accounts Section 13d(ii): Information Concerning Investment Property Section 13d(iii): Information Concerning Titled Goods, Vessels and Aircraft Section 13d(iv): Information Concerning Commercial Tort Claims Section 13d (iv): Information Concerning Intellectual Property Section 13d(vi): Information Concerning Standing Timber EXHIBIT C GENERAL SECURITY AGREEMENT SUPPLEMENT (INTELLECTUAL PROPERTY INCLUDING PATENTS, TRADEMARKS AND COPYRIGHTS) In consideration of __________________________________________________________, a (an) ______________________ _______________ organized under the law of ________________________________ and having an office at ___________________________________________________________________________________, (the “Secured Party”) heretofore or hereafter (1) extending or agreeing to extend any credit or other financial accommodation to or relying on any guaranty, endorsement or other assurance of payment of __________________________________________________________,ACKNOWLEDGEMENT