QUIMIDROGA S.A. STANDARD TERMS AND CONDITIONS OF SALE

These Terms and Conditions of Sale shall apply to any sale made by Quimidroga, S.A., and shall regulate the orders placed by its clients. Such orders shall always be duly accepted by Quimidroga, S.A. in order to be fully valid.

These Terms and Conditions of Sale shall prevail over any other condition, except those expressly agreed as special conditions for a given transaction.

You can consult Quimidroga S.A. Terms and Conditions of Sale at the following website:

www.quimidroga.com.

DELIVERY TIMES: Quimidroga S.A. shall inform the client if it is possible to meet their requesteddelivery times prior to the acceptance of the order.

Any delay beyond our control or due to force majeure shall be communicated to the client, and Quimidroga S.A. commits itself to make every effort to approach the initial date of delivery, notwithstanding releasing Quimidroga S.A. from any liability, and not accepting indemnisation nor compensation claims due to causes beyond its control.

ORDERS: The orders shall only be considered accepted by Quimidroga, S.A. after having issued their corresponding written acceptance stating the essential conditions of the transaction.

Such written confirmations are always forwarded at the client’s request.

It shall be the exclusive decision of Quimidroga S.A. to accept, or reject any cancellation, or modification of an order already accepted, and placed. Quimidroga S.A. shall collaborate in the contract resolution provided that such cancellation will not cause added economic costs, or of any other kind.

The changes in the conditions of the order, once accepted by Quimidroga S.A., shall be treated in the same way, being likewise the decision of Quimidroga, S.A. to accept, or reject such changes, always within a framework of collaboration as our Company philosophy.

CHOICE OF THE PRODUCT: The Buyer will be solely responsible for the choice of the requested product, and for its intended use, or function.

Under no circumstances shall Quimidroga, S.A. be held responsible for, nor shall guarantee that the productis suitable for the intended technical, or manufacturing applications.
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CLAIMS: The Buyer shall reflect any failure in the good with the corresponding record on the delivery note, leading to the opening of a claim in Quimidroga S.A. that shallbe analysed, and resolved according to the Quality Management System based on the ISO standards.

The Buyer shall inspect and/or analyse the received good, and the fact of not using such right shall not imply an increased responsability of Quimidroga, S.A. if the good is different, or it is contaminated, or it contaminates another good, or product manufactured by the client.

The buyer shall be entitled to proceed against the Seller, for any default in the quantity, or quality of the received goods provided that the action is being brought within four days afterthe receipt.

In case the Buyer shall not make any claim on internal defects of the good within thirty days after receipt, he shall loose any action, and right to proceed against the Seller for this reason.

PRICES, PAYMENT TERMS AND PROPERTY TRANSFER:

The prices quoted, unless otherwise indicated, shall be valid except for market variations, orsale of the stock.

The payment terms shall be those expressly agreed for each operation, and if not, the period for payment shall be 30 calendar days after the date of receipt of the goods, or services.This period may be extended by agreement, and shall in no circumstances be superior to 60 calendar days.

The possibility of the Buyer repaying invoices against amounts owing to Quimidroga, S.A. is expressly excluded without our express consent.

The property transfer of the product shall be governed by the expressly agreed INCOTERM clause for that operation.

EXCLUSION OF LIABILITY: Quimidroga, S.A. assumes no liability vis-à-vis the Buyer for the lackof supply of a product due to reasons attributable to the manufacturer, or the provider of it, without prejudice to the responsibility to inform the Buyer, as soon as this lack of supply is notified to him by the supplier or the manufacturer, and to make its best efforts to find a product with similar characteristics.

PROTECTION OF PERSONAL DATA: In accordance with the provisions of the current Law on theProtection of Personal Data, it is hereby stated that the personal data received by Quimi-droga, S.A. shall become part of a file owned by this Company, for the sole purpose of managing the invoicing, tax and accounting obligations. Quimidroga, S.A. commits itself to fulfill its obligations regarding secrecy, as well as to protect these, adopting all the necessarymeasures to avoid any alteration, loss, processing or unauthorised access. You can exercise your rights to access, rectify, cancel, or oppose your personal data by writing to Quimidroga, S.A.,
International Version 10-1-19
C/Tuset 26, 08006- Barcelona, indicating the reference “Protection of Personal Data”.

GOVERNING LAW AND JURIDICTION: The legislation applicable to the present general conditions shall be the Spanish Legislation, and any dispute arising out of its enforcement shall be resolved in first instance amicably between both parties. Within one month after the period of revealing the divergence, and without having found a consensual solution, either party may have recourse to ordinary jurisdiction, submitting it to the Judges and Courts of Barcelona, expressly waiving any other jurisdiction which may correspond to them.