GENERAL TERMS AND CONDITIONS OF SALE OF INDULITE B.V. LOCATED IN DRUTEN, THESE TERMS AND CONDITIONS ARE

REGISTERED WITH THE CHAMBER OF COMMERCE IN TIEL UNDER FILE NUMBER 11057168

Article 1 – Applicability

On all offers, sales, deliveries and services by
Indulite B.V., hereinafter referred to as Indulite, to the customers
only these terms and conditions apply to the extent not
expressly deviated from this in writing by both parties.
A reference by the customer to its own purchasing,
tender or other terms and conditions shall be provided by Indulite
not accepted.

Article 2 – Sales conditions

a. All quotations issued by Indulite are without obligation. The
prices are exclusive of sales tax, assembly and
installation, unless the parties expressly agree otherwise in writing
have been agreed.

b. For amounts over 500 (five hundred) euros, the
quoted prices based on delivery carriage paid to
house within the Netherlands and for lower amounts will
the shipping or transport costs will be charged separately
are being brought. In the absence of a
place indication, the price per delivery applies at the
the customer’s head office in the Netherlands.

c. Orders and acceptance of offers by the customer
are considered irrevocable.

d. If the agreement is entered into in writing,
is it established on the day of signature of
the contract by Indulite, respectively on the day
of sending the written order confirmation
by Indulite.

e. If after the date on which the
agreement one or more of the cost factors a
undergo an increase – even if this occurs as a result
of foreseeable circumstances – is Indulite
entitled to the agreed price
increase accordingly.

f. Additional work is considered to be anything that
Indulite in consultation, whether or not recorded in writing,
with the customer during the execution of the
agreement over the contract or the
order confirmation expressly established
quantities is delivered and/or applied then
or by her above the in the contract or
order confirmation expressly established
work is performed. Payment of
additional work will take place as soon as this has been submitted to the customer
has been charged.

g. The packaging is not included in the price and is
billed separately. Packaging is not
taken back.

Article 3 – Delivery time

a. A delivery time agreed by the parties commences on
the day of the conclusion of the agreement,
or, if later, on the day Indulite is in possession
is of all data necessary for the
execution of the agreement.

b. A delivery time is only a guideline, unless
expressly agreed otherwise in writing.
Barring gross negligence on the part of Indulite,
exceeding the delivery time, the customer is not entitled to
on full or partial dissolution of the
agreement. Exceeding the delivery time – by
whatever the cause – does not entitle the customer to
perform or do it without legal authorization
performing work for the implementation of the
agreement.

Article 4 – Delivery, transport and storage

a. With regard to the delivery time, the goods shall be deemed to be:
delivered when they are supplied by Indulite or the
carrier, have been made available to the customer
at the agreed place of delivery. from the ter
disposition will be a note
made on the waybill or similar
document. The customer is responsible for the unloading, the
receipt and control of the delivered
matters and also takes care of the storage and
security thereof.

b. Immediately after the goods are deemed to have been delivered in the sense
of art. 4, sub a and sub c, the customer bears the risk
for all direct and indirect damage caused to or by
the goods were allowed to arise, except insofar as
gross negligence of Indulite. If the customer
remains in default after notice of default with the purchase of
the goods, Indulite will be entitled to pay the costs of
storage of the goods to be charged to the customer
bring.

c. If Indulite, at the written request of the customer, in
deviation from the provisions under a, the cases via
the TPG Post or a comparable organization
sent by post, the matters with regard to the
delivery time when they are sent to the TPG Post
or a similar organization are available
made, all this after the purchaser thereof
notified in writing.

d. The customer will inspect the goods within 3
(three) working days after the delivery as referred to in Article
4, sub a and c.

e. If the period referred to under d is not
written and specified notification of justified
complaints has expired, the goods are deemed to have been
accepted. Without prejudice to the obligation of
Indulite to fulfill its warranty obligations
will the acceptance according to the previous sentence every
claim of the customer for a shortcoming in the
exclude performance of Indulite.

f. Indulite is entitled to deliver in parts
(part deliveries), which can be ordered separately
invoiced, the customer is then obliged to pay
in accordance with the provisions of Article 5.

Article 5 – Payment

a. Unless otherwise agreed, the
payment of the invoiced amount by the
customer must be made in two installments, i.e. 40
(forty) % immediately after the establishment of the
order and 60 (sixty) % within 30 (thirty) days after
invoice date in the manner to be indicated by Indulite.
Payment must be made without any deduction or
settlement by the customer.

b. If any payment is not made on time, the
customer is in default by operation of law and the customer is
without further notice of default, from the due date,
an interest owed on the outstanding amount of
1.5% per month, exceeding the
payment term with part of a month will apply
if exceeded by a full month.

c. As soon as the customer is in default with any payment,
the customer the for collection of the claim by
Indulite made extrajudicial and judicial
costs are owed to Indulite.

d. If the customer is in default in any way with
its payment obligations, Indulite will be entitled
its current delivery and other obligations
towards the customer until further notice
or, without prior notice
notice of default or judicial intervention is required,
to dissolve the agreement in whole or in part,
without this in any way affecting any
liability towards the customer will be
lead.

Article 6 – Force majeure

a. In all cases of force majeure, including
transport difficulties, epidemic, fire, strike and
exclusion, business disruptions, government decisions and
measures of any kind,
war (danger), martial law and the like, both
on the side of Indulite as on the side of her
suppliers, Indulite will fulfill its delivery obligations
suspend in whole or in part towards the customer,
or the agreement without judicial
may dissolve the intervention in whole or in part,
without this leading to any liability on its part towards
the customer will be able to lead.

b. If Indulite wishes to invoke force majeure, it will
within ten working days after the occurrence of the
force majeure situation, or becoming aware of this, the
inform the customer of this in writing.

Article 7 – Retention of title

a. Without prejudice to the provisions of Article 4 under a, b and c,
the ownership of the goods delivered by Indulite
first transfer matters to the customer as soon as it arrives
Indulite everything (including invoiced amount including
interest and costs) has paid what the customer
Indulite with regard to deliveries or work
is owed. A lien on those things comes from the
not allow the customer.

b. The customer is only entitled to those acts with
relating to matters in which a

retention of title by Indulite rests, which belong to the
normal and regular conduct of his business
belong.

c. When the goods are sold on credit to third parties, the
customer obliges its customers to
to stipulate retention of title on the basis of
the provisions of this article.

d. As long as the ownership of goods delivered by Indulite
has not been transferred to the customer, the latter will not
are entitled to pledge or in any other way
manner to grant any right thereto to third parties, unless
other than stated in this article.

e. Indulite will be entitled to
unhindered access to the delivered goods. The
the customer will fully cooperate with Indulite
in order to enable Indulite to use it in sub
a to exercise included retention of title
by repossession of the goods, including the
any necessary disassembly for this.

f. Payments by the customer to Indulite will always be
shall be deemed to relate to the longest
outstanding invoice from Indulite.

Article 8 – Warranties

a. Without prejudice to the limitation stated below
Indulite in both for the soundness of the by
its delivered goods as well as for the quality of the
materials used and/or supplied for this purpose, for
as far as it concerns not observable during inspection
defects in the delivered goods of which the
customer proves that within 6 (six) months after the
delivery in accordance with Article 4, sub a, b and c, have occurred
solely or primarily as a direct result of a
inaccuracy in the construction applied by Indulite
or as a result of defective workmanship or
use of bad material.

b. Notwithstanding the provisions under a, apply to
goods and parts by Indulite from third parties
concerned, the claims made by these third parties
warranty period.

c. Goods delivered by Indulite over which the
customer has made a correct and timely complaint, will be sent to
choice of Indulite either restored or taken back
at the amount invoiced for these items,
or replaced by similar items to which
no defects sticking.

d. Indulite shall be deprived of the warranty given in Articles 8 and 11
are released if the obligations provided by Indulite to the customer
goods delivered, by the customer or third parties
changes have been made, as well as if the
delivered goods not in accordance with the
specification whether the normal destination have been used
as well as if the customer uses any of the underlying
obligation arising from the agreement
towards Indulite or not in a timely manner. Indulite will
also of the information given in Articles 8 and 11
warranty period are released in the event of
injudicious use of the delivered goods by
or careless behavior of the customer, its
personnel or other persons engaged by him
persons.

Article 9 – Complaints

a. Complaints regarding defects must be submitted as soon as
possible after its discovery, but no later than within
14 (fourteen) days after the expiry of the
warranty period to be made in writing, at
exceeding of what period any claim against
Indulite with regard to those defects lapses.

b. Complaints about invoices must also be made in writing
be submitted within 14 (fourteen) days
after the invoice is sent.

c. Legal actions for defects serve
within 1 (one) year after the timely advertisement on pain of
forfeiture to be filed.

d. Submitting a complaint discharges the customer
never from his payment obligation towards
indulite.

Article 10 – Liability

a. Indulite’s liability is limited to
fulfillment of the obligations set out in Articles 8 and 11 of this
conditions described warranty obligations.
Except for gross negligence on the part of Indulite and
except as provided in the previous sentence, all
liability of Indulite, such as for business damage,
other indirect damage and damage resulting from
liability to third parties excluded. Indulite is
therefore also not liable for damage caused by
violation of any intellectual property rights
from third parties as a result of use by or on behalf of
information provided to the customer such as drawings,
models, designs and the like.

b. In all cases where, notwithstanding the provisions under a,
Indulite under a court order to
is liable for compensation, this
obligation to pay compensation is limited to the amount that
under Indulite’s insurance policies in the
the case concerned is paid out. If a profession
on the stipulation in the previous sentence is not
honoured, the amount of compensation shall be
never exceed the net invoice value of the
delivered that caused the damage.

c. The customer is obliged to indemnify Indulite
respectively indemnify them in respect of all
claims from third parties for compensation of damage,
for which Indulite’s liability in this
conditions in the relationship with the customer is
excluded.

Article 11 – Services and commissioning

a. If Indulite agrees to any form of
services with regard to the products supplied by Indulite
agreements, such as commissioning thereof, will
Indulite make every effort to perform these services with care
feed, where appropriate in accordance with the
agreements laid down in writing by the customer and
procedures.

b. If it has been agreed that the services in
phases will take place, Indulite may initiate the
postpone services belonging to the next phase
until the customer receives the results of the
prior stage in writing.

c. The customer accepts that, if the parties
agree that the services to be provided are
extended or modified, the time of completion of
the service may be affected as a result.
Indulite will inform the customer about this as soon as possible
may notify.

d. Notwithstanding the provisions of Article 8, sub a, b and c,
with regard to the services provided by Indulite,
unless otherwise agreed, only warranty
given for the soundness of the performed
services for a period of six months. This one
warranty is Indulite’s sole obligation to
in case of fault, the relevant services,
in so far as faulty is done, again to
perform.

Article 12 – Applicable law

The relationship between Indulite and the customer, both in the pre-contractual and in the contractual phase, including all ensuing disputes of whatever nature, is exclusively governed by Dutch law.