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Sunrise Industries, Trade Register No. 24435100 PO Box 283 - 3130AE Vlaardingen - The Netherlands General Terms and Conditions of Sale September 2012 These general terms and conditions of sale are registered under No 24435100 at the Chamber of Commerce (KvK) Rotterdam. They are applicable to all agreements with and/or legal acts of Seller. Any and all other conditions are explicitly rejected. Article 1. Applicability 1.1 These general terms and conditions apply to all tenders and agreements - whether or not in writing -   respective of the sale, delivery and payment of goods and services, and in particular respective of   the material to be milled, of the private company Sunrise Industries B.V., (registered and)    established in Vlaardingen, as well as to its associated and subsidiary companies. 1.2 Provisions and agreements deviating from these general terms and conditions, including any of the   client's general terms and conditions, shall only be lawful if confirmed in writing by the Management   or the Staff authorised for this purpose. 1.3 These general terms and conditions have been updated in 2012 and come into force   as of September 1st, 2012. Article 2. Definitions 2.1  Sunrise Industries B.V. and its associated and subsidiary companies in these terms and conditions are   indicated as ' Sunrise'. 2.2 'Materials' include the materials provided by the client to Sunrise for milling, crushing and/or any   other processing purposes. 2.3 'Client' means any natural person or legal entity concluding an agreement directly with Sunrise with    respect to its goods and/or services. 2.4 'Parties' are Sunrise and its client. Article 3. Tenders 3.1 Unless otherwise stated, tenders are valid for 60 days from the tender date. If not expressly stated   otherwise, tenders are entirely free of commitment. 3.2  The stipulated prices are stated per ton (1000 kg), unless stated otherwise. 3.3  When regulations are issued by the local or state authorities pursuant to which prices will have to be   invoiced other than those agreed between the parties, Sunrise will be entitled to cancel those parts    of the current agreements that have not yet been implemented. 3.4 All the prices stated by Sunrise are exclusive of turnover tax and/or other taxes in the broadest   sense of the word, unless agreed otherwise in writing. Article 4. Agreement 4.1 At the confirmation of the order or after acceptance of the tender drawn up by Sunrise, the content   of the order confirmation or the accepted tender shall be considered to be the scope of the   agreement, subject to the provisions below. 4.2 Any subsequently made agreements and/or amendments as well as commitments by staff or   subordinates of Sunrise shall only be binding providing that they have been confirmed in writing by   the management or Sunrise's thereto-authorised staff. Article 5. Storage 5.1 The materials processed by Sunrise can be stored at Sunrises site without charges for a maximum   period of two weeks, unless agreed otherwise; after this period, storage costs will be charged. 5.2 The material (either processed or unprocessed) shall be stored at the risk and responsibility of the   client during the entire period. The stored materials are not insured by Sunrise, unless expressly   agreed between parties. Article 6. Delivery*) 6.1 Delivery period:   a)  Delivery period means the time between the date at which the materials were supplied by the     client to Sunrise with Sunrise's permission and the time and/or the agreed date at which, or     the period to be determined within which, the processed material is prepared for transport;   unless agreed otherwise.   b)  The delivery period will be extended by any delay, caused by the client's negligence to timely   pay an amount which has become payable or by the client's negligence to comply with another   obligation. The costs caused by such negligence, shall be for the account of the client. c)  The delivery periods stated and agreed by Sunrise are targets, not fatal deadlines, unless   expressly agreed otherwise in writing. 6.2 The delivery is considered to have been effected: a)  in case the materials are collected by or on behalf of the client from the address agreed   between the parties; by the acceptance of the materials;   b) in case of dispatch by the agency of a professional transport company; by the transfer of the   materials to that transport company; 6.3     Default:   a)  Default by Sunrise caused by disruption of Sunrises production process; required reduction of   the production; lack of suitable transport facilities or fuel and/or other energy; strikes or   exclusions; domestic riots; state of war; mobilisation; siege; impeding government measures;   the situation where a private or public organisation is prohibited to make deliveries, which   decisions are binding upon Sunrise, irrespective of whether the fact that such prohibition to   make deliveries existed at the time the agreement was effected and was binding upon Sunrise;   lack of raw materials; not or non-timely delivery by Sunrise's suppliers; and in general any   cause hampering the processing, storage, dispatch, transport or delivery; cannot be attributed   to Sunrise, and such circumstances release Sunrise from any commitment to deliver or to   comply, irrespective of whether the above circumstances occur at Sunrise or at its suppliers. b)  If such default of Sunrise lasts for more than one month, each of the parties - while excluding   any further rights - shall be entitled to dissolve the agreement in writing in accordance with    the law. c)  In the case of Sunrise's default, Sunrise shall not be bound to pay any damages. *) Unless agreed otherwise, the use of the term "delivery" does not imply transfer of the title to the processed materials or those yet to be processed, but it refers to the physical supply and   delivery of the unprocessed or processed materials. Article 7. Dissolution 7.1 If client fails to comply with any obligation under the agreement effective between parties and   further-more, in the case of bankruptcy, moratorium, receivership, arrest or liquidation of clients   business client is considered to be in default by law and any claim Sunrise has or obtains against   client will be immediately payable without any summon or notice of default. In the cases   mentioned in this section, Sunrise is entitled to dissolve the agreements with client and Sunrise shall   not be bound to any further compliance, or to pay damages, without prejudice to Sunrises right to a   full compensation of the costs, damage and interest pursuant to these terms and conditions. Article 8. Complaints 8.1 Sunrise must be notified in writing and properly documented, of complaints about her performance   within fifteen (15) Working days following the delivery. The consequences of non-timely filing of   complaints shall be for the account of client. 8.2 Only complaints with respect to materials that are still in the condition in which they were delivered   by Sunrise can be considered valid complaints. 8.3 Small deviations in quality or performance that are considered acceptable or unavoidable in this   industry shall not give cause to complaints. Further to this client must account for some volume loss   due to the milling and processing of the material supplied to Sunrise. 8.4 Return shipments which have not been preceded by a complaint such as described under 8.1 and a   written confirmation that Sunrise accepts the return shipment, shall not be accepted. The costs of   unfounded and/or not previously notified (in writing) return shipments shall be for the account of client. Sunrise may store the respective materials at its location or at that of third parties for the   account and at the risk of client. 8.5 In no event whatsoever shall complaints entitle client to dissolve the agreement concluded with     Sunrise. Nor shall complaints entitle client to suspend payments, obtain a discount and/or offset    payments. Article 9. Liability 9.1 Sunrise shall not in any case be bound to pay any compensation whatsoever, caused in or by the use   of the processed materials or by the fact that (processed) materials have appeared to be unsuitable   for the purpose for which the client wishes to use them. 9.2  Sunrise is not liable for any direct or indirect damage including business loss, damage to goods or   injury to persons, caused by the supplied (processed) materials or by advice or information provided,   or any damage caused by poor quality of the supplied materials, all of the above in the broadest   sense of the word. 9.3 Client holds Sunrise harmless, as far as the law permits, against any liability of client with respect to   a fault in the materials supplied by Sunrise. 9.4  Without prejudice to the provisions stated in 9.1, 9.2 and 9.3, any obligation of Sunrise to pay   damages, on any account whatsoever, shall at any time be limited to the amount Sunrise charged to    client for (milling) work of the respective materials. Article 10. Payment 10.1 The date of payment shall be the day the payment is credited to Sunrise. 10.2 All payments must have been made by the last day of the agreed payment period (expiry day). 10.3 If client has not paid the amount due by the agreed expiry day, or - when no expiry day was agreed,   has not paid within 10 working days following the moment client was held in default by Sunrise,   client is considered to be in default by law. In that case, Sunrise is entitled to charge a monthly   interest fee of 1% on the amount due from client. The interest will be charged from the expiry day,   while part of a month shall be considered a whole month. 10.4 Should Sunrise be required to seek legal advice with respect to a dispute related to an agreement   concluded with client to which these terms and conditions apply client shall carry the costs for legal   aid. The out-of-court collection costs amount to 15% of the amount due with a minimum of   € 500,00, to be increased with the actually incurred expenses. 10.5 In case of late payment, Sunrise shall be entitled to suspend delivery and/or processing of other   materials, or as the case may be, to dissolve any agreement concluded with client or parts thereof   without a summons or court intervention, and claim full damages from the client. Article 11. Miscellaneous 11.1 In so called test milling and batches of less than 100 tonnes, any costs for cleaning the units shall be   charged in addition to the agreed milling price. 11.2 Client by itself is obliged to notify Sunrise of any hazards related to his material, which includes:   risks of silicosis, explosion, fire and gas and poisonous substances. Further to this client must supply   an MSDS (Material Safety Data Sheet) for each type of material to be processed, prior to the moment   the client requests a tender. 11.3 Client is also obliged to notify Sunrise of any possible contaminated material supplied, in particular if   such contamination may cause a hazard to persons, to the equipment, as well as to the environment    (water, soil and air pollution). 11.4 The damage caused to Sunrise when client has not supplied information on the contents of sections    11.2 and 11.3 -also in the case client was unaware of the hazards and/or pollution of the supplied   aterial- shall be fully for the account of and at the risk of client. 11.5 Contracted milling assignments are always carried out with the greatest possible care, among others   by cleaning the units as thoroughly as possible beforehand. Otherwise, Sunrise cannot give any   guarantee with respect to contamination or chemical composition. 11.6 Client must account for some loss due to milling or processing. When the materials to be processed   by Sunrise represent a high value, Sunrise advises client to provide weight declaration documents   when delivering the materials. Article 12. Disputes 12.1 Dutch law applies to any dispute related to an agreement within the scope of these terms and   conditions. 12.2 Disputes mentioned under 12.1 shall only be settled by the Court at Rotterdam, except when the   cantonal court is the competent party to take cognisance of the disputs. Download the pdf version of our Terms and Conditions.

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