These Terms and Conditions govern all sales of products by Advanced Composites Mexicana SA de CV. By accepting delivery of products or paying for goods described in any invoice, Buyer accepts and agrees to be bound by these terms and conditions in their entirety.

Exclusion of Warranties

Advanced Composites Mexicana SA de CV guarantees that only the goods supplied must comply with the description that appears on the invoice for the goods.

ADVANCED COMPOSITES MEXICANA SA DE CV MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ADVANCED COMPOSITES MEXICANA SA DE CV ALSO EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES AGAINST INFRINGEMENT OF PATENT OR OTHER INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES.

Patent Responsibility

The sale of products does not imply the absence of patents or constitute a license of any existing or pending patent. The responsibility for determining the existence of patents or other intellectual property rights rests solely with the Buyer.

Limitation of Remedies

BUYER'S EXCLUSIVE REMEDIES WITH RESPECT TO ANY CLAIM, WHETHER IN CONTRACT, TORT, WARRANTY OR OTHERWISE, SHALL BE LIMITED EXCLUSIVELY TO ADVANCED COMPOSITES MEXICANA SA DE CV REFUNDING THE PURCHASE PRICE OR REPLACEMENT OF ALL PRODUCTS SHOWN NOT AS WARRANTED. ADVANCED COMPOSITES MEXICANA SA DE CV SHALL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES SEEKED AS CONTRIBUTION OR INDEMNITY.

Notice of Non-Conformity of Products

If the buyer considers that the goods are not satisfactory because they do not comply with the description on the invoice, the buyer must notify Advanced Composites Mexicana SA de CV in writing within thirty (30) days from the date of shipment.

Key Deadline

Failure to provide written notice within 30 days from the date of shipment constitutes a waiver of all claims with respect to such goods.

If requested by Advanced Composites Mexicana SA de CV, Buyer will immediately return all unconsumed goods claimed to be other than guaranteed. Advanced Composites Mexicana SA de CV will pay freight only for unconsumed merchandise determined to not have met the description on the invoice.

Time to Exercise Legal Action

Statute of Limitations

In any claim against Advanced Composites Mexicana SA de CV, the Buyer must initiate legal action within one (1) year after the date from which the claim arises — or said claim lapses despite any statute of limitations.

Price and Quantity, Taxes, Price Adjustments

Unless otherwise provided under article 2, and without regard to any course of negotiations between the parties:

Advanced Composites Mexicana SA de CV will not be obliged to sell or deliver any quantity of product beyond the quantity that, in its sole judgment, is available for such purpose on the scheduled date of shipment to Buyer.

The product price will be the price of Advanced Composites Mexicana SA de CV on the date of shipment.

Advanced Composites Mexicana SA de CV reserves the right to establish minimums and/or premiums or reject orders for unusual sizes or partialities.

Unless otherwise specified on the invoice, over- or under-time of up to ten percent (10%) will constitute due fulfillment of any order.

Freight deductions will be those specified by Advanced Composites Mexicana SA de CV from the date of shipment.

The buyer must allow Advanced Composites Mexicana SA de CV a reasonable time for delivery of product shipments.

Any tax payable due to the sale, use or consumption of any products sold to the Buyer — other than taxes based on net income of Advanced Composites Mexicana SA de CV — will be the responsibility of the Buyer.

Price Change Notice

Advanced Composites Mexicana SA de CV may change any price, merchandise or payment terms by notifying Buyer no less than thirty (30) days in advance. However, voluntary temporary assignments or competitive benefits may be instituted or eliminated at any time without prior notice.

Credit

If, in the discretion of Advanced Composites Mexicana SA de CV, the financial responsibility of the Buyer is altered, Advanced Composites Mexicana SA de CV may require advance payment in cash or a sufficient deposit and may withhold shipments of products until receipt of said payment or security. Such action will not constitute a change to the established payment terms.

Collection Costs

If past due amounts are placed with an outside agency for collection, or if an attorney is retained and/or a lawsuit is filed, Buyer will pay all collection costs, including attorneys' fees, in addition to other amounts owed.

Payment

Payment Terms

Unless otherwise specified, payment is due in full no later than thirty (30) days after the date of shipment. Advanced Composites Mexicana SA de CV reserves the right to impose a finance charge of 1.5% per month (or the highest rate permitted by law, whichever is lower) on all amounts outstanding after the due date.

Applicable Law

Governing Law & Jurisdiction

This contract will be governed and construed in accordance with the laws of the State of Aguascalientes, Mexico. The appropriate venue for all actions arising in connection with these terms is exclusively a court in the Municipality of Aguascalientes. The parties agree to submit to said jurisdiction.

Modifications

The terms of this agreement cannot be modified except by a written document signed by Advanced Composites Mexicana SA de CV and the Buyer. No verbal agreements or informal communications shall modify these terms.

Waiver

The waiver by Advanced Composites Mexicana SA de CV of any term or condition set forth herein shall not preclude Advanced Composites Mexicana SA de CV from attempting to enforce the terms and conditions on any other occasion, and shall not constitute a waiver of any other terms and conditions established in this document.

Limitation of Authority of Employees and Agents

No person employed by or affiliated with Advanced Composites Mexicana SA de CV is authorized to assume any responsibility on behalf of Advanced Composites Mexicana SA de CV other than those obligations expressly provided for in this document. Any commitments made by employees or agents outside the scope of this document are not binding on the company.

Effect of Conflicting Conditions on Buyer's Order

If the terms and conditions of this invoice differ in any way from the terms and conditions of Buyer's order, the invoice shall be construed as an offer for free sale and will not be effective as an acceptance of such order unless Buyer assents to the terms and conditions hereof, which shall be the final and complete agreement between the parties.

Acceptance by Conduct

Buyer's acceptance of any product or payment for goods described in any invoice constitutes full acceptance of these terms and conditions.

Right to Return

If the buyer does not agree with these terms, the buyer must return the goods in the same manner they were sent, within ten (10) business days of receipt, at the expense of Advanced Composites Mexicana SA de CV.

Assignment

The Buyer may not assign its rights or delegate its functions without the prior written consent of Advanced Composites Mexicana SA de CV. Any other assignment, without such consent, will be void and of no legal effect.

Safety, Health and Compensation

Advanced Composites Mexicana SA de CV will provide Buyer with Safety Data Sheets (SDS), including warnings, and health and safety information relating to products and/or containers.

Buyer's Safety Obligations

The Buyer agrees to disseminate safety information to all persons who may be exposed to possible dangers, including Buyer's employees, agents, contractors or customers. Buyer shall instruct all personnel in the handling, use, sale, transportation, storage, and disposal practices for the Product.

SDS Library

All Safety Data Sheets for ACP Mexicana compounds are available for download at acpmex.com/sds/ — 119 documents in Spanish, English and Chinese.

Questions about these Terms & Conditions?

Contact our team or download the Safety Data Sheets for our products.