The applicable Legal and Regulatory Requirements.

Dear Supplier,
To whom it may concern,
PRESENT.-

We are pleased to greet you. As part of Alian Smart Plastics Partner’s commitment to provide a better service and products to our Clients, we are currently under the process of certification of the IATF 16949: 2016 norm.

To comply with one of the requirements of the norm, Alian Plastics must have a process that ensures that the processes, products and services purchased are in accordance with the legal and regulatory requirements in force and applicable in the country where they are received, where they are delivered and the country designated by the client as the final destination, if provided.

To comply with this requirement, a legend has been added in the Purchase Order format in which it links to the website of Alian Plastics (www.alian.mx) that indicates the applicable Legal and Regulatory Requirements.

We hereby inform you of the content of these Requirements:

THIS PURCHASE ORDER (HEREINAFTER THE "ORDER") WILL BE SUBJECT TO THE TERMS AND CONDITIONS STATED IN THE CLAUSES BELOW CONSIDERING THE ACCEPTANCE OF THE "SELLER" ONCE RECEIVED FROM HIS PART. ANY CHANGE IN TERMS AND CONDITIONS SHOULD BE MADE IN WRITING TO THE AUTHORIZED REPRESENTATIVE OF THE "BUYER".

1.- Legal effects of the Order. – This Order for all legal effects will be considered as a Purchase agreement between ALIAN PLASTICS, S.A. DE C.V. (referred to in the following as Buyer) and the Seller. This contract is executed when the Seller accepts this Order, either expressly or tacitly and will be regulated by the provisions of the Commercial Code and supplementary by those of the Federal Civil Code.

2. Acceptance of the order. – It will be considered as an Order acceptance when the seller receives the purchase order from the buyer and this order is confirmed by the seller or in case that within 72 (seventy-two) hours it’s not rejected by the seller.

3.- Deliveries. - The Seller acknowledges that the delivery of the products covered by this Order precisely in the quantities and on the dates indicated by Buyer is essential for the Buyer´s business and therefore is a determining factor of Buyer's will to issue the present Order.

Consequently, the Seller is forced to supply the parts covered by this Order in accordance with the Delivery Program of the Buyer delivered to the Seller. Notwithstanding the foregoing, the Buyer may anticipate to the Seller the future possibilities, in order that the Seller may take all the precautions to satisfy the Buyer's requirements.

The Seller may at any time modify or suspend the Delivery Program of the Buyer, without this authorizing the Seller to modify the prices of the products or services covered by this Order.

In case the quantity or delivery date wasn’t specified, the Seller is responsible to confirm such quantities and delivery dates with the Buyer. Delivery of materials must be made at the Buyer's address indicated in this Order, unless the Buyer specifies any other address. The Seller agrees that, if the delivery of the products is in the Buyer's plant or offices, delivery shall be made within the hours indicated in this Order.

Nevertheless, the Buyer reserves the right to collect or withdraw directly the products in the warehouses or establishments of the Seller, if Buyer desires. The Seller hereby recognizes and accepts to take as cancelled all product deliveries after the requested date indicated by the Buyer.

4.- Shipments. - The Seller is forced to ship the products covered by this Order precisely in the manner established therein. The Seller hereby compels to notify the Buyer in writing once he shipped the products in question and of sending the corresponding stubs and shipping documents (commercial invoice, b / l, awb, quality certificate, certificate of origin, packing list, etc.) within the same day the shipment is made. If for lack of such notice or due to lack of shipping of the stubs or shipping documents, the products can’t be received by the Buyer on time, all charges caused by delays in the withdrawal or receipt of the products shall exclusively be at Sellers cost and expense.

5.- Partial deliveries. - The Buyer at his choice may accept partial deliveries of products in terms or different time limits from those established in his program of delivery of materials.

6.- Excess Products Deliveries. - If the Seller delivers products in excess of the quantities specified in the delivery schedule of the Buyer, Buyer will have no obligation to receive them and if he decides to receive them, he may at any time return them to the Seller, with the understanding that all shipping and transportation expenses incurred for such return shall be paid by the Seller.

It will always be the responsibility of the Seller all the risks and damages that the excess of products delivered to the Buyer may suffer.

7.- Special deliveries. - If the Seller does’t comply with the Buyer's delivery program of materials, the Buyer shall have the right to demand the same delivery by means of a different and more agile transportation than originally agreed and the Seller shall reimburse the Buyer for any expense caused by such transportation, unless the Seller's fault is due to unforeseeable circumstances or force majeure.

If the Seller fails to comply with a firm scheduled delivery by the Buyer, the Buyer shall have the right to demand reimbursement from the Seller of the additional costs to the price agreed with the Seller caused by acquiring a substitute product either national or foreign.

likewise, the Seller shall cover the Buyer all the damages and losses caused by its breach. The Buyer is authorized to deduct from any payment that must be made to the Seller, any expense or cost of those mentioned in this Order.

8.- Packaging and Identification. - The Seller agrees that all charges for packing the products covered by this Order shall be exclusively paid by the Seller, unless expressly stated otherwise in this Order. The Seller hereby agrees to pack and deliver the products or service covered by this Order in the necessary form to prevent damages to such products.

9.- Risks of Loss or Damage. - All risks of loss or damage that may be suffered by the products referred to in this Order during transportation or handling thereof, shall be at Seller’s cost and expense until the products have been delivered to the place agreed with the Buyer.

10.- Quality of the Products. - The Seller agrees that the products supplied to the Buyer, will fully comply with the drawings and technical specifications previously provided by the Buyer.

11.- Inspection of the Merchandise. - The Seller agrees that the products or services covered by this Order will be subject to inspection by the Buyer and that Products delivered won’t be considered accepted by the Buyer until Buyer has inspected them and issued the corresponding acceptance report.

12.- Returns of Products. - In the event that the products or services covered by this Order are not accepted by the Buyer for not complying with the requirements referred to in subsection 10, the Seller will be obliged to replace them according to the Buyer's specifications.

If the Buyer accepts and pays the price of the products that subsequently result with defects or that don’t comply with the specifications of acceptance by the Buyer, in no case shall it be considered a waiver of his rights to return the products or services and won’t liberate Seller from his obligation to replace them in case the Buyer requests it.

All expenses arising from the inspection, shipping and delivery to the Seller of the products or work returned by the Buyer shall be covered exclusively by the Seller.

13.- Changes. - The Buyer may, at any time through a written notice, make changes within the general guidelines of this Order in the following: a. Blueprints, designs and specifications of material, and b. Packaging or shipments.

14.- Prices. - Any change in prices that the Seller intends will be justified by means of a cost structure in which the sale price of the elements that make up the products is shown, along with copies of the invoices corresponding to the items impacted.

Requests for price changes must be submitted to the Buyer in writing at least 30 (thirty) days in advance of the date on which they are intended to take effect for their study, accompanied by the justification for such change.

15.- Cancellation of the Purchase Order. - The Buyer reserves the right to cancel this Order and therefore terminate the contract without any responsibility on his part, in the following cases: a). If the products are not delivered precisely in the place, form and other conditions established in this Order, b). In case any part of the products or services covered by this Order do not comply with the quality, specifications and other requirements established therein. c) In case of insolvency, suspension of payments or bankruptcy of the Seller. d). In the event that the Buyer has to suspend all or part of his operations due to strikes, closures, interventions and in general any unforeseeable circumstances or force majeure, or for reasons beyond Buyer's control.

16.- Labor Conflicts. - The Seller agrees to immediately inform the Buyer of any real or potential conflict that threatens to delay the delivery times established in this Order including all important information in this regard.

17.- Guard of Products by the Seller. - The Buyer reserves the right to ask the Seller to hold over the physical delivery of the products or services covered by this Purchase Order when it considers it convenient and until a period of 30 days as of Seller’s notification to Buyer that the products or services are ready to be delivered. In this case, the Seller will be considered as a depositary of the products or work in question while the Buyer doesn’t dispose or request the delivery of the products without the Seller having the right to any remuneration.

18. Certificates of Origin. - Upon request, the Seller will expeditiously provide the Buyer with all certificates of origin or national added value certificates and all other information related to the costs and places of origin of the Products or Services and the materials contained in them and the manufacture thereof, as may be required by the Buyer to comply in full with all Custom requirements, tariffs and other applicable governmental regulations, including those Customs, tariff regulations and others that allow the Buyer to claim preferential tariff treatment to the entry of the products and their corresponding equipment and tooling.

The Seller will make the necessary arrangements so that the products are chosen and certified for any applicable postponement or free trade program, of the country of importation. The Seller must comply with all the aforementioned regulations. The Seller shall indemnify and keep in peace to the Buyer, its subsidiaries and affiliates, its successors, assigns, representatives, employees and respective attorneys as well as the Client from and against all liability, demand, claim, loss, cost, damage and expense of any nature or class (including fines and penalties) arising out of or as a result of: (i) the delay of the Seller in the provision of such certificates or other information to the Buyer; (ii) any errors or omissions contained in the certificates; and (iii) any breach by the Seller with respect to such regulation.

19. Buyer's website. - The Buyer may modify the terms and conditions of this Purchase Order from time to time, through the publication on its website of the revision of the terms and conditions of the purchase order. The revision to the terms and conditions of the purchase order shall apply to all purchase orders and purchase order revisions issued as of publication date. The Seller must periodically check the Buyer's website.

20.- Confidentiality. - It is agreed that the terms and conditions of this letter, constitute confidential information, and therefore, both the buyer and the seller are obliged not to disclose this letter to any person or entity other than their companies. However, both parties may disclose what is agreed to herein to federal, state or municipal authorities of the United Mexican States.

Also, there will be no limitation regarding information granted to either the seller's or buyer's attorneys, insurance agents or external auditors with respect to the data and information that this Contract may require; and even less in the case of the information provided, requested or required for the exercise of actions by any jurisdictional body involved in the resolution of any controversy related to the present one.

21.- Jurisdiction and Interpretation. - The Buyer and the Seller agree that this Contract shall be interpreted in accordance with the laws of the State of Nuevo León, specifically in the courts of located in the city of Monterrey, Nuevo Leon, for which both parties shall resign from this moment to any jurisdiction that by reason of its address, present or future, could correspond to them.

Mentioned the Requirements, we request that as a CRITICAL supplier of Alian Plastics, be committed to fulfill them, as well comply with the applicable statute and regulatory requirements in relation to the product(s) supplied.

Without further ado, I appreciate the attention to this request with your firm commitment.