Translation: The original french version has priority

1 Scope

In the absence of express agreement to the contrary, these general conditions of sale shall apply to all our sales, notwithstanding any clause to the contrary contained in any documents emanating from our customers.

The fact that we do not apply any clause hereunder shall no be deemed a waiver thereof.

Any waiver on our part of any clause hereunder shall in no way affect the validity of the other clauses.

Should any of the clauses hereunder be partly void, this shall not affect the validity of the other clauses.

2 Orders

Orders placed with our agents or representatives or taken by them, as well as those addressed direct to our offices, shall only be binding on the Company when we have accepted them in wri­ting.

We reserve the right to deliver quantities that may differ from the quantity ordered by up to 10 more or less, and the buyer undertakes in all events to pay the price corresponding to the quanti­ty delivered.

3 Prices

Our prices apply to goods weighed at the departure point, less the tare. They are calculated on the basis of the laws, regulations, customary practice, taxes and levies and transport conditions in force on the date of finalizing of the sale and may be subject to revision at the time of invoicing according to the tariffs or price list, including any schedules and additions there to, applicable on the date of invoicing.

4 Delivery times

Unless otherwise stated, delivery times are given as an indication. Delays shall not constitute grounds for claiming damages, or cancelling the order wholly or in part.

5 Shipment

We do not provide any guarantee whatsoever in respect of the means of transportation, even if the terms are carriage free or delivered.

The goods shall be shipped and travel at the buyer's risk, even if the terms are carriage free or deli­vered. Unless otherwise stated, we always request application of the lowest freight terms. If we arrange for the transport, our liability shall only be incurred in the event of a gross fault.

6 Right to retain ownership

The transfer of title to the goods sold is deferred until full payment of the corresponding price. The buyer is nonetheless liable for any risks as soon as the goods have been made available. In the event of default of payment on the due date, we reserve the right to take back the goods delivered. Our right of repossession may be exercised without distinction on all goods sold by us and still in the buyer's possession. to the extend of the amount outstanding.

7 Payment

The startpoint for due dates for payment of our invoices shall be the date of shipment of the goods or the date on which said goods are made available if the buyer arranges personally for the transport. Default of payment of part of the price on the corresponding due date shall entail ipso jure the fol­lowing consequences without prior notice being required :

The sums due shall bear interest at the payment discount rate agreed in our commercial relations, and in any event not less than the basic lending rate of Banque Nationale de Paris, increased by 2 (two) points.

The buyer shall be bound to remburse to us any expenses resulting from the unpaid balance, such as bank charges, protest charges and stamp duties.

The payment of all other sums owing by the buyer to the seller shall become immediately due, even where drafts have been accepted in respect thereof.

Any other sales finalized wilh the buyer shall be automatically cancelled twenty four hours after receipt of a registered letter informing him of our intention to cancel them, and any part payments made prior to this cancellation shall remain our property.

Any change in the situation of the buyer (legal incapacity, decease, change in form or dissolution of the company, sale, contribution or transfer of goodwill in any form whatsoever, temporary sus­pension of proceedings, rule of court, liquidation or bankruptcy) shall entitle us to cancel all or part of any sales already finalized.

8 Liability - Warranties

Unless otherwise stated in our written acknowledgement of an order, we do not guarantee the sui­tability of our products for the use to which they will be put by the buyer.

In the absence of express agreement the choice and testing of the seller's products is incumbent on the placer of the order, the designer or the constructor, who are alone responsible for ensuring that the finished assembly is suitable for the purpose for which it is intended.

Any technical assistance supplied by the Company is for the purpose of fulfilling the obligation to advise and inform incumbent on any manufacturer concerned about the correct use of his pro­ducts, but can under no circumstances be construed as making the seller co-designer or co-constructor of the finished assembly in which the products are used.

In all cases in which the seller is held liable for reparation of any prejudice, this reparation shall be limited to the replacement of the damaged metal to the exclusion of labour costs, operating losses or any other prejudice.

In the event of visible defects in the goods, those defects must be notified to us by the buyer by registered letter sent, under penalty of preclusion, within one month of the date of acceptance figu­ring either on the dispatch note or on the discharge given to the carrier, according to the case. If the goods have been modified in any manner whatsoever or used by the buyer, no claims shall be considered.

In the event of reserves made within the stipulated period, if we agree that the goods are defecti­ve, we shall only be obliged to replace therm, to the exclusion of the payment of damages. Such replacement shall only be made after the return of the defective steel or parts, with our prior agree­ment, to our plants or depots.

9 Force majeure

In the event of any of the occurrences mentioned hereunder or of any other cases of Force Majeure. we reserve the right to suspend the execution of all or part of an order until such time as the effects of the said occurrence have ceased :

- strikes of all types affecting out Company or our suppliers,

- breakage or breakdown of machinery or equipment, whatever the cause, fire, floods or the effects of lightning,

- stoppage or cul-back of our power or raw material supplies.

10 Jurisdiction

All disputes arising in connection with the present general conditions of sale shall be finally settled under the rules of the International Chamber of Commerce by one or more arbitrators appointed in accordance with the said rules. Swiss Federal Code of Obligations shall be applicable to the exception of disputes arising in connection with the "Right to Retain Ownership" provision. in which case the law of the country of the buyer shall be applicable.

Arbitration shall take place in Albi (France).