of ELTEC Holding Zrt., Tuderfurt utca 4, 1106 Budapest, Hungary

1. Terms & Conditions and Applicable Law

a) ELTEC contracts are governed by, and shall be construed according to, the written
confirmation of orders and these General Business Terms & Conditions. Other terms or agreements may not be used unless specifically agreed to by ELTEC in writing.

b) The law of Hungary shall apply to all legal relationships with ELTEC. Legal relevance of the United Nations Convention on Contracts for the International Sale of Goods adopted on 11 April 1980 shall be excluded.

2. Prices, Payment and Security

a) All taxes and other levies arising in a recipient country in connection with any delivery and contractual performance hereunder by ELTEC shall be borne by the Customer. For any delivery by ELTEC to a Member State of the European Union, the Customer shall specify its EU VAT (value added tax) number. If the Customer fails to specify its VAT number or specifies a false one, we are entitled to claim compensation for any damage incurred in connection therewith. The same applies to the case where the Customer fails to make the required confirmations as to the delivery of goods and their final destination available to us for an ex-works shipment. We are not obligated to verify the Customer’s VAT number. In case of a significant change in processing costs, reasonable adjustments can be made
to prices. Fixed metal prices are not subject to subsequent change.

b) The net price is payable within 30 days of delivery. The Customer is granted 2% cash discount for payment within 14 days. Days of a payment and cash discount period are counted from the date of the invoice, while for deliveries to foreign countries, from the date of receipt of goods. In terms of compliance with deadlines, the date of receipt of payment shall be taken into account. Non-cash payments are acknowledged on the basis of settlement (especially when they are credited to our bank account). All costs and expenses shall be borne by the Customer, except for those arising from the cash discount granted till the invoice due date. Bills of
exchange are accepted only subject to special agreement. ELTEC shall not assume any liability for formal deficiencies related to bills of exchange, cheques or other payments by bank transfer, as well as for any failure to make a timely presentation or non-acceptance thereof. We have the right to determine which claims are offset by any of the payments received.

c) In case of late payment, ELTEC shall have the right to charge default interest according to the provisions of Section 6:48 of Act V of 2013 on the Civil Code of Hungary.

d) Offset against our claims and retention are permitted in the only event that the
Customer asserts a legally valid or uncontested counterclaim, or if the counterclaim is still pending. Any offset is permitted only if it is notified in advance (1 month before the due date).

e) If the Customer does not comply with the payment terms, or if we become aware of facts or circumstances, which we believe, or any authoritative third party believes, to be liable to deteriorate the Customer’s creditworthiness or solvency, we shall have the right to cancel all payment terms or demand security without prejudice to other legal rights and remedies, which may be available to us.

3. Risks of Damage, Deliveries, Commercial Terms and Public Law

a) At the moment when goods leave our delivery depot, including free door-to-door
deliveries and personal acceptance, any and all risks of damage shall pass to the
Customer.

b) The Customer shall not return part deliveries except when it is not interested in allowing contractual performance in the form of phased deliveries. The forwarding company, the carrier and the delivery route shall be determined for each delivery.

c) INCOTERMS 2000 shall apply in relation to all commercial clauses.

d) In respect of picture captions, the prevailing national and international legislation shall apply.

4. Delivery Dates, Delivery Obstacles and Delays

a) Delivery times and dates always refer to approximate ex-works or ex-warehouse
delivery times and dates.

b) Our obligation to perform is subject to timely and proper removal of goods by the
Customer from our premises unless late delivery or non-delivery is attributable to our acts or omissions.

c) If a delay in delivery is due to Force Majeure, the delivery time may be extended
according to the circumstances. This provision shall apply whether the cause of delay occurs before the stipulated time of delivery or when the contractual partner is already in default. Breakdowns, production stops, difficulties in purchasing, salary fights and other circumstances that cause any significant difficulty for us in performing deliveries shall be considered events identical with Force Majeure events.

d) In any event, ELTEC falls late only if it cannot deliver, upon receipt of the Customer’s written request, within a reasonable additional period after the due date due to reasons within its scope of competence. Another condition shall be that the Customer itself does not fall late in its respective obligations arising under the business relationship with ELTEC. Provisions set out in Section 9 of these General Business Terms & Conditions shall determine the extent of liability for any damage resulting from delayed performance.

5. Weights, Quantities, Dimensions, Condition, Degree of Alloying and Deviations
The burden of proof lies with the Customer if it considers that data concerning the weight, number or specification of goods stated by ELTEC in a delivery note or invoice are not true.

6. Retention of Title

a) We shall retain title to the goods until all of the Customer’s current and future
contractual obligations towards us are settled in full.

b) If our goods are processed by the Customer, ELTEC shall be deemed the manufacturer thereof without incurring any liabilities, and we shall acquire title to such newly created goods. If the processing is done in combination with other materials, we shall have co-ownership of the resulting products in the proportion of the invoice value of our own goods to that of such other materials. If, after mixing or combining our own goods with things of the Customer, the latter shall be considered the principal thing, co-ownership of the resulting new object shall pass to ELTEC in the proportion of the invoice value of our own goods to the invoice value or, failing that, the market value of the principal thing. In this case, the Customer shall be deemed a bailee.

c) The Customer shall, at the time of execution hereof, confer upon ELTEC as security all claims arising from the sale of goods subject to retention of title in proportion to our existing ownership of goods to be sold.

d) The Customer shall be entitled to dispose of the goods subject to retention of title and recover the assigned claims as part of its normal business until it fulfils all its obligations arising under the business relationship with ELTEC, in particular until it complies with the relevant terms of payment, and does not jeopardize retention of title by ELTEC. Otherwise, we shall be entitled to claim the provisional release of goods subject to retention of title at the Customer’s expense without exercising our right of withdrawal and setting an extension deadline. The Customer shall, whenever requested by ELTEC, provide unrestricted access to the goods for the purpose of surveying and taking them into possession. Moreover, we shall be entitled to revoke the Customer’s right to recover claims.

e) The Customer shall, at our request, provide the necessary information on the state of goods subject to retention of title and on the assigned claims mentioned in the foregoing, as well as to inform its buyer about the assignment.

f) If the security based on the retention of title exceeds the claim to be secured by more than 20%, ELTEC shall, at its discretion, release securities to the same extent.

7. Warranty

a) Any formal deficiency, defective performance and quantitative difference shall, if based on reliable inspection, be notified in writing to ELTEC without delay but no later than 2 weeks after receipt of goods. If a deficiency or defect not recognized at the first inspection of goods becomes identifiable at a later date, it shall be immediately, but no later than 2 weeks from the moment of identification thereof, notified in writing to ELTEC in addition to prompt suspension of all processing and reprocessing operations.

b) If the Customer fails to provide timely notification, goods shall be deemed to have been accepted by the Customer in defective state. The same applies to the case when the Customer fails, in spite of our request, to allow us to inspect a defect or deficiency.

c) In case of a legitimate complaint, ELTEC shall, at its discretion, repair defective goods free of charge or provide, at its own cost, replacement goods of the same weight at the original destination upon return of the defective goods, or take back such goods against repayment of the amount of consideration already paid. If the goods cannot be repaired or supplemented, the Customer shall be entitled to request replacement or discount.

d) In case of failure of partial fulfilment, the Customer shall not claim fulfilment of the remaining portion.

e) We shall not inspect the functionality, dimensional stability and completeness of the goods supplied.

8.Technical Advice, Ensuring Properties

a) We shall provide technical advice to the Customer to the best of our knowledge and capabilities. The provision of technical advice shall not, however, impose any obligation on ELTEC, and shall not release the Customer in any manner from the inspections and tests to be conducted by it. The responsibility for ensuring full compliance with relevant legal and regulatory requirements during the use of our goods shall rest with the Customer.

b) Scope of delivery, dimensions, weights, raw materials, appearance and performance details are solely used to identify the goods supplied, and not as a warranty of their properties. If, at the time of the transfer of risks, any of the guaranteed property is missing, ELTEC shall, at the Customer’s discretion, repair defective goods free of charge or provide, at its own cost, replacement goods of the same weight at the original destination upon return of the defective goods, or take back such goods against repayment of the amount of consideration already paid.

9. General Limitation of Liability

Unless contrary to mandatory legal regulations, any claims for damages shall be admitted only in case of wilful misconduct or gross negligence, and only to the extent and provision of coverage available under ELTEC’s third party liability insurance. If our liability insurance policy does not provide sufficient coverage for the remaining claims for damages, for example in case of delay or impossibility, our liability shall be limited to five times the amount paid in consideration for the delivery of goods or the provision of services objected.

10. Limitations

All warranty and compensation claims shall, irrespective of their legal basis, be limited to 6 months from the date of delivery or performance or, for longer warranty periods, to the date of expiry thereof. Any longer warranty period shall be valid only if agreed to by the parties in writing.

11. Third Party Protection, Titles to Assets

a) If third party rights are violated by deliveries on Customer’s schedules or instructions, the Customer shall relieve and make harmless ELTEC from any and all claims.

b) In case of full or partial reimbursement of expenditures incurred in respect of assets, the Customer shall not acquire any title to the assets themselves.

12. Place of Performance, Court of Competent Jurisdiction

a) The place of performance shall be Budapest, Hungary in respect of any obligation.

b) When the Customer acts as part of the conduct of its normal business, the venue of the court of competent jurisdiction shall be Budapest, Hungary or, at the discretion of ELTEC, the Customer’s principal place of business and, in bill of exchange-related cases, the place of payment.