SALES CONTRACT TERMS AND CONDITIONS


1. After the signature of the sales contract, the price of the goods and the payment terms cannot be changed.


2. The Seller may by written notice to the Buyer adjust the time of the delivery based on the production schedule of the mill.


3. Final shipment schedule will always depend on the production plan of the mill.


4. This contract becomes binding for both parties upon signature.


5. Any amendments to this Sales Contract can only be made with the written consent of both parties.


6. The Buyer can not automatically deduct claims on outstanding payments for any reason.


7. Any down payment received from the Buyer regarding this Sales Contract will be reduced from the invoice amount upon shipment. In case, the Buyer decides to cancel the order, the down payment is kept by the Seller and invoiced as service charge.


8. Once goods are shipped to the Buyer’s preferred destination, the Buyer is obligated to clear the shipment and release the payment as per agreed upon payment term. If the Buyer cannot make the payment of the products listed in the contract within 7 days starting from the arrival to the destination port and release delivery order or CMR from the forwarder or carrier, the Seller has the right to resell these goods to a new Buyer. In that case, any down payment related to this sales contract will not be refunded and be invoiced to the Buyer as a service charge.


9. The buyer shall not be reimbursed for the demurrage, detention, and local port storage costs. The Buyer has to clear the goods at the soonest possible time to avoid any demurrage charges.


10. The Buyer is responsible to check the goods per the packing list of their order (for packaging damage, discrepancies in quantity) upon clearance. The Seller will not be responsible for any claim belonging to the aforementioned categories if such a claim is filled after the 15th day from the clearance date.


11. All claims will be handled and discussed separately.


12. In the event that the buyer fails to make the payment, on the maturity date, the seller shall be entitled to charge an interest of     12 % pa on the outstanding amount.


13. For deliveries with CAD (cash against documents) or L/C (letter of credit) payment terms, the Buyer must clear the documents in 5 working days upon the receipt by Buyer’s bank, UCP 600, otherwise the Seller shall be entitled to charge an interest of 12 % pa on the outstanding amount.


14. All the prices shall be exclusive of taxes and duties.


15. The buyer shall be liable for any duties or tax in their respective countries.


16. Third party clearance/shipping documents are acceptable.


17. The interpretation and implementation of this Contract shall be made in accordance with provisions of the Turkish Law. Courts and Enforcement Offices of Istanbul (Caglayan) shall have jurisdiction in the settlement of disputes which may arise from this Contract


18. Upon confirmation of the order, the Buyer is bound by the aforementioned terms and conditions as well as other related terms mentioned on the International Mercantile Law, and Laws of their country regarding International Trade.


19. In case of nonpayment or partial payment of the invoice, Retention of Title applies to the sales done under this related Sales Contract.