1. General

1.1 Scope

These General Terms and Conditions ("Terms") govern the supply of spare parts, consumables, accessories, technical services, maintenance, repair, installation, commissioning, inspection, training and other related services ("Products" and/or "Services") supplied by Cad Cast Co., Ltd. ("Cad Cast") to its customers ("Customer").

These Terms, together with Cad Cast's quotation, order confirmation, service agreement or other written contractual document ("Contract"), constitute the agreement between Cad Cast and the Customer.

1.2 Customer Purchase Conditions

The Customer's purchase terms, standard conditions or other contractual terms shall not apply unless expressly accepted by Cad Cast in writing.

In the event of any conflict between these Terms and the Customer's purchase conditions, these Terms shall prevail unless Cad Cast has expressly agreed otherwise in writing.

1.3 Contract Formation

A Contract becomes binding only upon Cad Cast's written order confirmation, acceptance of the Customer's order, commencement of performance by Cad Cast, or delivery of the Products, whichever occurs first.

Electronic communication, including email, may constitute written acceptance and contractual documentation.

1.4 Amendments

Any amendment to the Contract must be agreed in writing by both parties.

1.5 Technical Changes

Cad Cast may make reasonable technical or administrative changes to Products or Services where such changes do not materially reduce the agreed functionality or performance.

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2. Quotations and Prices

2.1 Validity

Unless otherwise stated, quotations are valid only for the period specified in the quotation.

Prices are based on the specifications and quantities stated in the quotation.

2.2 Taxes

Unless expressly stated otherwise, prices exclude VAT, customs duties, import duties, government charges, transportation, insurance and other applicable taxes or charges.

2.3 Changes

If the Customer changes the quantity, configuration, specifications, delivery requirements or scope of Services after Cad Cast has accepted the order, Cad Cast may adjust the price and delivery schedule accordingly.

2.4 Third-Party Products

Where Products or Services are supplied by a manufacturer or third-party supplier, Cad Cast may be subject to the manufacturer's availability, pricing, technical requirements and warranty conditions.

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3. Orders and Cancellation

3.1 Orders

Orders for special-order, non-stock, machine-specific or customized Products become binding upon Cad Cast's written acceptance.

3.2 Cancellation

The Customer may not cancel an accepted order without Cad Cast's prior written approval.

If Cad Cast accepts a cancellation, the Customer shall reimburse Cad Cast for all costs reasonably incurred, including:

• Products already purchased;

• Products already manufactured or ordered;

• manufacturer cancellation charges;

• shipping and logistics costs;

• customs or import charges;

• engineering or preparation costs;

• Services already performed; and

• other documented costs arising from the cancellation.

Special-order, customized and non-returnable Products may not be cancelled unless Cad Cast agrees otherwise in writing.

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4. Delivery of Spare Parts and Products

4.1 Delivery Dates

Delivery dates are estimates unless expressly stated in writing as firm delivery dates.

Delivery times depend on the availability of the relevant manufacturer, supplier, carrier and other third parties.

4.2 Delays

Cad Cast shall not be liable for delays caused by circumstances beyond its reasonable control, including manufacturer delays, transportation delays, customs procedures, shortages, strikes, natural disasters, government actions or other force majeure events.

4.3 Delivery Terms

Unless otherwise agreed in writing, delivery shall be made according to the Incoterm stated in the quotation.

Where no Incoterm is specified, Cad Cast may determine the appropriate delivery method and charge the Customer for the related transportation costs.

4.4 Risk

Risk of loss or damage passes to the Customer in accordance with the agreed delivery term.

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5. Inspection and Acceptance of Spare Parts

5.1 Inspection

The Customer shall inspect Products promptly upon delivery.

The Customer shall notify Cad Cast in writing within seven (7) working days of delivery of any visible:

• transport damage;

• shortage;

• incorrect quantity;

• incorrect Product;

• incorrect part number; or

• other obvious non-conformity.

5.2 Hidden Defects

Claims concerning defects that could not reasonably have been discovered during delivery inspection must be notified promptly after discovery and within the applicable warranty period.

5.3 Deemed Acceptance

If the Customer does not notify Cad Cast within the applicable period, the Products shall be deemed accepted with respect to visible defects, shortages and obvious non-conformities.

This provision does not exclude rights relating to defects that cannot reasonably be discovered during normal inspection.

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6. Payment

6.1 Payment Terms

Payment shall be made according to the payment terms stated in Cad Cast's quotation or order confirmation.

Unless otherwise agreed in writing, invoices are payable upon receipt.

6.2 Advance Payment

Cad Cast may require full or partial advance payment, particularly for:

• special-order Products;

• non-stock spare parts;

• imported Products;

• customized Products;

• Products requiring manufacturer procurement; or

• Services requiring advance scheduling.

6.3 Late Payment

If the Customer fails to make payment when due, Cad Cast may charge interest on overdue amounts at the maximum rate permitted by applicable Thai law.

Cad Cast may also suspend further deliveries and Services until all overdue amounts have been paid.

6.4 Disputed Amounts

A bona fide dispute concerning a specific invoice shall not entitle the Customer to withhold undisputed amounts.

The Customer shall notify Cad Cast in writing of any invoice dispute within a reasonable period and provide sufficient details to allow investigation.

6.5 No Set-Off

The Customer may not set off or deduct amounts from Cad Cast's invoices unless expressly agreed in writing or required by applicable law.

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7. Spare Parts Returns

7.1 Return Authorization

Spare Parts may only be returned with Cad Cast's prior written authorization.

7.2 Return Conditions

Unless otherwise agreed, Products must be:

• unused;

• undamaged;

• in original packaging;

• complete;

• in saleable condition; and

• suitable for resale.

7.3 Non-Returnable Products

The following Products are generally non-returnable:

• special-order Products;

• customized Products;

• machine-specific Products;

• opened consumables;

• hazardous materials;

• Products that have been installed or used;

• Products ordered specifically from the manufacturer for the Customer; and

• Products that Cad Cast or the manufacturer identifies as non-returnable.

7.4 Return Costs

Where Cad Cast accepts a return for reasons other than warranty, the Customer shall bear transportation, handling, restocking and other applicable costs.

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8. Technical Services

8.1 Scope

Technical Services may include:

• preventive maintenance;

• corrective maintenance;

• inspection;

• troubleshooting;

• repair;

• installation;

• commissioning;

• calibration;

• machine relocation;

• technical consultation;

• operator training; and

• other services specified in the quotation.

8.2 Service Charges

Services shall be charged according to the rates stated in the quotation or Cad Cast's applicable service price list.

Unless expressly included, the Customer shall additionally bear reasonable costs for:

• travel;

• accommodation;

• transportation;

• meals;

• visas or permits;

• overtime;

• waiting time;

• special equipment;

• lifting equipment;

• third-party services; and

• additional work requested by the Customer.

8.3 Waiting Time

If Cad Cast personnel cannot reasonably perform the scheduled Service because of circumstances attributable to the Customer, including lack of site access, unavailable personnel, unavailable equipment, unsuitable site conditions, missing materials or incomplete preparation, the resulting waiting time may be charged to the Customer.

8.4 Additional Work

Work outside the agreed scope requires additional payment.

Where practical, Cad Cast will provide the Customer with an estimate before performing substantial additional work.

Emergency situations may require immediate technical action to protect personnel, equipment or property.

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9. Installation and Site Requirements

9.1 Customer Responsibility

Before installation or commissioning, the Customer is responsible for ensuring that the site complies with Cad Cast's and/or the manufacturer's technical requirements.

This may include:

• electrical power;

• grounding;

• flooring and structural loading;

• ventilation;

• extraction;

• compressed air;

• technical gases;

• cooling;

• temperature;

• humidity;

• fire protection;

• access;

• lifting and handling equipment;

• adequate working space;

• environmental conditions;

• safety systems; and

• required permits and approvals.

9.2 Site Preparation

The Customer shall complete all required site preparation before Cad Cast personnel arrive.

Additional work caused by incomplete or unsuitable site preparation may be charged separately.

9.3 Safety

The Customer shall inform Cad Cast personnel of known hazards at the site and provide reasonable access to safety procedures and emergency information.

The Customer remains responsible for compliance with applicable workplace, fire, environmental, electrical, laser and other safety regulations applicable to its premises.

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10. Customer Responsibilities During Machine Operation

The Customer shall:

1. operate the equipment according to the manufacturer's instructions;

2. ensure that only appropriately trained personnel operate the equipment;

3. perform required preventive maintenance;

4. maintain appropriate environmental conditions;

5. use approved materials, consumables, gases, powders and spare parts;

6. maintain required extraction and ventilation;

7. use appropriate safety equipment;

8. keep service and maintenance records where required;

9. promptly report abnormal operation or defects; and

10. discontinue operation where continued operation could cause damage or create a safety risk.

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11. Warranty for Spare Parts

11.1 Warranty Period

Unless otherwise stated in the quotation or manufacturer's warranty, Cad Cast warrants new spare parts supplied by Cad Cast for twelve (12) months from delivery.

Where a manufacturer's warranty provides a longer or otherwise applicable warranty, Cad Cast may pass the benefit of that manufacturer's warranty to the Customer subject to the manufacturer's terms.

11.2 Warranty Remedy

If a Product is proven to be defective and the defect is covered by the warranty, Cad Cast may, at its reasonable discretion:

• repair the Product;

• replace the Product; or

• provide another reasonable remedy permitted by applicable law.

11.3 Warranty Exclusions

Warranty does not apply to defects or damage caused by:

a. normal wear and tear;

b. improper installation;

c. improper use;

d. negligence;

e. accident;

f. failure to perform required maintenance;

g. failure to follow the manufacturer's instructions;

h. use of non-genuine or non-approved spare parts;

i. unauthorized modification, alteration or repair;

j. unauthorized calibration;

k. continued operation after a defect has become apparent;

l. unsuitable environmental conditions;

m. inadequate ventilation or extraction;

n. incorrect electrical supply or grounding;

o. use of non-approved materials, powders, gases or consumables;

p. contamination;

q. incorrect process parameters;

r. use by inadequately trained personnel;

s. damage caused during transportation after risk has passed to the Customer;

t. external chemical, electrical or environmental factors; or

u. circumstances not attributable to Cad Cast.

11.4 Warranty Inspection

If the Customer reports a warranty claim and inspection determines that the issue is not covered by warranty, Cad Cast may charge the Customer for reasonable inspection, travel, labor, transportation, repair and replacement costs.

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12. Warranty for Technical Services

12.1 Standard of Service

Cad Cast shall perform Services with reasonable professional skill and care.

12.2 Service Defects

If a Service is demonstrated to have been materially defective due to Cad Cast's failure to perform the agreed Service with reasonable professional skill and care, Cad Cast's primary obligation shall be to

re-perform or correct the affected Service.

12.3 Exclusive Service Remedy

To the maximum extent permitted by applicable law, correction or re-performance of the affected Service shall constitute Cad Cast's primary and, where legally permissible, exclusive remedy for defective Service performance.

12.4 Manufacturer Procedures

Where Services are performed according to the manufacturer's technical procedures, service manuals, diagnostic procedures or instructions, Cad Cast may rely upon those procedures in performing the Service.

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13. Production Results and Application Responsibility

13.1 No Implied Production Guarantee

Unless expressly stated in writing as a contractual guarantee, Cad Cast does not warrant that a machine, spare part, material, software or Service will achieve a particular:

• production volume;

• productivity;

• print time;

• dimensional tolerance;

• surface finish;

• density;

• mechanical property;

• material yield;

• production cost;

• part strength;

• application result; or

• commercial result.

13.2 Customer Validation

The Customer remains responsible for validating the suitability of the equipment, materials, process parameters and manufactured products for its intended application.

13.3 Regulated Applications

Where Products are used for aerospace, medical, automotive, dental, defense, energy, safety-critical or other regulated applications, the Customer remains responsible for all required:

• testing;

• qualification;

• certification;

• validation;

• regulatory approval;

• documentation; and

• final product compliance.

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14. Technical Information and Intellectual Property

14.1 Ownership

All technical documentation, drawings, software, service procedures, diagnostic information, machine parameters, configurations, know-how and other technical information supplied by Cad Cast or its suppliers remain the property of the respective owner.

14.2 Restrictions

The Customer shall not, without prior written authorization:

• reproduce proprietary technical documentation;

• disclose confidential technical information to unauthorized third parties;

• reverse engineer software where prohibited by applicable law;

• remove proprietary markings;

• reproduce Cad Cast service documentation for commercial use; or

• use Cad Cast confidential information to provide competing services.

14.3 Customer Information

The Customer remains responsible for ensuring that technical information, designs, drawings, models, files and specifications supplied by the Customer do not infringe third-party intellectual property rights.

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15. Confidentiality

Each party shall keep confidential technical, commercial and business information received from the other party that is reasonably understood to be confidential.

Confidential information shall not be disclosed to third parties except:

• with prior written consent;

• to employees or professional advisers who require the information;

• where required by law; or

• where disclosure is reasonably necessary to perform the Contract.

This obligation survives termination of the Contract for five (5) years, except for trade secrets and proprietary know-how, for which confidentiality shall continue for so long as the information remains protected as a trade secret under applicable law.

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16. Force Majeure

Cad Cast shall not be liable for failure or delay caused by circumstances beyond its reasonable control, including:

• natural disasters;

• flood;

• fire;

• epidemic or pandemic;

• war;

• terrorism;

• civil disturbance;

• strikes;

• transportation disruption;

• supply shortages;

• manufacturer delays;

• customs restrictions;

• government action;

• changes in law;

• export restrictions;

• sanctions;

• power failures; or

• other circumstances that could not reasonably have been prevented or overcome.

Cad Cast shall be entitled to extend the delivery or Service schedule for the duration of the relevant impediment.

If performance becomes commercially or technically impossible for an extended period, either party may seek to terminate the affected Contract subject to payment for Products and Services already supplied and reasonable costs already incurred.

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17. Export Controls and Sanctions

The Customer shall comply with all applicable export-control, sanctions and import regulations.

The Customer shall not use, transfer, re-export or otherwise dispose of Products in violation of applicable laws or regulations.

Where Cad Cast reasonably determines that a transaction may violate applicable export-control or sanctions requirements, Cad Cast may suspend or terminate the affected transaction without liability, subject to applicable law.

The Customer shall provide information reasonably required by Cad Cast or the relevant manufacturer concerning:

• end user;

• end use;

• destination;

• import authorization; and

• other compliance information.

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18. Limitation of Liability

18.1 Excluded Losses

To the maximum extent permitted by applicable law, Cad Cast shall not be liable for:

• loss of profit;

• loss of revenue;

• loss of production;

• loss of business;

• loss of contracts;

• loss of anticipated savings;

• loss of use;

• business interruption;

• loss of data;

• indirect damages;

• special damages; or

• consequential damages.

18.2 Liability Cap

To the maximum extent permitted by applicable law, Cad Cast's aggregate liability arising from or relating to a Contract shall not exceed the amount actually paid by the Customer to Cad Cast for the specific Product or Service giving rise to the claim.

18.3 Exceptions

Nothing in these Terms shall exclude or limit liability to the extent that such exclusion or limitation is prohibited by mandatory applicable law.

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19. Customer Claims

Any claim concerning Products or Services must be submitted to Cad Cast in writing and include sufficient information to allow Cad Cast to investigate the claim.

The Customer shall provide reasonable access to the equipment, Products, records and relevant information necessary for investigation.

The Customer shall take reasonable steps to prevent further damage after discovering a defect or malfunction.

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