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C,;nstruction

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Aute motive

!ncusir,v Unlimited Polyrner Soiritlons

SALES AGREEMENT

between

REHAU lndonesia
Jl. lnti ll Blok C-10 No. 12A,
Bekasi lnternational lndustrial Estate,
Cikarang Selatan - Bekasi 17550
INDONESIA

- hereinafter referred to as REHAU -

and

REHAU S.A
Cuyo 1900
1640 Martfnez - Provincia
Buenos Aires
Argentina

- hereinafter referred to as Buyer -

REHAU will grant the Buyer the right to sell the REHAU products within a specific
geographic area. Except for this agreement each pafi is free to determine its own
business and aciivities wiihout limitations.

t.

REHAU shall assign to the Buyer the sales rights for Argentina in respect of those

"REHAU products"

distributed by the Buyer either now or in the future.

The Buyer shall buy and sell in its own name and for its own account {defined as trade
business).

The Buyer will also broker business for REHAU in the Buyer's geographic area (defined as
broker business).

The Buyer shall not be authorized to enter into a contract on behalf of REHAU or otherwise
bind REHAU legally.

Paae -l of tol-el 4 nancq

PT. REHAU lndonesia


Construction
Automotive mHF[mt$
lndiistry Unlimited Polymer Solutions

lt.

REHAU shall supply the Buyer with an app,ropriate quantity of


(brochures, price lists and similar material) free-of
advertising materiat
"i"rg".
REHAU shall support the. Buyer by keeping him informed of
REHAU prices and by notifying
the Buyer in particurar of imminent price oiproduction changes.

REHAU shall also ba.se.d special application and agreement participate in the
development cost and staff-9n market
training cost essential to cairy out REHAU,*il"ir,"iing
or to launch a new product to the market. concept

The Buyer may also distribute products of competitors.

Iil.

Trade business shall be charged by REHAU at the time of delivery


according to the price
as per order/confirmation note. Pricing shall be based on the price lisufile
buyer at the time of purchase order. The transfer price shall generafiyavailable for the
according to the cost plus method and includes an adequate profit-mart_up. oe"oetermined

Price changes shall become effective when they are advised respectively
file' cost factors for weight included in the transfer Jrice srratt be on modified price
reviseJ
according to the standard annualy
and offset by surcharge gr reduction in the respectivl-invoice.

The transfer price for trade business is a net price ex factory.

lnvoices.issued by REHAU to the Buy_el.strall be payable immediately.


unsettled liabilities owed by the Buyer, ln the case of
TEflu shall charie interest rio, tn" 31.st day
of the date of invoice- The amount of this interest srralr nJ- governed
s ""
by the rate of LIBoR
(as of 01 .01 .1999 EURIBOR) plus a defined surcharge.

lnvoices shall be issued in EURO marks, the amount in nationat


currency shall be specified
on the invoice.

conversion shall be based on monthly fixe.d lntercompany*courses.


The Buyer shall have
the option of paying either in EURO marks or in naiionrl provided payment is
made without respite according to the REHAU-prinicpres, "urr*n"y
in tne event, payment is not
a technicar period of 31 days, payment must be made in't["'"uir"n"y
ffj;"T:rt'n ""

tv.
As remuneration for broker business the Buyer will be entifled to the
difference between the
sales price attained and the transfer price ai the time or jurcnase
order, less any costs and
expenses not passed on to the customer or costs incurred
to REHAIJ ou" io bayment.
Price changes shall operate as determined in lll.

Paqe 2 of total 4 pases

PT. REHAU lndonesia


"#
Construction
Automotive
lnoustry
RE}Iffilfl
Unlimited Polymer Solutions

Accounts shall be settled on a monthly basis, in each case by the 10th


of the following
month. commission claims shall be calculated in the currency as invoiced
and credited to
the Buyer.

There shall be no right to remuneration if, the debt owed to REHAU from the
transaction
(subject to remuneration) is to be written off by REHAU. ln the event of
any later realization,
the Buyer's claim to remuneration shallbe restated.

v-
This document is the entire agreement and understanding between the parties
concerning
sales.
Amendments or supplements must be made in writing and signed by both parties
to
become effective.

vt.
The Buyer shall not be entitled to assign to third parties any rights arising from
this
contractual relationship or any individual claims against REHAU.

vil.
ln respect of performance as agreed, the contractual relationship shall be based on the
principle of adequacy of performance and consideration. lt shall regard
the 1g7g oEcD
Tax Committee Report (transfer prices and multinationalenterprises) Js well as
the national
laws for determination of the taxable income in respect of affiliated
and any
future committee reports and/or national laws modification. "o*p"ni""

ln the event that REHAU's tax authority or that of the Buyer qualifies as inadequate
any
performance or consideration resulting from a transaction'carried out
under this contract,
and lhe contracting parties accept, in preserving the interests of the other
contracting party,
this tax authority assessment, the value of performance or consideration determined
by the
tax authority shall be deemed as having been agreed upon by the parties and the
terms of
the agreement shall be modified to conform to such determination and/or terms.

The parties to the contract shall be required to immediate correction of performance


or of
consideration in line with the result of tax authority assessment. ln doing so,
the contracting
parties shall act as if that value of performance or consideration
alsessed ny tne tax
authority, and with the consent of the contracting party concerned, had already
been
agreed upon at the conclusion of the transaction.

Paqe 3 of total 4 paqes

Pl REHAU lndonesia
Construction
Automotive
mEFIffi[$
lndustry Unlimited Poiymer Solutions

vilt.

This contract shall be concluded for an indefinite period. Both contracting parties shall be
entitled to terminate the agreement giving notice of 6 months prior to the end of a calendar
year.

Notice of termination must be made in writing.


The validity of the notice of termination shall not be governed by the date on which such
notice is dispatched but by the date on which it is delivered.

tx.

This contract shall be subject to lndonesian law. As place of jurisdiction the registered seat
of REHAU has been agreed.

X.

With effect from 01 Januari 2011 this contract replaces the previous sales agreement incl.
of all suppliments.

Bekasi, 0'l January 2011 , this .


Suenos Aires, 01 January 2011, this
On behalf On behalf
PT. REHAU lndonesia REHAI' S.A
METERAI MflI
TE^APEL W
3265AAAFs7324436k8 HAIJ g,.A.

Martin Mom
Director Director

aHlAusr"

Finance Dir. i

REHAU, Finance and Accounting Dept. (reh 2196)


REHAU, Legal Dept, ireh 2632)
Group Headquarters Financial Controlling (muri 629)
Group Headquarters Legal Dept. (muri 642)

Paqe 4 of total 4 pases

PT. REHAU lndonesia

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