Through this commercial instrument, the process of offering, selling, and contracting industrial and/or technical stripping and cleaning services provided by the company “QUERETARO SERVICIO DECAPADO, S. DE R.L. DE C.V.,” commercially known as “QSD” (hereinafter referred to as “QSD”), is regulated. Its content is binding for anyone interested in contracting the services and will be applicable from the budget proposal, contracting, and industrial commercial practice processes, and is subject to modification according to market needs.

In the absence of a written agreement, “QSD” conditions any customer’s service request on their acceptance of the terms and conditions outlined below:

 

FIRST

ABOUT OUR MARKETING PROCESS:

“QSD” offers comprehensive and high-quality services to its clients in the field of paint/coating stripping or removal of substances applied or deposited on surfaces of different materials such as aluminum, steel, plastic, among others, as well as industrial and/or technical cleaning. Our marketing process starts with:

 

• Reception of budget proposal request: This should contain detailed technical specifications, required execution time, and/or any specific requirements. It is preferable that the service be requested for execution with at least 24 hours’ notice in the stripping process and 48 hours in industrial and/or technical cleaning.

 

• “QSD” will provide a formal budget proposal in accordance with the type of service. a) In the case of batch stripping service, the customer is requested to provide a sample or destructive test piece, considering the specifications of the material. Based on the average thickness, a feasibility study of paint thickness, impurities, stains, contaminants, rust, scales, or any other coating on the metal surface will be carried out, and the corresponding quotation will be generated. The customer is responsible for providing “QSD” with all the information regarding the sample pieces, such as material type, coating type, special functionality specifications, among others. In the event that this information is omitted, “QSD” disclaims any damage to the pieces; b) Regarding industrial and/or technical cleaning: the customer is requested to provide a detailed description of the area, which may include photographic reports, dimensions, location, or substance to be cleaned, in order to safeguard the integrity of the installation and/or area and the safety of personnel during the intervention process.

 

• The customer will issue a purchase order, and the service execution process will fully comply with the terms and conditions agreed upon in the purchase order or contract entered into.

 

• The service delivery and receipt will be carried out in accordance with the requirements checklist and receipt of conformity, along with the delivery note or entry and exit sheet issued.

 

SECOND

BUDGET PROPOSAL:

• All budgeted proposal services will have a maximum validity period of 15 calendar days.

 

• Budget proposals that have been “accepted by the client” will constitute a fixed price. “QSD” reserves the right to modify costs when a budget proposal loses validity “without acceptance.”

 

• The fixed prices agreed upon with the client (accepted budget proposal) will be valid until December 31st of the year in which the contract is entered into.

 

• Budget proposal may be modified when actions not informed by the client or additional activities outside the original scope of the industrial and/or technical stripping or cleaning service are identified, resulting in higher expenses than budgeted at the time of intervention (e.g., greater paint thickness, impurities, etc., in the average of metal pieces per batch compared to the provided sample piece, new areas for cleaning), subject to validation by the client.

 

• The unit prices referred to in the budget proposal are independent of the amounts resulting from taxes or fiscal rates that, according to the law, are established for the provision of the service. In the event that “QSD” fails to mention the applicable taxes in the budget proposal, acceptance by the client does not release the client from the obligation to pay them, which will be determined upon issuing the corresponding tax receipt.

 

• Metal piece samples provided by the client will be kept by “QSD” exclusively during the budget proposal and feasibility study process. If the client does not confirm the service, it is the client’s responsibility to retrieve the samples from “QSD’s” premises.

 

• Feasibility study (stripping sample): I) receipt of the sample; II) sample labeling; III) recording of sample data (weight, dimensions, material, etc.); IV) feasibility evaluation and determination of the stripping process; V) issuance of the stripping test report.

 

• Feasibility evaluation: a process in which the initial voice of the client is recorded, exclusively collecting the client’s testimony regarding the use of the metal piece, the need for the level of cleanliness, and acceptance criteria for the piece. It is the client’s sole responsibility to provide truthful information when filling out the corresponding form.

 

• Budget proposal requested urgently: These will be considered as budget estimates and may vary once the study and feasibility evaluation of the sample piece have been conducted. “QSD” may confirm or modify the offered unit costs and delivery time based on the actual knowledge obtained through visual inspection of the piece and/or batch to be worked on.

 

THIRD

COMMENCEMENT OF THE CONTRACTUAL RELATIONSHIP:

• The contractual relationship will be considered initiated upon receipt by “QSD” of a purchase order and/or written acknowledgment of the acceptance of the budget proposal through a service agreement and/or receipt of an advance payment, as applicable to the requested goods and/or services. In the case of specialized activities (REPSE), the client and “QSD” as the service provider must comply with the applicable legal requirements in advance.

 

• The manner in which the purchase order is issued and/or received will not affect its execution, whether it is through email, physical writing, text message, or any other electronic means. It is a condition, without exception, for the commencement of work that at least one of the following conditions is met: a) written approval (Vo. Bo.) of the sent quotation through any electronic or physical written means, b) receipt of a purchase order, c) execution of a service agreement. Without fulfilling at least one of the aforementioned conditions, “QSD” is not obliged to fulfill the offer.

 

FOURTH

SERVICE EXECUTION

• Reception process for piece(s) and/or batch. In the case of the collection service quoted and accepted by the client, the client must provide precise information regarding the time when the pieces to be processed can be collected. Upon arrival of the unit(s) at the client’s premises, “QSD” will wait for a maximum of 30 minutes for the client to start delivering the pieces. It is the client’s responsibility to manage the logistics of loading and inventorying the pieces. Once the collection is completed, the inventory of pieces will be verified by “QSD” in accordance with the material entry and exit form. If there are inconsistencies in the reported number of pieces and differences in their classification regarding the stripping thickness sampling, a report and evidence will be generated and reported to the client.

 

• In the event that the collection of pieces is canceled once the “QSD” loading unit has been verified at the client’s premises, the client will be responsible for the costs incurred due to waiting time and transportation expenses.

 

• Service reception: “QSD” is a formal company that ensures the satisfaction of its clients’ requirements by implementing a service delivery and reception log or technical compliance checklist, through a requirement verification checklist and/or signing of the entry and exit form for stripping services and inspection of the area or line until its release for on-site cleaning services, in correlation with the purchase order and/or contract entered into. Any variation in technical requirements made by the client during the delivery and reception of the pieces and/or service will be subject to a new quotation.
• Service cancellation and/or termination of the contractual relationship: In the event of canceling services before the agreed execution dates, “QSD” will settle the expenses for operational costs and raw materials incurred from the start of work until the cancellation request, proceeding to charge the corresponding amount.

 

• “QSD” reserves the right to retain processed and unprocessed pieces belonging to the client as collateral for payment until the corresponding valid purchase order is received and/or the settlement process for work performed prior to the cancellation or termination is verified, executed, and paid. This exception does not apply to clients who have been granted credit by “QSD” for payment, which must be specified in the service quotation.

 

FIFTH

PAYMENT METHODS:

• Payment in a single installment prior to the start of service execution.

 

• Advance payment by a percentage, defined according to the industrial and/or technical stripping or cleaning service; the quotation will specify the deadline for receiving the advance payment, and in case it is not verified, “QSD” reserves the right to initiate the service execution.

 

• Credit payment within 30 natural days after the service execution, issuance and delivery of the fiscal receipt, and signing of the material entry and exit form and/or delivery note.

 

• The credit payment option will be specified in the service quotation and will be mandatory from the issuance of the purchase order and/or acceptance of the service contract and/or confirmation of the quotation by the client. In case of non-compliance with payment, a penalty equivalent to 5% per month on the outstanding balance will be applied.

 

• Invoicing: It is the client’s responsibility to provide correct fiscal data for the issuance of the fiscal receipt by sending an updated fiscal status certificate.

 

• Non-compliance: In case of partial and/or total non-compliance with payment for the executed services, “QSD” reserves the right to demand compliance with the contract or immediately suspend the service execution. “QSD” will be entitled to charge a penalty to the client for non-compliance, equivalent to 5% of the committed purchase order value. The client will be considered in default when failing to make full or partial payment of the agreed consideration, without the need for prior judicial or extrajudicial notice.

 

• The client will be responsible for the payment of all costs and expenses, including but not limited to reasonable legal and administrative fees, incurred as a result of total or partial non-compliance with payment for the service.

 

SIXTH

FORCE MAJEURE OR ACTS OF GOD:

If the non-compliance is related to delivery deadlines due to external causes, force majeure, or acts of God, prior justification through conclusive evidence, “QSD” undertakes to immediately inform the client in order to seek alternative solutions, and the parties agree that neither party will be held accountable for the reason or origin that caused it.

 

SEVENTH

WARRANTIES:

To claim the warranties offered by “QSD” as specified in the quotations, they must be proven through suitable photographic and documentary evidence and asserted within a maximum period of 03 days from the receipt of the finished pieces.

It is the exclusive responsibility of the client to immediately verify and use the metal pieces subjected to the stripping process due to the nature of the service. The offered warranties will not apply if the client keeps the pieces for more than the granted period without prior verification of the acceptance criteria. Any claims will be made following the procedure referred to in the warranty policy.

 

EIGHTH

SERVICE OVERVIEW

• Evidence Process: “QSD” guarantees a process of photographic evidence and inspection regarding the status of receiving the goods, intervention process, completion, and delivery, in order to provide the client with certainty in the service execution.

 

• Logistics: It is the client’s responsibility to specify the logistical requirements for the collection and delivery of entrusted pieces for stripping, related to packaging standards, labeling, palletization, and any logistical requirements for transportation and delivery to ensure their integrity and security.

 

• Independence of Services and No Setoff: Each purchase order and/or executed service constitutes a separate and independent contract accepted by the parties, and the client may not withhold payment of any invoice or set it off, in whole or in part, against amounts of money claimed by the client. Any payment obligation is enforceable once the service has been completed.

 

• Industrial Property: “QSD” and the client mutually commit to respect the intellectual property rights they hold, including copyrights, trademarks, patents, models, as well as those considered attached to them, such as packaging and labeling. “QSD” undertakes to handle, use, and properly safeguard the manuals and/or documents provided by the client for the design and/or execution of the industrial and/or technical stripping and cleaning service, ensuring that its employees and representatives do not infringe upon them. The client agrees to expressly inform “QSD” when providing material owned by them that involves protected intellectual property rights, so that “QSD” can provide the material with appropriate use and safeguarding. Copyright and patent rights arising from the execution of an entrusted service will be determined and expressly agreed upon through an agreement, without exception, and the parties will be obligated to respect these rights.

 

• Anti-Corruption Policy: “QSD” guarantees that its service offerings and contractual relationships are free from corrupt practices aimed at obtaining economic advantage and/or undue influence in decision-making related to the commercialization process of its services. Therefore, anyone participating in the commercial relationship offered by “QSD” and failing to comply with these provisions shall indemnify the other party when damage or harm is caused to the affected party, and they are condemned or obligated to pay fines or penalties resulting from illegal conduct.

 

• Applicable Law: Any dispute arising from the contractual relationships between “QSD” and its clients shall be known and resolved by the competent courts in the City of Querétaro, Querétaro. Therefore, the client submits to said jurisdiction, waiving any jurisdiction that may correspond to them based on their domicile.

 

INTERPRETATION OF THIS AGREEMENT THROUGH DEFINITIONS:

 

 

STRIPPING	Process through which the coating or surface finishes of a metal or plastic piece, etc., such as paint, coating, rust, or other contaminants, are removed, resulting in a contamination-free piece.
TECHNICAL CLEANING	Thorough cleaning performed in work areas, removing residues, grease, dirt, contaminants generated by production processes.
BUDGET PROPOSAL	Document and/or format issued physically or electronically by “QSD” in response to a budget request, specifying a precise description of the good or service, quantity, unit price, subtotal value, tax breakdown, total value, and identification data of the requester, a potential client.
PURCHASE ORDER	Document and/or format issued by the client to “QSD” in any form (physical or electronic), ordering the execution of a service or goods by “QSD”.
APPROVAL OF BUDGET PROPOSAL	Approval expressed by the client through any written, physical, or electronic means, accepting the budget proposal by “QSD” and ordering the commencement of work.
DELIVERY NOTE	Format issued by “QSD” and signed by the client to certify the product’s arrival at a specific place and date, used in the service reception process.
CONTRACTUAL RELATIONSHIP	Commercial relationship existing between “QSD” and the client due to the service request and acceptance of its execution, giving rise to obligations and rights for both parties.

 

THESE TERMS AND CONDITIONS CONSTITUTE THE FINAL AND COMPLETE AGREEMENT BETWEEN “QSD” AND THE CLIENT, WHICH MAY NOT BE VARIED EXCEPT THROUGH A WRITTEN MODIFICATION DULY AUTHORIZED AND SIGNED BY THE PARTIES. THE REPRODUCTION AND FORM OF PUBLICATION OF THIS AGREEMENT IS THROUGH THE QUOTATIONS ISSUED BY THE SERVICE PROVIDER AND THROUGH THE PUBLICATION IN ALL ELECTRONIC AND PHYSICAL MEDIA OWNED BY “QSD”. THEREFORE, THE CLIENT BECOMES AWARE OF ITS CONTENT AND ACCEPTANCE.

QUERETARO SERVICIO DECAPADO, S. DE R.L. DE C.V.

“QSD”