AGENCY CONTRACT IN THE MODALITY OF FORWARDING OR

LOGISTICAL COORDINATION OF INTERNATIONAL FREIGHT

TRANSPORTATION.

CONCEPTS.

FREIGHT OR FORWARDING AGENT. It is the natural or legal person that on behalf

of third parties on a regular basis and as part of its corporate purpose, in an
enunciative and non-limiting manner; coordinates, organizes, consolidates cargo for
shipments, plans, controls, and directs the operations necessary to carry out the
international transportation of merchandise for international export and import by any
means of transportation to and from national and/or international origin or destination,
in addition to providing the complementary services necessary to complete and carry
out successfully the operations entrusted to it, acting on behalf of third parties who for
all purposes are understood to be the load generators.

CONSTANCY. It is the characteristic that this agency contract has to demonstrate that
the client requested the logistics coordination service from the freight agent in the
terms that this same contract establishes, as well as derived from the loading
instruction that the user or contractor of the services determined. , consequently
limiting the agent's responsibility to being only a coordinator of the various means of
national and/or international transportation effective to transport a load from one place
to another, therefore, for the purposes of this contract it is understood as Loading
Instruction, the set of indications made by a client, expressly and precisely indicating
the way in which they want the agent to carry out their work regarding a certain
international cargo transportation operation.

CUSTOMER. It is the natural or legal person who requests and contracts the service of
the freight agent to coordinate their transportation operations; It could be the shipper,
the consignee or some other agency and/or company in coloader or correspondent
services.

SHIPPER. It is the natural or legal person who, by himself, as the owner of the goods
or as a commission agent of the owner of the goods, carries out the action of
celebrating the transport and/or agency contract with the obligations that derive from
the shipper.

CONSIGNEE. Natural or legal person to whom the sender or shipper abroad sends a
cargo, or to whom the transport document has been endorsed.

EFFECTIVE CARRIER. It is the natural or legal person that has the characteristic of
being a unimodal or multimodal carrier, having the corresponding legal authorizations
and directly operating means of transportation owned or chartered by it, whether
maritime, air, land or rail.

CO-LOADER. It is the service that, by virtue of the agency contract, the agent
subcontracts a service on behalf of the client to another equal agent in order to
successfully carry out the logistics and transportation operations entrusted to the
freight agent by the client.

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MASTER DOCUMENT. It is the bill of lading issued by the natural or legal person who
is constituted in accordance with the law as an effective carrier, exploiting one or more
means of transportation directly.

DELAYS . Concept of charge made by the effective carrier of the merchandise that is
the object of the freight agency service, for the non-return on time, or in poor
condition, of the containers or equipment used for the operation.

WAREHOUSES: Fee applied and executed by port terminals and yards where
containers are deposited with or without cargo, but which generate the charge for the
use of that space until its removal.

ACCESSORY EXPENSES - are the combination of delay and storage charges, as well
as a charge equivalent to 50% extra that is generated in favor of the freight agent as a
penalty to the client for having incurred accessory expenses, whether due to delays
and/or storage, and that the agency is entitled to charge the client or final consignee.

CLAUSES.

This is an adhesion contract for all legal purposes, so its sole issuance or
continuation of the other stages with the formalities of the specific operation, whether
in writing, verbally or through electronic means, will have legal effect. the de facto
acceptance of each and every one of the obligations derived from this document for all
natural and legal persons involved in said operation in the terms of this document,
which is why in this act it is manifested and accepted by the parties.

1. DEFINITION OF THE CONTRACT.

1.1. Concept. Under this contract, the purpose of this contract is to provide the
freight transportation agency service in the forwarding modality and in which
the freight agent is solely and strictly obliged to carry out all the activities
necessary to plan, control, coordinate, direct and contract on behalf of the client
who will be the shipper or consignee and who are necessary to carry out the
international transport of goods by one or more means of transport, providing
the complementary services necessary to achieve compliance with the objective
of concluding the transport operations that are required. are entrusted.

1.2. The acceptance of this agency contract will imply that the requested service is
being fulfilled in the terms that have been requested from the agency. These
terms are the responsibility of the client, shipper or consignee and as a
consequence there will be the obligation of one or both of them. as the case
may be, the payment of the agency service generated by the execution and
attention of the operation carried out. The freight forwarder remains with the
right to demand the corresponding payment through judicial action, in
accordance with the provisions of the Commercial Code of the United Mexican
States.

1.3. The acceptance of this contract does not imply that the cargo agent holds out
and therefore accepts the obligations that correspond to an effective carrier in

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 accordance with the Navigation Law, Civil Aviation Law, Law of General
Communication Routes, Code of Commerce, or any ordinance of the United
Mexican States that refers to the obligations of effective carrier regardless of the
medium.

2. APPLICABLE LEGISLATION AND COMPETENCE.

2.1. Applicable legislation. It is only enough for this freight transport agency contract
to be accepted for the application of the legislation of the United Mexican States
to be accepted and agreed by express agreement of the contracting parties,
since when it is agreed and accepted within the national territory the Parties
renounce and decline any other jurisdiction that may arise.

2.2. Competence. The parties accept the jurisdiction of Mexican legislation and agree
to submit to the local Courts of the Federal District, with the parties waiving any
other jurisdiction that may apply to them due to their present or future
domiciles. The foregoing is without prejudice to the right of the freight forwarder
to seize goods and file legal actions in any other jurisdiction, for the collection of
sums owed under this Contract.

2.3. Regarding the applicability of the corresponding Treaties in the field of

International Law on unimodal or multimodal transport, it is agreed that said
provisions will be applicable only to actual carriers or shipping companies
because they are direct transport lines, but in the case of freight forwarder will
only be applicable in the terms of this contract and in accordance with the
substance and scope as applicable to article 133 of the Political Constitution of
the United Mexican States.

3. DEFINITION AND NATURE OF THE FREIGHT TRANSPORTATION AGENCY

SERVICE.

3.1. It is understood and agreed and accepted that the purpose of the freight agency
contract in the forwarder modality will be strictly to plan, coordinate, control,
direct and always subcontract in the name, on behalf and responsibility of the
client all the operations necessary to carry out international transportation of
goods.

3.2. For the purposes of accepting this freight agency contract, it is duly expressed
and accepted for all commercial and legal purposes that may arise that the
freight agent in no case, nor under any circumstances, declares itself in
possession or in exploitation of one or some means of individual or collective
transportation, being strictly subcontracted by the freight agent, be it the
shipper, the carrier or some other agent.

3.3. This contract is regulated and agreed upon in accordance with the legal principle
of the autonomy of the will of the parties in contractual matters, stipulated in
articles 1832, 1839, 1858, 1859 of the Civil Code.

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4. RESPONSIBILITY OF THE FREIGHT FORWARD.

4.1. The freight agent will have in all cases only the relative responsibility that
corresponds to the object of the agency contract, as a consequence its
responsibility in all cases is limited and indirect and will remain strict and limited
in the terms of being a transport services coordinator. and consequently its
responsibility will only be direct with respect to the acts consequent to the
coordination of transportation services or logistical services but never of the
carrier itself.

4.2. The express responsibility of the agent will be to assist the client, whether
shipper, consignee or other agent; to carry out and fulfill its logistics and
international cargo transportation operations by means of unimodal or
multimodal transport, individually or together, controlling, coordinating,
directing and subcontracting on behalf of the client the operations and activities
necessary to carry out the commission successfully. entrusted by the client to
the cargo agent, only being responsible for its service and never for the
obligations and responsibilities of the actual carrier or carriers, whether
individually, unimodal or as a multimodal group, isolated or jointly, whether
maritime, air, land or railway.

4.3. In the cases of complementary or adjuvant services to direct transportation

operations, it will also be the responsibility of each individual agent involved in
the service provided, so in terms of the agency contract, the freight agent will
not be responsible for the errors, lack of probity or negligent acts carried out by
those, but there will be the obligation of the freight agent to assist the client or
whoever he or she designates to resolve the problem and bring the operation to
a successful conclusion. Each individual contributing agent must respond under
the terms of the applicable Mexican legislation according to the nature of the
activity carried out.

4.4. In cases in which the Agency service requested by the client, whether shipper,
consignee or various agent, involves customs clearance, the corresponding
Customs Agent will be specifically responsible for the services provided
according to its character and patent and in accordance with the Customs Law.

4.5. MODALITIES OF THE SERVICE AND RESPONSIBILITY REGARDING

THEY.

4.5.1. In the service that lend the freight agent, in which the
subcontracting of effective carrier services, this contracting will be understood
to be carried out in the name of the client or shipper since the transportation
service will be granted directly to the client, therefore the freight agent will only
be responsible for the obligations derived from the coordination of logistical
services. and the coordination of the services provided by effective carriers.

4.5.2. In cases where in order to comply with the service requested by the client, it is
shipper, consignee or diverse agent, it is necessary
subcontracting in turn from another freight agency under the “co-loader”

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 service modality, this one, that is, the freight forwarder of subcontracted
freight, will respond to this freight forwarder and its clients with the degree of
obligation and responsibilities of an effective carrier.

4.5.3. In cases where there is the intervention of a freight agent who resides outside
the United Mexican States, hereinafter the Correspondent Agency, which by
virtue of an import or export logistics operation in turn requests in collaboration
or subcontracts the services. of the cargo agent, in order to intervene in the
good completion of said operation in any aspect and especially the release of
the cargo, the Corresponding Agency will be responsible for responding to its
clients, whether shipper, consignee or various agent, in the terms in which he
wanted to be obligated to them, either through the figure of the freight agency
contract or in the terms of effective carrier, with only the freight agent being
obligated to respond with respect to all specific acts. which in turn have been
entrusted to be carried out in writing or by electronic means, specifically in the
release of the cargo and not for the operation as a whole.

4.6. According to the freight agency contract in which the freight agent is hired to
assist in the international transportation of cargo, it is declared and accepted
that the contracting party of the freight agent or principal confers the absolute
right to the freight agent in terms of this contract; so that it in turn subcontracts
the effective unimodal or multimodal transportation service, whether individually
or coordinated, that it best considers will comply with the ultimate object of the
operation, which is the transportation of the loads from its origin to its
destination or from the geographical point indicated to another that is referred
to, the client understanding that this service that is subcontracted will always be
of quality and with carriers of recognized effectiveness but, limiting your
liability strictly to the
object of the freight agency contract and never absorbing or becoming jointly
responsible with the actual carrier(s). Therefore, this is agreed in accordance
with article 285 of the Commercial Code of the United Mexican States.

4.7. RESPONSIBILITY OF THE FREIGHT FORWARD REGARDING CARGO AND

INSURANCE.
4.7.1. - It will be the responsibility of the shipper, consignee, or any agent that
hires the services of the Agency for the cargo to be transported, as well as the
data and characteristics of the same that it provides to carry out the
transportation operation, which will be understood as In all cases the actual
content of the cargo will in all cases be of the nature, volume and characteristics
that the customer says it is.
4.7.2. - Effective carriers have the legal obligation to have insurance for both
the means of transportation and the loads they handle, however there is a
caveat and obligation for the owner of the loads or shipper to request the
contracting of insurance for the cargoes. loads to be transported, so at all times
it will be the obligation of the shipper or client who owns the loads or consignee
to notify the agent if they have insurance or wish to contract it and it will at all
times be the responsibility of whether they are insured or not and never from
the people.
4.7.3. -The freight forwarder does not provide insurance that covers
loss/damage of cargo, unless the client previously and specifically instructs it in
writing.

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 4.7.4. -When instructed by the client to take out the insurance, the freight
forwarder will proceed to do so on behalf of the client acting as policyholder.
4.7.5. -In the event that insurance coverage has been taken out, the General
Conditions for transportation, as well as the related clauses in force in the local
insurance market, will apply to the insurance that covers transportation.

5. RESPONSIBILITY OF THE SHIPPERSON OR EFFECTIVE CARRIER.

5.1. .- The Shipowner or shipping company is the physical or legal person whose
purpose is to operate and exploit one or more vessels owned or under its
possession, even when it does not constitute its main activity, according to the
Navigation Law.

5.2. .- Responsibility. The terms under which the Shipping company is bound are those
indicated on the front of the Bill of Lading of the transport line, in accordance with
articles 98, 100 section X, 101, 102 of the Navigation Law of the United Mexican
States and current international treaties. Whenever by virtue of a water
transportation contract, the shipowner is obliged to the shipper or loader to move
the merchandise from one point to another and deliver it to its recipient or
consignee by paying freight.

5.3. .- Extinction of the Obligation with the shipping company. The client, consignee or
agent
diverse will pay the shipping company the price of the freight contracted through
the freight agent, including the payment for the provision of logistics coordination
services and the amount of which is covered by this document on its front or in that
document Bill of lading house or invoice that is emit.

5.4. .- In the case of delays in the shipping company's service, the responsibility of the
cargo agent is to assist the client, whether shipper, consignee or other agent, in the
successful completion of operations and in the release of the cargo. Each individual
contributing agent must respond in the terms of the applicable Mexican legislation
according to the nature of the activity carried out and in the terms under which
they are obligated.

5.5. .- It is agreed that in the cases of logistics operations where the client or consignee
of the goods once they have entered the different customs in question and for
reasons of their absolute responsibility determine the abandonment of said goods,
this act will not release the client, consignee or owner of the same from paying for
the services, understood as the payment of the agency service, the service of
transportation granted by the actual carriers, as
well as their accessory expenses such as the expenses of delays and stays in the
premises since due to their legal nature it will always be the obligation of the client,
consignee or contractor of the agency service.

5.6. .- The agency is exempt from paying these accessory expenses and will have legal
action in conjunction with the actual carrier(s) against the one(s) who have
expressly or tacitly determined the abandonment of the goods that are the subject
of this agency contract.

5.7. .- In these cases, the shipowner or effective transportation provider will assist the

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 agency in recovering these payments and both will have action against the person
who determined the abandonment.

5.8. .- It is also agreed that in analogous cases where the freight agent is hired for the
purpose of coordinating transportation operations and where rail, air, land or
multimodal means of transportation are used, the obligation of the carrier, effective
carrier, carrier or transportation service provider, will be in the same terms
established by the
document that it issues and which in turn are the representative document of the
merchandise, which individually or jointly will be called master or master document;
as well as in the terms established in the laws and/or specific international treaties
ratified by Mexico. The freight agent being only responsible for the service under
the terms of this contract.

5.9. .- In cases where the client requests transportation or logistics coordination service
that involves air transportation, the Freight Agent may coordinate the service with
the suppliers that the IATA arranges, consequently, the IATA Agent, who carries out
the assistance with The Freight Agent, to carry out the service requested by the
client, will respond to the Freight Agent and to the client for any omission of its
service, and in the same way, the IATA agent will facilitate and indicate the
procedure to follow in the case. of claims where the client of the Freight Agent and
consequently the Freight Agent itself are affected in any way and in particular their
profits with respect to the operation in question. And without prejudice to the
foregoing, the IATA Agent will be legally responsible and may be claimed for
expenses, damages and losses that, due to omission by him or the airline, result to
the client or the Cargo Agent, especially those derived from of errors in instructions
to the airline itself. Or errors in routes of the airline itself.

5.10. In the case of air transportation coordination services, it will be understood as

Agent of Burden IATA (CO-LOADER):
Legally constituted legal entity, which executes the contracting of the air transport
service to the effective carrier, to which the Freight Agent subcontracts an air
transport service on behalf of the client.

5.11. The client accepts that with respect to the claim or arbitration before the line or
with the air transport line, the client must make it directly, being the case that in
this case he must issue a letter of acknowledgment of debt in favor of the agent
regarding the amount of the service, being the case that the freight in this case
must be paid to the freight agent to in turn make the payment to the line. If, for
the convenience and decision of the cargo agent, he determines that the claim
and/or arbitration must be carried out by him, the client is obliged to endorse the
air waybill and issue a letter of transfer of management rights in favor of the client
to the so that it carries out the corresponding management.

5.12. The parties agree that matters relating to the air service provided by the line, as
well as any circumstance that involves arbitration or claims before the line, will be
affected by the Regulations established by the IATA, however, matters relating to
non-compliance by the client with the cargo agent Regarding the service provided,
its consideration and the omissions that the client has that result in the affectation
of the freight agent will be regulated by this contract and consequently the Courts
of the Common Jurisdiction of the Federal District or the Federal Courts will be
competent according to the competition by subject or by region.

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5.13. RESPONSIBILITY OF THE SHIPPER OR ACTUAL CARRIER. Be
responsibility of the effective carrier to determine the route that will be followed
from the place where the positioning and collection of the cargo is requested, to the
requested, agreed or necessary destination, to make the connections or logistical
substitutions, and/or to the final destination, which logistically must be the shortest
and safest for the cargo to be transported, limiting the agent's responsibility only to
determining the time at which the transport and cargo must be present, to carry
out the export or import procedures for the determined merchandise. . The actual
carrier is obliged to inform the agent of the route to be followed as far in advance
as possible before carrying out the transportation, as well as to change it when
necessary.

5.14. For the cases of land services where the merchandise is shipped and delivered
to the consignee by this means, it is provided that for export freight the agent
limits its responsibility up to the national section, so in the international sections
until delivery, the responsibility will be of the consignee agent in destiny
for that The client must take out the insurance that
correspond of shape direct or through the agent covering any
eventuality or incident that may affect the merchandise, so in the event that there
is an impact on them on international sections, the freight agent will limit itself to
notifying the client of the circumstance, if applicable, to assert the insurance for
which the client or owner of the goods, if applicable, will be
supported by the freight agent in the matter of management and facilitation of
documentation to carry out the corresponding procedure.

5.15. In case of non-compliance by the client with the service or payment of the
freight, he will be responsible. in front of the freight
forwarder and said relationship will remain
included in this contract, so its responsibility will be the jurisdiction of the Courts of
the common jurisdiction or of the Federation in Mexico City, Federal District.

5.16. In cases where the land service is involved for transportation on a complete trip
or to a specific port or terminal, in all cases, the agency will be understood as the
legal or physical person who, in a fixed office or in the field, sells or offers the
service to the agent, to the effect that this in turn can complement the logistics
coordination service, it will be understood that the person who offers it is and will
be responsible for all legal effects that may arise regarding civil, commercial and
operational coordination, placing special emphasis on the issue of insurance that
must be offered by law and will be required to specify what said insurance covers.
In this order of ideas, the observation is also made in a special way that it will bear
the obligation to respond in cases of criminal cases or criminal responsibilities that
arise from the occurrence of some illegal act on the cargo that is the object of the
service.

5.17. For the previous case stipulated in the immediately preceding point, in cases
where the full company is made up of different suppliers or owners, the supplier or
suppliers will be represented by a single person, with sufficient and sufficient
capacity to celebrate this type of agreement, and consequently will have the
obligation to issue original shipping letter with the requirements of law, established
for commercial transportation services of general cargo, or special, whatever the
case, stipulated by the Ministry of Communications and Transportation for these
means.

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5.18. The freight forwarder in the event that said representation, or obligation that he
has
he effective carrier or service provider, does not comply with the stipulations
satisfaction of the freight agent, he may not accept said service, and mention to the
client the need to re-coordinate the operation for security, and offer a different date
to avoid inconvenient physical closures.

5.19. In the event that the service agreement of the supposed effective carrier exists,
and it turns out that through deception he has issued false documentation, or
agreements flawed by fraud, bad faith, injury or lies; in the case of any partial loss,
total impairment of merchandise or criminal act that arises in transit or during
that the merchandise and agreement made are valid, the assumption
carrier will have direct criminal liability without prejudice to commercial or civil
liability when the facts that prove them are combined.

6. RESPONSIBILITIES AND OBLIGATIONS OF THE CHARGER,

CONSIGNEE, CUSTOMER OR MISCELLANEOUS AGENT THAT HIRE
THE
BULKING AGENT.

6.1. It will be the responsibility of the shipper, consignee or any agent that hires the
services of the freight agent, of the cargo to be transported, as well as the data
and characteristics of the same that it provides to carry out the transportation
operation, so it will be understood In all cases, the actual content of the cargo
will in all cases be what the client claims to be .

6.2. The direct and unconditional obligation is agreed and accepted with a due date
in sight, recognizing “I owe and pay” in favor of the freight agent and as direct
beneficiary, the amount covered by this document, whose subscription date also
appears on its front. as a debt that must be paid by the debtors who appear as
shipper and/or consignees jointly or separately as the case may be for the price
of the operations carried out as well as the payment to the logistics coordination
service that must be paid to the freight agent. , which was previously accepted
by the client.

6.3. The costs of contracting the insurance that covers the cargo will be borne by the
client, who must request it in writing to the Cargo Agency.

6.4. The cargo to be transported must be properly packaged and packaged according
to the merchandise in question, this being the absolute responsibility of the
client.

7. ACTIONS ARISING FROM THIS AGREEMENT.

7.1. .- He freight forwarder will take into account all times at his
please the action of
breach of contract and damages caused.

7.2. .- By non-compliance of the customer or shipper by theNo payment of

service of
agency that the Agency has provided to you.

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7.3. .- Due to the error or bad faith of the correspondent in the co-loader services,
where due to the agent at origin or the Correspondent agency, the freight agent
cannot successfully carry out its coordination of logistics services, or has than
incurring improper payments or damaging your business reputation.

7.4. .- Because the transport company incurs negligence or actions without law or
outside the law and the limits of its obligations and possibilities, and because of
these the freight agent incurs extraordinary expenses, liability towards the client,
agents, shippers or consignees or whose commercial reputation is directly affected.

7.5. .- Due to error, negligence and/or bad faith of the co-loader agent, in any
operation in which their service has been used; and that as a direct consequence of
that error, negligence and/or bad faith, the operation in question has not been able
to arrive or conclude in good terms, there will be direct and unconditional
responsibility of the aforementioned agent in favor of this agency and the rights of
This may be added to and contribute to the rights of the carrier or shipping
company, the shipper, and/or the consignee, and/or the owner of the cargo through
the figure of the intervening third party; but there will never be a right in these
terms against the freight agent, so if any action is taken against him, this clause
will operate as an exception in defense.

8. - TRANSPORTATION INSTRUCTION.

8.1. - The transportation instruction must be delivered to the freight forwarder

in writing, containing at least the following information: Type of cargo;
description and its classification (e.g. dangerous goods); Type of packaging
specifying content, quantity, weight (gross/net) and dimensions of the
packages; Place of reception and delivery; Instructions and conditions
concerning boarding, means of transportation (sea / air / land); Specific
instructions regarding the mode of transportation (FCL/LCL/Consolidated) and
the issuance of documents.
8.2. - In the absence of precise instructions, the freight forwarder will be
entrusted with the selection of the most appropriate means and forms to
subcontract the transportation.

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 8.3. - In the case of transportation instructions given verbally, the client must
confirm them to the freight forwarder in writing, within the following twenty-four
(24) hours.
8.4. - It is the client's responsibility to transmit this information correctly and
completely. It is not the freight forwarder's obligation to verify the information
received. In case of discrepancy, the freight agent will inform the client, so that
the inconsistency is clarified.
8.5. - The freight forwarder will decide, at his own discretion, the acceptance of
the instructions

8.6. - In all cases, for the freight agent, the client will be the physical or legal
person who requests the freight agency services, be it the import or export
service, consequently, the obligation to pay for the services will be automatically
from this contact, being the case that if during the course of the operation,
there is a change of consignee mentioned or instructed by the first client, this
instruction of change of consignee does not exclude responsibility for
compliance with the
service payment obligations to said client, and the first to respond for freight
payments, delays, storage and accessory expenses, will always be the client
first, from whom the first contact and booking confirmation was received. It is
important to mention that if these instructions are given, the freight forwarder's
operations staff must, before making any changes with suppliers, verify the
authorization and if there is no legal or customs impediment that could
fundamentally affect the operation. .

9. - PAYMENT CONDITIONS AND CUSTOMER RESPONSIBILITY.

9.1. - The client is responsible for payment to the freight forwarder against
billing.
9.2. - The freight forwarder has the right to collect his freight, expenses and
other costs related to his actions, at any time for the release of the cargo for
these concepts.
9.3. - The client is responsible for the payment of taxes, customs duties,
transportation or any other service not contracted with the freight forwarder.

10. - BILLS.

UNICO.- The invoices issued by the ACI, for the value of the services provided and the
object of this contract, constitute a representative title of the service requested by the
client and provided by the agent and for the purposes of judicial procedures, may be
requested as an executive by recognize the client to be a representative document of
the service provided and will become payable on its expiration date without need of
acceptance additional.

11. - RIGHT OF RETENTION TO GUARANTEE COMPLIANCE WITH OBLIGATIONS

DERIVED FROM A CONTRACT AND ACCEPTED BY THE PARTIES.

12. 1.- In the event that the client fails to pay for the service provided by the Agent
Page 11 of 16
cargo, as well as the expenses or payments accessory to the service, which have been
generated, for reasons beyond the control of the Agent, said agent will have the right
to retain the cargo in question, and which is the subject of the service provided, until
the client settles all and each of the amounts that have been generated, including those
that, due to the late payment that the client has incurred towards the agent; have been
generated, in the case of complementary expenses such as delays, storage,
maneuvers, or any other movement or operation, the client will be obliged to pay them
in full, so if they do not do so, their cargo will not be released, and the Agent will not be
responsible under any circumstances for partial or total loss, or for seizures or
abandonment declared by the federal treasury, consequently, even if the client's
omission generates these consequences, the Agent will permanently have the right to
enforce the demand. of payment through judicial means, and the client will not be able
to claim any action or benefit from the agent that does not have strictly to do with the
provision of the logistics coordination service.

13. 2.- The Agent will be obliged to promptly report the status of shipments and their
transit, specifically in exports of positioning, physical and documentary closures, as well
as the departure of the ship, transit times, approximate times. of arrival at the
destination, as well as the coordination at the destination of the arrival and dispatch of
the corresponding cargo, therefore, in the case of multimodal services where a
comprehensive door-to-door service is requested by the client, it will also notify the
arrival from land transportation to the positioning of the cargo, and from its departure
to the loading port for its departure to the final destination, whether by sea or air, in
this case being the corresponding regarding the specific modalities and characteristics
of air transportation.

14. 3.- In cases of import, the Agent will be obliged to inform the client through alerts
of the arrival of the cargo, whether by sea or air transport, or even by land, taking into
account that this notification implies the corresponding actions of the client, for the
purpose of being able to dispatch the merchandise upon arrival in Mexico, without any
problem and within the free times that may be granted by the shipping lines or by the
air or land carriers, if such facilities exist.

15. 4.- In the event that the Client or final consignee of the goods incurs omissions of
any nature, towards the Agent, or with respect to tax, customs or health obligations or
of any nature that implies the detention of the merchandise and the impossibility of
properly terminating the operation by the agent, it will be understood in all cases and
without omissions that the responsibility for omission or negligence will be that of the
client and consequently the client will be responsible to the agent and the actual carrier
or shipping company, or provider of the transportation service, from the payment of the
expenses that these omissions generate, excluding the agent from obligations derived
from these omissions towards the shipping company or supplier or third parties,
consequently, any damage or property impairment suffered by the agent with respect
to these omissions or problems of the client, the agent will have the right to demand
compensation, plus damages before the judicial authority.

16. 5.- The service and conditions of the service that the client contracts and that the
agent provides are defined in this contract and described in the corresponding loading
instruction or insurrection letter that the client accepts and authorizes.

12 .- LIMITATION OF LIABILITY FOR ACTS OR FACTS OF THIRD PARTIES.

The Freight Forwarder is authorized to select and contract carriers, customs agents and

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others, if required for the transportation, storage, handling and delivery of the cargo,
all of whom will be considered independent third parties of the Freight Forwarder and
the cargo will be entrusted to such third parties subject to all conditions such as
limitations of liability for loss, damage, expense or delay in delivery and all rules,
regulations, stipulations and conditions, whether written, printed or stamped, appearing
on waybills, bills of shipping and receipts issued by such carriers, and others.
Consequently, Under no circumstances will the Freight Agent be responsible for any
loss, damage, expense or delay suffered by the cargo for any reason while the same is
in the custody, possession or control of such third parties selected by the
aforementioned Freight Agent.

13 .-LIMITATION OF LIABILITY.

13.1. - In any case, the responsibility of the Freight Agent in its performance as
Freight Agent will be limited, said responsibility being exclusively with respect to
the acts that correspond to it and are of the nature of logistics coordination.

13.2. -In the event that there is any omission on the part of the Freight Agent
regarding its service already specified and described in this contract, the Freight
Agent may request clarification or make a claim before the same freight agency,
and after analysis and study. made by the contentious area of the same agency,
may estimate compensation, which will be based on the following terms,
amounts and amounts:

13.2.1. - The compensation that should be made by the Agency

burden, No will exceed of:
USD 3 per kilogram of gross weight, in air transport or at 15 days of the
minimum wage in force in the federal district per ton or in the case of maritime
shipments whose weight is greater than 200 kg but less than 1000 kg and at 4
days of the minimum wage per consignment when it comes to shipments
weighing 200 kg. Without exceeding the sum of USD 500 per shipment. For loss
or damage to merchandise. (This only if said merchandise is in your custody).

13.2.2. - If there is a transport document issued by the Freight Agent, the

limitations of its liability will be limited to what is expressed in said document.

13.3. - CLAIM PERIOD. The final consignee of the merchandise will have the
obligation to carry out the corresponding inspection of the aforementioned
merchandise, which must coincide with what is stated and expressed in the
corresponding operation documents, such as the bill of lading, consignment note
or air waybill. , that is issued, as well as with what is dispatched by the customs
agent, consequently, in the event that there is any variant, the consignee of the
goods will have a period of 48 hours to make the corresponding notification to
the cargo agent, and must accompany, reliable evidence of the opening of the
containers or boxes in its facilities, and photographic material of the state in
which said goods arrived, as well as all those items that can serve of
conviction, that the merchandise did not arrive according to those specified in
the documents of the operation. Therefore, in case of
No make such notice to
freight agent, the right of claim will preclude against the consignee or
beneficiary of the transport documents.

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 13.4. - Payments of the invoices of the International Freight Agent for the
provision of its services can under no circumstances be conditioned to the
attention of any claim and/or to any act or fact of the International Freight
Agent and/or its employees, agents or subcontractors. Therefore, the effect of
the claim and consequent acts of the freight agent continuing, the client or
consignee must pay the corresponding service to the international freight agent,
understanding this payment as the total amount, which includes the services of
the agent. and the accessory services that you have used with suppliers, agents,
etc. Therefore, if this is not done, the claim made in this case will be considered
not presented, and the client will be considered to be in breach of the contract
and the obligations that derive from it.

14 .-EXEMPTIONS FROM CIVIL, CRIMINAL AND JUDICIAL LIABILITY, FOR THE

FREIGHT AGENT.

14.1. - The Freight Forwarder will not be liable with respect to any loss, damage or
expense, such as loss of profit, loss of profits, loss of market, loss of opportunity, loss
of customers, fines, claims for losses due to depreciation or conventional fines. ,
fluctuations in exchange rates, fees or taxes increased by the authorities whatever the
cause. In addition, the exemption clauses described below are applicable:
14.2. - Under no circumstances will the Freight Agent be responsible if one or more of
the following circumstances occur:
a. Negligence of the client or its authorized representative.
b. Defective packaging, labeling and stowage or the absence thereof,
provided that the Freight Agent was not in charge of carrying out the
packaging, marking and stowage of the cargo. Likewise, the Freight
Forwarder will not be responsible for cargo of which it cannot verify the
contents.
c. Terrorism, riot, war, rebellion, revolution, insurrection, usurpation of
power, confiscation or seizure under the orders of a government or a
public or local authority.
d. Damage caused by nuclear energy.
e. Natural disasters.
f. Force majeure or unforeseeable circumstances.
g. Theft.
h. Circumstances that the Freight Forwarder could not avoid, consequences
that he could not foresee.
i. Vices inherent to the nature of the cargo.
14.3. - Under no circumstances will the Freight Forwarder be responsible for
damages attributed to delay in delivery of the cargo.
14.4. - Under no circumstances will the Freight Agent be responsible if the
cargo has been transported by the client or its representative.

14.5. - The Freight Agent will not be responsible for the consequences arising
from loading/unloading operations that have not been carried out by him.
14.6. - The Freight Forwarder will not be responsible, under any circumstances,
for loss, damage, expenses or fines arising in connection with the erroneous
information provided by the client regarding the number of packages, contents,
weight, brands, serial numbers, dimensions or cargo description.

15 .- FORM AND MEANS OF EXCHANGE OF INFORMATION NOTIFICATIONS

AND COMMUNICATIONS THROUGH WHICH THE FREIGHT AGENT FULFILLS THE

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PROVISION OF THE SERVICE.

15.1. - The parties to this contract, freight forwarder, client, suppliers and before they
intervene in the transport logistics coordination operation, including correspondent
agents abroad, in single-modal multimodal operations, door-to-door services or any
modality that is contracted. , admit and accept that electronic means will be one of the
most important ways to establish contact and be aware of the logistics coordination
service, in accordance with the rules applicable to each country, whether of origin,
destination or transit, in services direct, regular or non-regular, or reshipment, and in
particular with the provisions of Mexican legislation regarding electronic commerce
stipulated in the commercial code and complementary laws in force in Mexico,
consequently, each communication issued under these terms, It will be considered an
express or tacit agreement of wills, and consequently, for any clarification, complaint or
process of any nature, said exchanges of information will be understood by the parties
as full proof, with only the formality of law that is specified by the Mexican judicial
authority sufficient.

15.2. - Regarding the exchange of common and habitual emails in the

operations of the freight agency with its clients and suppliers, the following
NOM is applicable.

16 .-Standardization
The Federal Law on Metrology and Standardization establishes that the Official Mexican
Standards are constituted as the ideal instrument for the protection of consumer interests, on
March 20, 2002 the National Consultative Committee for Standardization of User Safety,
Commercial Information and Trade Practices, unanimously approved the referred standard, the
OFFICIAL MEXICAN STANDARD NOM-151-SCFI-2002, COMMERCIAL PRACTICES-
REQUIREMENTS THAT MUST BE OBSERVED FOR THE CONSERVATION OF DATA
MESSAGES.
This standard in accordance with the provisions of articles 40 of the Federal Law on
Metrology and Standardization in relation to 49 of the Commercial Code, the Ministry of Economy
issued an Official Mexican Standard that allows compliance with the obligation, by merchants who
use data messages to carry out commercial acts, to retain for the period established in said
Code, the content of the data messages in which contracts, agreements or commitments that
give rise to rights and obligations have been recorded; and whose content must remain complete
and unaltered from the moment it was first generated in its final form, and must be accessible
for subsequent consultation. The objective of this standard is the requirements that must be
observed for the conservation of the content of data messages that contain contracts,
agreements or commitments and that consequently give rise to the emergence of rights and
obligations.
Its field of application is of general observance for merchants who must keep data
messages containing contracts, agreements or commitments that

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 give rise to rights and obligations, as well as for all those people with whom merchants
grant or agree on said contracts, agreements or commitments.
Operation scheme
The basic operation model of the Communications Front End, hereinafter FEC, is shown in
Figure 1, which outlines a client program, the FEC, and a server program. The operation scheme
is simple: the FEC is responsible for accepting client connections, authenticating and, if the
service to which they wish to connect is in operation, notifying the latter of the client's
connection.

Custo Server
17.- mer
LEGAL AUTONOMY OF THE WILL OF THE PARTIES IN CONTRACTUAL MATTERS.

Each and every one of the clauses of these conditions of provision of service, it is stated that
they are adhered to the law under oath of truth, consequently, in cases of judicial
procedures, it will only be in cases where the authority determines it to be perfected. of
certain formalities that the procedures require, however, regarding the legality of this
instrument, it is understood that it is an adhesion contract, perfected by the electronic,
express or tacit acceptance of the parties involved in a certain operation and in the It is
understood that in the event that the law does not provide for a certain circumstance,
applicable to any particular problem derived from any logistical coordination operation, this
instrument will be considered the full and conscious manifestation of the parties by virtue of
which the consequential acts that determine their tacit acceptance, therefore, in the absence
of express regulation, the will of the parties in the sense that each one is bound in the terms
and manner in which they wanted to be bound, will be the basis or source of the actions that
are taken in court or in judicial procedures carried out before the competent authorities,
likewise, in the event that for any reason not existing at this time or the contracting of the
service to the Freight Agent is contrary to law, this will not imply that the other parts of this
instrument are nullified or invalid or lose the force that the will of the parties grants to it in
this act.

THE AUTHORSHIP OF CREATION AND MODIFICATION OF THIS TYPE

AGREEMENT IS PROTECTED BY THE INDUSTRIAL PROPERTY LEGISLATION
AND COPYRIGHT LEGISLATION, WHICH ASSIST THE CREATIVE GROUP AS A
REGISTERED TRADEMARK.
Intellectual rights reserved. Lemsa Abogados®.
INDA. 10634204332-36/1995. RENEW 20011,

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