Siam Cat Recycling Purchase Agreement for Spent Catalysts

Effective Date: August 24, 2024  |  Last Updated: March 2026



1. Introduction and Recitals

1.1 Overview

This Purchase Agreement ("Agreement") governs the sale and purchase of spent auto catalysts ("Goods") by Siam Cat Recycling Co., Ltd. ("Siam Cat Recycling", "we", "us", or "our") from Suppliers ("Supplier", "you", or "your"). Siam Cat Recycling purchases Goods exclusively within Thailand for the purpose of recycling and facilitating the extraction of platinum, palladium, and rhodium by refineries.


1.2 Recitals

WHEREAS, Siam Cat Recycling is engaged in the business of acquiring spent auto catalysts for recycling purposes; and
WHEREAS, Suppliers offer such Goods for sale and may submit orders ("Carts") via our website, mobile applications, or other approved channels; and
WHEREAS, this Agreement sets forth the terms and conditions governing these transactions;
NOW, THEREFORE, by submitting a Cart or using our Services, you agree to be bound by the terms and conditions of this Agreement.



2. Definitions

2.1 Spent Auto Catalysts / Goods

Used catalytic converters offered for sale, which may be provided in various forms including piece, monolith, broken monolith, or powder.


2.2 Platinum Group Metals (PGMs)

Refers to the precious metals platinum (Pt), palladium (Pd), and rhodium (Rh).


2.3 PGM Concentration

The concentration of platinum (Pt), palladium (Pd), and rhodium (Rh) in the catalyst, measured in parts per million (ppm). This unit indicates the amount of each precious metal within the catalyst material, with 1 ppm representing 1 milligram of metal per kilogram of material. Higher PGM concentration generally increases value, as these metals are the primary components extracted during refining.


2.4 Catalogue Product

A spent auto catalyst referenced in our product catalogue, expected to meet predetermined standards for weight and PGM concentration.


2.5 Mixed Catalyst Batch

A collection of spent auto catalysts that may vary in weight and PGM concentration. A minimum of 70 kg of ceramic material is typically required for processing and assessment, subject to specific conditions.


2.6 Destructive Testing

Testing procedures involving physical alteration of the Goods to determine their value, including but not limited to: cutting the steel body, reducing the material to powder, mixing and sampling the resultant powder, and analyzing the sample via X-ray fluorescence (XRF) or inductively coupled plasma (ICP) methods. The method is at Siam Cat Recycling's sole discretion, and results (weight and PGM concentration) shall be documented and form the basis for pricing adjustments.


2.7 Minimum Acceptable Thresholds

The lowest concentration of Platinum Group Metals (PGMs) or recoverable value deemed viable for recycling, as determined by Siam Cat Recycling based on market conditions, refining costs, and operational standards. Goods below this threshold may be classified as waste, subject to rejection and Supplier-funded disposal.


2.8 OTP Verification and Electronic Contract

Refers to the process of executing a purchase contract electronically, whereby the Supplier confirms the contract contents via a One-Time Password ("OTP") sent by SMS to the mobile number registered in our CRM system. Entry of the correct OTP within the designated time window constitutes a legally binding electronic signature under the Electronic Transactions Act B.E. 2544 (Thailand ETDA).



3. Order Submission and Quotations

3.1 Order Submission

Suppliers may submit orders ("Carts") via our approved channels (e.g., website, mobile applications, official Line account). Submission of a Cart constitutes your offer to sell Goods to Siam Cat Recycling. No contract arises until we confirm acceptance in writing or via electronic notification.


3.2 Quotations and Acceptance

Quotations are issued at our sole discretion and are not binding. We reserve the right to modify unit prices, adjust quantities, or decline any order based on internal evaluation, testing results, or market conditions. The final unit price shall be determined post-inspection and testing, with no pricing or quantity guarantees implied by Cart submission.



4. Product Requirements, Testing, and Quality Standards

4.1 Product Standards and Ownership

All Goods must conform to Siam Cat Recycling's standards for weight and PGM concentration as per our product catalogue. Ownership transfers to Siam Cat Recycling only upon acceptance after inspection; unaccepted Goods remain Supplier property. Suppliers may be required to provide proof of ownership (e.g., purchase receipts, VINs) prior to acceptance. The physical form (e.g., piece, monolith, broken monolith, powder) may affect valuation due to weight, PGM loss, or assessment challenges.


4.2 Destructive Testing Requirements

  • (a) Catalogue Products: We may require Destructive Testing to verify that Catalogue Products meet specified standards for weight and PGM concentration. Goods with PGM concentrations below detectable levels or deemed valueless after testing will be rejected, with Suppliers responsible for all disposal costs as outlined in Section 8.4.
  • (b) Non-Catalogue Products: For Goods not in our catalogue (including individual units), Destructive Testing may be required to assess value. If testing reveals PGM concentrations below minimum acceptable thresholds (as determined by Siam Cat Recycling) or no recoverable value, such Goods will be rejected, and Suppliers shall bear disposal costs per Section 8.4.
  • (c) Mixed Catalyst Batches: For batches with varying weights and PGM concentrations, Destructive Testing is mandatory. Batches below 70 kg may incur a processing fee of 100.00 THB/kg or be rejected. Mixed Catalyst Batches found to contain materials with PGM concentrations below minimum acceptable thresholds or no recoverable value after testing will be rejected, with Suppliers liable for disposal costs as specified in Section 8.4. We reserve the right to define 'minimum acceptable thresholds' based on current market conditions and refining viability.


4.3 Testing Methods and Transparency

Testing may use XRF or ICP methods at our sole discretion. Suppliers agree to provide samples or allow on-site testing if required. Test results will be provided upon request; disputes must be raised within 7 days of receipt. We'll respond within 14 days. Disputes must include evidence of error; our testing results are final unless proven otherwise.


4.4 Quality and Price Adjustments

If testing reveals discrepancies (e.g., lower weight or PGM concentration), we may adjust the unit price or reject the Goods. Goods determined to have PGM concentrations below minimum acceptable thresholds or no recoverable value will be rejected outright, and Suppliers shall bear all costs for disposal as hazardous or non-compliant waste per Section 8.4, in addition to re-testing, return shipping, or remediation costs if applicable. Suppliers shall bear all costs for re-testing, return shipping, or remediation if Goods fail to meet standards.



5. Pricing, Payment, and Advance Payment

5.1 Pricing

  • (a) Prices are based on the USD/THB exchange rate, current PGM market rates, net dry weight (excluding moisture), and PGM concentration.
  • (b) Due to variations in form, weight, and PGM concentration, final unit prices are subject to change post-Destructive Testing.
  • (c) We reserve the unilateral right to update, adjust, or modify pricing, including market rates (USD/THB, Pt, Pd, Rh), weight, PGM concentration, and unit prices, at any time.


5.2 Advance Payment

  • (a) For Goods purchased at the Supplier's location, an initial inspection may occur on-site to estimate value and facilitate provisional payment, but a secondary inspection occurs upon delivery to our facility and shall prevail as the final determination of weight, PGM concentration, and compliance with agreed standards.
  • (b) Suppliers must deliver Goods at their expense to our facility at 190/51 Suptawee Factory Park 3, Nai Khlong Bang Pla Kot, Phra Samut Chedi, Samut Prakan 10290, Thailand, within 15 days of receiving an advance payment**, unless we arrange a pickup or agree in writing to an alternative delivery method per Section 6.1.** Failure to deliver requires immediate refund of the advance, plus 3% annual interest and a 500 THB daily penalty until returned.
  • (c) Payment for accepted Goods will be made within 14 days of final inspection via bank transfer. Delays beyond 14 days due to force majeure or banking issues do not incur liability.


5.3 Invoicing

Suppliers must provide a valid government-issued ID card, business (shop) card, or both for invoicing. Personal data submitted is governed by our Privacy Policy.


5.4 Prohibition on Cash Payments and LPPM Compliance

In accordance with the current London Platinum and Palladium Market (LPPM) Responsible Sourcing Guidance, cash payments (in whole or in part) for the purchase of spent catalytic converters are strictly prohibited. All payments must be made exclusively via bank transfer to a registered account held in the Supplier's name or registered business name. Violation of this requirement constitutes a material breach of this Agreement and may result in immediate suspension or termination of the commercial relationship and/or reporting to relevant authorities as required by applicable law.



6. Delivery and Shipping

6.1 Delivery Methods

  • (a) Self-Delivery: Suppliers may deliver Goods to our facility (190/51 Suptawee Factory Park 3, Nai Khlong Bang Pla Kot, Phra Samut Chedi, Samut Prakan 10290, Thailand).
  • (b) Pickup Service: We may arrange pickup based on volume, at our discretion, subject to fees or deductions. Suppliers must provide the location and proposed pickup date in advance; we may decline requests due to operational constraints, insufficient quantity, distance, or other reasons.
  • (c) Postal Delivery: Goods may be shipped via postal services, with shipping costs borne by the Supplier unless negotiated and confirmed in writing by Siam Cat Recycling.


6.2 Risk and Responsibility

Suppliers bear all shipping and collection costs/risks until Goods are accepted post-inspection. If Suppliers dispute inspection results, they are liable for return shipping, inspection fees, and additional costs incurred by us. Delivery delays beyond agreed timelines make Suppliers responsible for our incurred costs (e.g., storage, re-inspection).


6.3 Insurance

Siam Cat Recycling shall not be responsible for any loss, damage, or theft of Goods before acceptance. Suppliers are required to insure Goods until acceptance, and proof of insurance may be requested. Uninsured Goods may be rejected.



7. Quality Control, Inspection, and Remediation

7.1 Initial Inspection

All Goods undergo initial inspection upon arrival at our facility to verify weight and PGM concentration.


7.2 Secondary Inspection

For Goods purchased at the Supplier's location, a secondary inspection occurs upon delivery to ensure compliance with agreed standards.


7.3 Return and Remediation

If Goods fail to meet standards or show material discrepancies, we may return them at Supplier expense. If Goods are rejected due to PGM concentrations below minimum acceptable thresholds or lack of recoverable value, Suppliers shall also reimburse us for disposal costs as outlined in Section 8.4. Suppliers must remedy non-compliance or replace Goods at no cost to us within 14 days. If remediation or replacement is not feasible, Suppliers shall refund the corresponding amount for non-compliant Goods and cover any disposal expenses incurred by Siam Cat Recycling.



8. Fraud, Warranties, Indemnification, and Liability

8.1 Warranties by the Supplier

Suppliers warrant that Goods are as represented, legally owned, free from theft, fraud, misrepresentation, liens, or encumbrances, and comply with Thai environmental laws (e.g., Industrial Waste Management Act), trade regulations, and anti-fraud statutes.


8.1(a) Responsible Sourcing Warranties

Suppliers further represent and warrant that:

  • (a) All Goods offered for sale are legally owned or lawfully obtained by the Supplier and are not derived from theft, receipt of stolen goods, or any criminal activity;
  • (b) The Supplier complies with all applicable laws and regulations directly or indirectly related to the procurement, transportation, and sale of spent catalytic converters;
  • (c) The Supplier consents to periodic source verification by Siam Cat Recycling as part of the company's responsible sourcing compliance programme; and
  • (d) The Supplier will promptly notify Siam Cat Recycling if any of the above representations ceases to be accurate.

Siam Cat Recycling operates under the LPPM Responsible Sourcing framework and may be required to provide compliance evidence to refinery partners and external auditors. Non-compliance with Section 8.1(a) constitutes a material breach of this Agreement.


8.2 Fraud and Misrepresentation

Misrepresentation of quality, weight, or PGM concentration—including counterfeit, adulterated, or hazardous Goods—is deemed fraud. We may:

  • Reject or return Goods at Supplier expense,
  • Cancel the transaction and adjust pricing,
  • Impose 3% annual interest on outstanding amounts,
  • Pursue legal action, with Suppliers liable for all legal fees.


8.2(a) Suspension and Blacklisting

Siam Cat Recycling reserves the right to suspend or permanently terminate its commercial relationship with any Supplier ("blacklist") in any of the following circumstances:

  • (a) Evidence or reasonable suspicion that Goods originate from an unlawful source;
  • (b) Refusal to permit source verification or failure to provide requested documentation within a reasonable timeframe;
  • (c) Expired or incomplete identity or business registration documents as required by the Company;
  • (d) Anomalous transaction behaviour, such as an unexplained and abnormal increase in the volume of Goods supplied;
  • (e) Violation of the cash payment prohibition under Section 5.4; or
  • (f) Breach of any warranty under Section 8.1 or Section 8.1(a).

Suspension or blacklisting decisions are at Siam Cat Recycling's sole discretion; written notification of the reason will be provided to the Supplier. Blacklisting does not preclude Siam Cat Recycling from pursuing legal action or claiming damages.


8.3 Indemnification

Suppliers shall indemnify and hold harmless Siam Cat Recycling, its officers, employees, and agents from claims, losses, damages, or liabilities arising from breaches of this Agreement, including hazardous materials or fraudulent Goods.


8.4 Liability for Hazardous Materials

If Goods are contaminated with hazardous substances damaging equipment, compromising safety, or disrupting our supply chain, Suppliers are liable for all damages, costs, legal expenses, and a penalty of 1,000 THB per kg of contaminated material. Similarly, if Goods are found to have PGM concentrations below minimum acceptable thresholds or no recoverable value, rendering them waste, Suppliers shall reimburse all disposal costs, including labor, regulatory fees, and transportation, at a minimum rate of 500 THB per kg or actual costs, whichever is higher. If contamination affects other Suppliers' Goods, Suppliers shall cover those losses too. We may retain contaminated or valueless Goods for regulatory inspection without compensation to Supplier. Suppliers reimburse all disposal expenses.



9. Governing Law, Dispute Resolution, and Miscellaneous

9.1 Governing Law

This Agreement is governed by and construed under the laws of Thailand.


9.2 Dispute Resolution

Disputes shall first be addressed through direct negotiation. If unresolved after 30 days, we may initiate proceedings in a competent Thai court in Samut Prakan or elect arbitration in Thailand, at our discretion.


9.3 Amendments and Notices

We may modify this Agreement at any time, effective upon posting on our website. We may, at our discretion, notify active Suppliers via Line, SMS, or email. Continued use or order submission after modifications constitutes acceptance.


9.4 Force Majeure

Neither party is liable for performance delays due to causes beyond reasonable control (e.g., natural disasters, governmental actions), except that Suppliers remain liable for payment and delivery obligations unless waived by us.


9.5 Severability

If any provision is invalid or unenforceable, the remaining provisions remain in full force.


9.6 Entire Agreement

This Agreement, alongside our Terms and Conditions, Acceptable Use Policy, Disclaimer, and Privacy Policy, constitutes the entire understanding between Supplier and Siam Cat Recycling regarding Goods purchases. In conflicts, this Agreement governs physical goods transactions.


9.7 Electronic Acceptance and OTP Signing

Registering as a Supplier or submitting a Cart via approved channels signifies you have read, understood, and agree to this Agreement. In addition, for each transaction processed through Siam Cat Recycling's CRM system, a purchase contract will be generated and presented to the Supplier for review prior to the transaction being finalised. Confirmation by entering the OTP sent via SMS to the registered mobile number constitutes a legally binding electronic signature under the Electronic Transactions Act B.E. 2544. The OTP confirmation record — including the contract content at the time of signing, the phone number used, and the timestamp — will be retained as evidence in our system and shall be treated as non-repudiable proof in the event of a dispute.



10. Acknowledgment

By submitting a Cart or using our Services, you affirm acceptance of this Purchase Agreement, which governs the purchase of spent auto catalysts by Siam Cat Recycling Co., Ltd. This Agreement is distinct from, but complements, the Terms and Conditions for our website and mobile applications. Questions should be directed to us before order submission at [email protected] or 190/51 Suptawee Factory Park 3, Nai Khlong Bang Pla Kot, Phra Samut Chedi, Samut Prakan 10290, Thailand.

This Purchase Agreement is published on the Siam Cat Recycling website and applies uniformly to all Suppliers and app users submitting orders for spent auto catalysts.