SALES CONTRACT

Number: XXX Dated: XXX

We, representative of the parties below, agreed to conclude the Sales Contract between:

XXX
Add: Tel: Fax: Represented by XXX General Director Bank Account number: XXX Bank's name: XXX. Bank address: XXX Swift code: XXX Telex : XXX Reuters: XXX Hereinafter called the Buyer and

XXX
Add: XXX Tel: XXX Fax:XXX Represented by Mr XXX Bank Account number: XXX Banks name: XXX Bank address: XXX Hereinafter called the Seller The Buyer and the Seller have agreed to conclude the present Contract with the following terms and conditions:

Article 1 - Object of the Contract and prices

1.1
The Seller shall provide to the Buyer the following rollers (hereinafter called the Rollers):

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First delivery: Unit Price Total Item No Description Qty (EUR) (EUR)

(*): Freight and Insurance will be arranged by Seller and invoice back to Buyer. Buyer will make the payment to Seller based on the tax invoice. Second delivery: Unit Price Total Item No Description Qty (EUR) (EUR)

TOTAL PRICE exwarehouse Singapore or Thai Lan (including C/O)

Sea freight (**) (estimated) Insurance (**) (estimated) Total CIF Hai Phong port Total value of two deliveries (**): Freight and Insurance will be arranged by Seller and invoice back to Buyer. Buyer will make the payment to Seller based on the tax invoice, except for the sea freight which will be paid by the Seller. Total value of the contract: XXX EUR

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In words: XXX The above price including the Core Dynamic Balancing and all accessories needed. The above price is fixed and unchangeable during the performance of the contract.

1.2

The Roller to be supplied under this contract shall be 100% new, manufactured by XXX (Thailand factory) in 2009 at the best quality and in conformity with the technical specification defined in Appendixes 01 of this contract. Origine of the Machine: Thailand

1.3

Article 2 - Terms of delivery

2.1
The delivery shall be divided by two shipment by the Seller to Haiphong port, Vietnam: The first delivery including 08 rollers shall be delivered to the buyer by the seller to Noi Bai airport, Vietnam within 5-6 weeks from the date of this contract. The second delivery including 284 rollers shall be delivered to the Buyer by the Seller to Hai Phong port, Vietnam within 14 -16 weeks from the date of this contract. The Item shall be packed in the most secure manner and in accordance with seaway dimensions packing international standards for export to Haiphong, Vietnam

2.2

Trans-shipment is allowed.
Partial shipment is allowed.

2.3

The shipping documents shall include:

1. 3/3 original copies of clean on board Bill of Lading stating freight prepaid to
Haiphong/Noi Bai port to the order of XXX (Add: XXX). The B/L should also state date and number of contract, on board date, name of discharge port as well as port of transhipment. 2. 01 original and 03 copies of Insurance Certificate (Policy) for all risks payable for 110% invoice value upon claim in Hanoi, Vietnam 3. Packing list: 03 originals and 03 copies stating details of the number of packages, the number of containers, gross weight, net weight and dimensions 4. Detailed and exact commercial Invoice: 03 originals and 03 copies accurately specifying the date and the number of the invoice, contract number, date of the bill of lading, details of the quantity and weight of the goods and the CIF price

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5. Certificate of Origin issued by the European Chamber of Commerce: 01 original and 01 copy

6. Summary of Quality report for the rollers: 03 originals and 03 copies. 2.4
Notice of delivery: The Seller shall advise the Buyer by Fax/Email of the following data immediately after the shipment: Number and date of AWB/shipping documents Number of cases/total net/gross weight/volume

2.5 2.6 2.7

In case of transshipment the Seller shall inform the Buyer of the vessel and B/L number. All original shipping documents shall be sent by the Seller to the Buyer by courier within 5 days after the shipment. All costs related to the shipping advice and shipping documentation shall be borne by the Seller.

Article 3 - Insurance
The Seller shall purchase at a worldwide reputable insurance company, Insurance for all risks of the Item defined in the contract with 110% CIF Haiphong/Noi Bai value.

Article 4 - Terms of payment

The payment shall be made by the Buyer to the Seller according to the following schedule:

4.1 4.2

For the first delivery: The payment shall be made by the Buyer to the Seller by TTR within 60 days from the date of invoice. For the second delivery: The Buyer is to open within thirty (30) days from the date of signing of this Contract one irrevocable letter of credit established in favour of the Seller through XXX 292 printing rollers. The letter of credit remains valid until the date being hundred and ten (110) days after the delivery date of the last shipment of the contract. All the costs relating to extending or amending the letters of credit will be borne by the defaulting party. The letter of credit allows goods to be sent on a partial basis in accordance with this Contract. The payment will be made after the Buyer certifies that the Seller has supplied required quantity of goods being considered as in accordance with the technical specifications under this contract and complete its compensation obligation for poor quality substrate (if supplied) but no later than 45 days from the delivery date. If the Buyer fails to pay in accordance with the terms and conditions of this
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Contract within 45 days, the Seller may calculate the interest on overdue amounts in accordance with the commercial lending interest rate published by Vietcombank plus a margin of two per cent (2%) and require the Buyer to pay the interest. 4.3 All bank fees and commissions in the Buyers country will be borne by the Buyer. All bank fees and commissions in the Sellers country or other countries will be borne by the Seller.

Article 5 Performance Bond

5.1 The Seller must provide the Buyer with a performance bond by way of a
commercial bank to guarantee the liability to perform this Contract (bank guarantee).

5.2 The value of the bank guarantee is equal to 10% of the total value of the contract
namely EURXXX (in words: XXX). The bank guarantee is valid for 45 days after the last delivery has been completed or earlier where the Seller has completed their obligations. 5.3 Form of bank guarantee: Guarantee from the bank of the Seller.

5.4 The Buyer has the right to make a claim against the Performance Bond where the
Roller delivered to the Buyer is found to be not in accordance with the specifications set out in Appendix 01 and the Seller fails to rectify the problem, replace the Roller in part or in whole, within a reasonable time but no more than 45 days from the date of problem occurance.

Article 6 - Packing and marking

6.1
The Roller shall be delivered in accordance with dimensions packing international standards for export thus be protected against damages and losses during transports as well as during loading and unloading process. Protection measures such as greasing, covering with anti-humidity paper, polyethylene paper, wrapping paper, etc which are suitable with different natures, features and requirements for the Item according to the international standards, shall be applied prior to packing in order to prevent Item from any possible humidification, rain, rust and corrosion. In case of delivery by container, each case shall have a detailed packing list. Protection measures for the tropical conditions have to be provided by the Seller according to the Sellers experience. Thus these measures shall ensure the Item to be delivered to the destination port/ airport and installation sites safely and to be safe in storage conditions as per Sellers recommendations. Any damage caused by unsuitable packaging shall be on the Seller's account.

6.2

6.3

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6.4

Informations on packaging cases: in English with the contents as follows:

Consignor: XXX Consignee: XXX Tel:

Fax: XXX

XXX

Contract No: Loading port:

Destination port: Haiphong port, Vietnam

Name of Goods: Gross/Net weight: Dimension: Number of cases: Case No. Special markings: arrow, umbrella, etc.

Article 7 - Warranty
7.1.
In case the Roller supplied under this contract is found to be in unconformity with agreed specification as per Article 1 of the present Contract, the Seller shall repair or replace the Roller or its parts the soonest as possible but not later than 30 days from the delivery date. The warranty period for any deficiency and unconformity due to the Manufacture/production fault is 12 months from the signing of the acceptance certificate. Replacement of parts necessary as a result of normal wear, inadequate consumables or incorrect use of the Buyer are excluded from this warranty.

7.2.

7.3.

Article 8 - Claims
8.1 The Buyer shall be entitled to claim the Seller in the following cases:

The Roller supplied is not sufficient in quantity, quality and not in

conformity with the technical specification specified in the contract.

The Roller is defective.

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 Non delivery or late delivery or late acceptance of the Roller if it is a fault

of the Seller.

8.2

All claims under this contract shall be made in writing and sent by registered airmail. The date of registration by post office shall be considered as the date of such claim. Reply on such claims shall be given immediately but not later than 10 days after receipt of claim. In case of emergency, such claim shall be sent by fax, then confirmed by documents as mentioned above.

Article 9 Penalties and cancellation of the contract

9.1.
In case of any delay of shipments beyond the contractual delivery time, except of those caused by the event of Force Majeure, the Seller shall pay to the Buyer a penalty of 1% of the value of the delayed shipment for each full week of the delay, except for first 2 weeks. But in any event the penalty should not exceed 10% of the total Contract value. The Buyer reserves the right to cancel the present contract in case the shipment delay is more than 45 days. If so, the Buyer is entitled to take the Performance Bond and not make any further payment to the Seller; the Seller shall immediately reimburse all payments that were transferred by the Buyer.

9.2.

Article 10 - Force Majeure

10.1 The parties reserve the right to reduce the part or the whole obligation under Force Majeure circumstances. Force Majeure means any event arising during the performance of this Contract beyond the control of a party to this Contract, and directly influencing the performance of part or the whole of this Contract. Force Majeure is including but not limited to wars whether declared or not, riots or revolutions, embargo, earthquakes, fire, floods, drought, epidemics and other natural disasters.

10.2

The party claiming relief from performance of an obligation under the contract due to Force Majeure shall inform the other party thereof by fax immediately but not later than 5 days after the commencement of such Force Majeure, then confirm by registered airmail covering the existence, the commencement date and the estimated termination of notified Force Majeure, together with the certificate of risk issued by the competent authorities of the country the Force Majeure cases happen, within 7 days after sending such fax. Time of performance of obligations under this contract shall be automatically extended by a period of the Force Majeure. In case the Force Majeure stretch over two months, the parties hereto shall negotiate and decide the next steps.

10.3

Article 11 Arbitration and dispute of resolution

11.1 In the event of disputes arising from the interpretation and/or performance of the contract to be concluded or of any individual agreements concluded on the basis

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thereof, the Seller and the Buyer shall first attempt to resolve the dispute amicably by means of negotiation. 11.2 Should an amicable agreement between the parties not be reached within 30 days (or period of time agreed by both parties if dispute arises) since the negotiation started, each party shall be entitled to request to settle that dispute through the Center of International Arbitration besides the Vietnam Chamber of Commerce and Industry on the procedural rules of this organization. Place of jurisdiction shall be in Hanoi, Vietnam. 11.3 All expenses relating to arbitration and other related expenses shall be borne by the fault party, unless otherwise agreed upon by the parties.

Article 12 - General conditions

12.1 Any amendment and/or additional Articles to the contract shall only be valid if made in writing and duly confirmed by two parties. The commitment of fulfillment of the contract shall be extended respectively. 12.2 This contract replaces any verbal and/or written agreements between both parties of the content that is specified in the contract. 12.3 The contract becomes effective when being signed officially by both parties.

12.4 This Contract is made on August 2009, in 02 originals in English, 01 for the
Buyer, 01 for the Seller. FOR AND ON BEHALF OF THE SELLER FOR AND ON BEHALF OF THE BUYER

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