* CONTRACT

CONTRACT No Place, Date Between: Name: Address: Tel: Fax: Email: Represented by Hereinafter called as the SELLER And: Name: Address: Tel: Fax: Email: Represented by Hereinafter called as the BUYERThe SELLER has agreed to sell and the BUYER has agreed to buy the commodity under the terms and conditions provided in this contract as follows:Art.1: Commodity:Art.2: Quality:Art.3: Quantity:Art.4: Price:Art.5: Shipment:Art.6: Payment:Art.7: Packing and marking:Art.8: Warranty:Art.9: Inspection:Art.10: Force Majeure:Art.11: Claim:Art.12: Arbitration:Art.13: Other terms and conditions: (Loading terms/loading and discharging rate; Performance Bond, Insurance; Penalty)

For the BUYERFor the SELLER

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TERMS1.COMMODITYa. Common name+ scientific name: b. Name+ originc. Name+ specificationsd. Name+ production timee. Name+ trade markf. Name+ functionsg. Name+ modelh. Combination *

TERMS1.COMMODITY Vietnamese long grain white rice of 10% broken, crop 2008

Two-litre multi rice cooker, Sanyo brand, model AB12, made in Japan, 2008

Charger AB 123, 110V/220V for large battery.

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2.QUANTITY/ WEIGHT/ AMOUNT OF GOODS)LT=long ton=1016,047 kgST=short ton=907,187kg Piece, unit MT, kg, gallon. Bag, box, bottle *

Net Weight 10,000 MT +/- 10% (at the sellers option)

2. 100 sets, one set with one catalogue and one adaptor .

3. 500 MT+/- 5% at the sellers option in accordance with the market price/ contract price.

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3 .QUALITY/ SPECIFICATION / DESCRIPTION OF GOODS:a. by sample: Quality:* As per sample no., in the possession of the Buyer on The sample must have the signatures of all Parties. The sample is to be made in 03 copies for the Buyer, the Seller and the Surveyor. The sample is an integral part of the Contract.*

3 .QUALITY/ SPECIFICATION / DESCRIPTION OF GOODS: b. By standard :

Quality: 1. Arabica grade 1, TCVN 4193 : 20012. In accordance with TCVN --------- in effect in-------- *

c. By specification:Specification: Mainboard ECS 845GV-M3 Socket 478 CPU Intel Pentium 4 Processor Socket 478Monitor 15 inch Samsung SyncMaster Medium Tower Case ATX ROBO Keyboard PS/2 ROBO Multimedia Mouse PS/2 ROBO Optical Scroll CD Rom 52X*

By the state of the goods: Quality: As it is

By the goods inspected beforeQuality: As inspected and approved by the Buyer *

Quality: The quality of the Goods is as per the attached Technical Documents agreed by the Buyer. Technical Documents are in Vietnamese. The Technical Documents are an integral part of the Contract.*

Quality: The Goods shall be with X trademark, officially registered at The quality of the Goods shall be in conformity with the quality of X trademark.*

By description: Pepper: clean, dry, black, hot taste- Moisture: 14%- Admixture: 1%- Not mouldy or mouldy smelling*

By description:Yellow sesame: new crop, dry, clean, no worm eaten- Moisture: 8% Max.- Other color grain: 2% Max.- Admixture: 1% Max.- Oil content: 45% Min.- Acid index: 3 Max.*

By description:+ Moisture: 14 % max+ Foreign matter: 0.5% max+ Broken: 25.00% max+ Whole grain: 40.00 % min+ Damaged kernel: 2.00% max+ Chalky kernel: 8.00% max+ Red kernel: 4.00% max+ Immature kernel: 1.00% max+ Milling degree: ordinary milled*

4. PRICE: setting price:a. fixed price: 100 USD/kg FOB HP port, Incoterms 2000

b. deferred fixing price: Will be set in May, 2009 at the price of 85 USD/MT lower than posted price for Robusta grade 1 at LIFFE

c. flexible price: 220 USD/MT FOB HP, Incoterms 2000. The price shall be changed if on the delivery, market price varies more than 10%

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Unit priceTotal amountPackingAccessoriesPrice: Unit price: USD 200.00 Total amount: 200 USD x 200 sets = 40,000 USD (Forty thousand US dollars only) The price is to be understood FOB Singapore, Incoterms 2000 including packing and accessories*

5. DELIVERY/ SHIPMENT:Time of delivery:B. Place of delivery:Port of dischargePort of destinationC. Mode of deliveryLump-sum. Partial- shipment, installments. *

5. DELIVERY/ SHIPMENT:*5.1 Time of shipment: not later than ------5.2 Port of loading: Indonesia main ports5.3 Destination port: Hochiminh City Port5.4 Notice of shipment:Within 2 days after the sailing date of carrying vessel to S.R Vietnam, the Seller shall notify by cable to the Buyer the following information:+ L/C number+ Amount+ Name and nationality of the vessel+ Bill of Lading number/ date+ Port of loading+ Date of shipment+ Expected date of arrival at discharging port

6. PAYMENT):a. currency of payment

b. time of payment:

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c. Place of payment:d. Mode of payment:

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Payment:- By TT remittance within 7 days from the receipt of shipping documents (original) to . account no.: . in bank, HCM city, HN- Payment shall be made upon the receipt of these shipping documents such as:+ Full set (3/3) of clean on board Bill of lading, marked: Freight prepaid+ Commercial invoice in triplicate+ Packing list in triplicate+ Certificate of origin issued by *

Payment:* Within a week after receipt of Notice of Shipment, the Buyer shall make full payment by T/T to the account of the Seller from X bank to Y bank*

Payment:By D/P base-telegraphic reimbursement right after receipt of shipping documents from ---------bank HCM city/ HNReimbursement of 100% contract value is to be transferred to the Sellers Account no.: at -------bank.Buyers bank: ----------- ( name)Add:..Following documents must be presented to:+ Full set (3/3) of clean on board Bill of lading, marked: Freight prepaid+ Commercial invoice in triplicate+ Packing list in triplicate*

Payment:The Buyer shall open an at sight, irrevocable L/C in USD to make a total payment for the Goods. L/C shall be opened at least 15 days before the estimated time of delivery and shall be valid for 21 days from the delivery day. Beneficial: ABC co..Advising Bank: Korea First BankIssuing Bank: Incombank L/C is payable on the presentation of the following documents: - A full set of original clean, on board B/L, Freight Prepaid - Commercial Invoice in triplicate - Certificate of quality by SGS - Packing list in triplicate - Certificate of origin issued by VCCI - Insurance policy: 1 original, 2 copies*

Payment:By Irrevocable Letter of Credit at sight Buyer shall open an Irrevocable Letter of Credit at sight in favour of the Seller through VIETCOMBANK requiring the following documents for negotiation:Full set of Signed commercial Invoice Full set of Clean on board original Bill of ladingCertificate of Origin Certificate of quality/weight issued by independent supervisorCertificate of PhytosanitaryCertificate of Fumigation *

7. PACKING AND MARKINGTypes of packing: Bag, gunny bag, paper bag, bale, barrel, box, case, wooden case, plywood case, double case, fiberboard case, carboy, crate, carton, corrugated carton, container, drum, package, roll, sack, tin.

Outer bag, inner bag, intermediate bag.

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Packing and marking

EXPORT STANDARD

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Packing and marking

Standard Export Seaworthy Packing

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Packing and marking

These Goods shall be packed in bags of 50kgs net each, and then the Goods shall be stuffed in container 20. *

8. WARRANTY

All equipment and accessories under the Sellers scope of responsibility will be within 12 months warranty by the Manufacturer from the date of Final Acceptance Report, but not exceeding 14 months from the date on Bill of Lading. For consumable items, components and spare parts, Manufacturers warranty conditions apply.

During the warranty period, the Seller is responsible for technical support to help the Buyer in solving technical problems if the Goods show any defects. The first line of technical support shall be by telephone and/or email.

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9. Inspection

Inspection Report issued by SGS/or Independent Surveyor at Loading Port is required. Inspection fee before loading is on Seller's account.Re-inspection at unloading port by SGS or VINACONTROL is on Buyer's account and result of re-inspection at unloading port is final for claim (if any)

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10. Force MajeureThe Force Majeure clause of the International Chamber of Commerce (ICC publication No:---- ) is hereby incorporated in this contract.Either party shall within 24 hours give notice to the other party of any Force Majeure event effecting its obligations under this Contract along with documentary evidence issued by the Chamber of Commerce at the place where the incidence occurred or by the competent authority connected with the cause.Should the effect of Force Majeure continue for more than 30 consecutive days, both parties have a right to cancel this Contract.*

11. CLAIMIn case of non-conformity of the quality of the products actually delivered by Seller with the Contract specifications, any claim concerning the quality of the goods must be presented to Seller within three months from the date of deliveryNo claims shall be accepted by Seller party after expiry of the above period.

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12. ARBITRATION

In case of dispute and if the contracting parties cannot reach an amicable settlement of any claim concerning this Contract, the case will be transferred to the Singapore International Arbitration Center (SIAC) in accordance with Singapore law under ICC rules of arbitration. The decision taken by this arbitration will be final. All fees and expenses incurred from this arbitration shall be borne by the losing party.

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12. ARBITRATION

All disputes arising out of or in relation to this Contract, which is not reach an amicable agreement between both parties, shall be finally settled by the VietNam International Arbitration Centre (VIAC) at the VietNam Chamber of Commerce and Industry (VCCI) in HaNoi in accordance with its arbitration rules and procedures, whose award shall be final and binding by both parties. Arbitration fee and all of fees and charges relating to arbitration shall be born by the losing party.*

12. OTHER TERMS AND CONDITIONSThis Contract comes into effect since the date of signing and both parties undertake to execute strictly all the terms and conditions. All previous agreements shall become null and void. Any changes or amendments to this Contract shall be made in writing and subject to prior approval from both parties.Singapore law is applicable for this Contract. The Incoterms 2000 edition is applicable as terms of delivery.This contract is made in English language in 04 originals, two of which are retained by each party. Signing via fax is acceptable.

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Dunnage and bamboo mat are for the buyers accountShore tally to be at the Sellers accountVessels tally to be at the Buyers account All export duties, taxes, levied in the country of origin to be at the Sellers account*

5. The certificate of quality, weight and packing issued by Vinacontrol at loading port to be final and for the Sellers account.6. Fumigation to be effected on board the vessel after completion of loading with expenses to be at the Sellers account.7. Time for fumigation is not counted as lay time.*

8. In case of delay in payment, Buyer shall remit to Seller interest calculated from the date of presentation of documents to the bank in---- to the date of effective receipt of due amount. The interest will be calculated at Libor rate plus 1 per cent.*

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