TERMS AND CONDITIONS

(A) The User wishes to access and use the Service (as defined below) through the
Website (as defined below) and has submitted a duly completed application form
as prescribed by The Polyolefin Company (Singapore) Pte Ltd ("TPC") in respect
of such access and use to TPC, electronically or otherwise; and
(B) TPC agrees to provide the Service to the User on the terms and conditions set
forth below.

NOW IT IS HEREBY AGREED AS FOLLOWS:-

1. DEFINITIONS
1.1 In this Agreement, unless the context otherwise requires:

"Advertisements" is defined in Clause 8.

"Agreement" means the application form for the Service as may be

prescribed from time to time by TPC read together with this agreement and
any and all schedules, annexes and exhibits attached to it or incorporated in
it by reference.

"Confidential Information" means all information and data including without

limitation any technical information, source code, object code, equipment,
data, processes, inventions, products, business, financial information,
customer information, documents, software, marketing, support,
specifications and documentation, whether or not stamped or marked as
"confidential", in relation to the operations or business of TPC or of the
Service and/or the Website and other proprietary information, received or
obtained by the User in the course of or for the purposes of this Agreement
or in the course of the User's use of and access to the Service and/or the
Website, but shall not include information which was rightfully in the
possession of the User prior to the commencement of the negotiations
leading to this Agreement, or which is already public knowledge or becomes
so at a future date otherwise than as a result of the User's breach of this
Agreement.

"Password" means a password issued by TPC to the User under Clause

 5.1.

"Rules" is defined in Clause 3.4.

"Service" means the electronic service provided via the Website, as

described in Schedule A and as may be amended by TPC from time to
time.

"TPC Intellectual Property" is defined in Clause 13.1.

"Transaction" means any request or communication made or

communicated via the Website and/or the Service.

"Transaction Information" is defined in Clause 9.1.

"User" means the entity or person named as such in this Agreement

(including the application form for the Service as may be prescribed by TPC
from time to time and any acknowledgement to the same) and any and all of
such entity or person's agents.

"UserID" means a user login identification code issued by TPC to the User
under Clause 5.1.

"User Configuration" is defined in Clause 3.2.

"Website" means the web portal on the Internet which is owned and/or
operated by TPC and which is presently at http://tpc.com.sg and on which
the Service is made available.
1.2 In this Agreement, unless otherwise stated:-
(a) a reference to a clause, schedule or appendix is to a clause in, or
schedule or appendix to, this Agreement;
(b) words in the singular shall include the plural and vice versa;
(c) the headings in this Agreement are for convenience only and are not
intended to have any legal effect; and
(d) words denoting persons shall include bodies corporate, unincorporated
associations and partnerships.
2. DURATION OF CONTRACT
This Agreement shall commence on the date of this Agreement and shall continue
 thereafter unless terminated in accordance with Clause 14 below.
3. PROVISION OF THE SERVICE
3.1 TPC will provide the Service to the User on the terms and conditions
contained herein.
3.2 The User shall be responsible for the procurement, installation and
maintenance (at its own cost and expense) of the web browser, software,
hardware, equipment, telecommunication and Internet access services
necessary to use and access the Website through which the Service will be
provided, as specified by TPC from time to time ("User Configuration").
The User accepts that such User Configuration is necessary for use and
access of the Service through the Website and are not included as part of
the Service. The list of minimum hardware and software requirements for the
Service is set out in Schedule B but may be revised from time to time by
TPC by posting such revised list within the Website.
3.3 The User acknowledges and agrees that TPC is under no obligation to
support any User Configuration other than those specified by TPC pursuant
to Clause 3.2 and that if the User fails to use such User Configuration, the
User may not be able to obtain access to the Service available on the
Website, and TPC shall not be held liable as a result thereof.
3.4 The User agrees to comply with all notices, guidelines, rules and instructions
pertaining to the use of and access to the Service and the Website ("Rules")
as may be issued by TPC to the User from time to time in accordance with
Clause 4.3.
3.5 The products and/or services provided by TPC through the Service are
subject to TPC's Terms and Conditions of Sale set out in Schedule C, as
may be substituted or amended by TPC from time to time and the User
agrees to abide and be bound by such Terms and Conditions of Sale in
respect of all orders for TPC's products and/or services.
3.6 In the event of any inconsistency between this Agreement and the Terms
and Conditions of Sale,
3.6.1the Terms and Conditions of Sale shall prevail in so far as the
inconsistency relates to the products and/or services in question; and
3.6.2this Agreement shall prevail in so far as the inconsistency relates to the
Service.
4. SUSPENSION/VARIATION OF THE SERVICE
TPC shall be entitled to:
 4.1 temporarily suspend the Service and/or the Website for repair, modification,
maintenance or improvement of the Website;
4.2 vary any technical specifications for the use of the Service and/or the
Website for operational reasons or otherwise in accordance with Clause 3.2;
4.3 issue or vary the Rules by giving notice to the User (whether by email,
posted on-line or otherwise), which TPC may in its sole discretion decide
from time to time for the Users' observance;
4.4 make any modification, change, addition to or replacement of any part of the
Service and/or the Website at any time, as TPC may deem reasonably
necessary, by giving notice to the User (whether by email, posted on-line or
otherwise); and/or
4.5 remove at any time without prior notice to the User, any advertisements,
information, data, photographs, pictures and other materials posted on the
Website or through the Service.
5. USERID AND PASSWORD
5.1 The User may access the Service and perform Transactions on the Website
only if the User has been provided by TPC with (a) a UserID and (b) a
Password and if such UserID and Password are and remain valid. TPC may
at any time in its sole and absolute discretion forthwith revoke, and/or
invalidate the User's UserID and/or the Password, without prior notice,
and/or change the User's Password and/or UserID with prior notice to the
User, without assigning any reason therefor and shall not be liable or
responsible for any loss or damage suffered by or caused to the User arising
out of or in connection with or by reason of such revocation, invalidation
and/or change.
5.2 The User hereby agrees to keep all UserIDs and Passwords confidential and
not to disclose the same to anyone and to notify TPC immediately if it has
knowledge that or has reason for suspecting that the confidentiality of any
UserID and/or Password has been compromised. The User shall be solely
responsible and liable for any disclosure or unauthorised use of any UserID
and/or Password. TPC shall not be responsible or liable for any loss caused
to or damage incurred or suffered by the User or any person by reason of or
arising from or as a consequence of any use (whether authorised or not) of
any UserID and/or Password and of any transactions, instructions, acts,
instructions or communications arising or issuing therefrom.
5.3 Any use of or access to the Service and/or the Website, and any acts,
 Transactions, information, data, instructions or communications referable to
the User's UserID and/or Password shall be deemed to be (i) use or access
of the Service by the User and/or (ii) acts, Transactions, information, data,
instructions or communications performed, transmitted or validly issued by
and binding upon the User and TPC shall not be obliged to conduct further
verification or authentication of identity or confirmation of any Transaction.
The User acknowledges and agrees to be bound by, and agrees to fully
indemnify TPC against any and all losses, liabilities, claims, damages and
expenses (including legal fees on a full indemnity basis) attributable to, any
access, use, acts, instructions and/or communications referable to the
User's UserID and/or Password and agrees that TPC shall be entitled to act
upon, rely on and/or hold the User solely responsible and liable in respect
thereof as if the same were performed or transmitted by the User.
6. USER'S OBLIGATIONS
6.1 The User warrants, covenants and undertakes that any and all information,
data or materials transmitted through or uploaded onto the Website by the
User or submitted by the User to TPC for posting on the Website shall NOT:
(a) infringe the rights of any party, whether in statute or at common law,
including but not limited to any party's copyright, patent, trademark,
trade secret, design or other proprietary rights or rights of publicity,
privacy or confidentiality;
(b) be offensive, indecent, obscene, pornographic, fraudulent, stolen,
harmful or otherwise illegal under the applicable law (including without
limitation the provisions of the Singapore Broadcasting Authority (Class
Licence) Notification 1996);
(c) be defamatory, trade libellous, unlawfully threatening or harassing;
(d) constitute or encourage conduct that would be considered a criminal
offence, give rise to civil liability, or otherwise violate any law; and/or
(e) contain any computer virus or other invasive, damaging or malicious
code or program.
6.2 The User agrees and undertakes NOT to:
(a) share or disclose any UserID and/or Password to any other party;
(b) allow any other party access to the Service;
(c) obtain access to the Service by any means other than through the
interface approved and provided by TPC to the User for accessing the
Service;
 (d) use any software or material that contains a virus or damaging
component which may corrupt the Website's data or interfere with the
operation of the Website;
(e) transmit, upload or distribute any information, data or files through the
Website which contain any viruses, corrupted files, or any other similar
software, programs, macros or files that may impair, interfere or
damage the operation of the Service and/or the Website or another's
computer;
(f) use the Service other than in conformance with the terms of this
Agreement and the Rules and any applicable laws and subsidiary
legislation; and/or
(g) copy, modify, create a derivative work of, reverse engineer, reverse
assemble or otherwise attempt to discover the source code of any
software that is used in connection with the Service and/or the Website.
6.3 The User shall provide TPC with such information and/or assistance as is
required by TPC for the provision of the Service and the performance of any
obligation of TPC under this Agreement.
6.4 The User shall have no authority to enter into any contracts on behalf of
TPC, whether or not through or in relation to the Website and/or the Service.
7. THIRD PARTY PRODUCTS AND SERVICES
TPC may, from time to time, permit a third party to offer products and/or services
via the Website and/or include hyperlinks on the Website to third party products
and/or services available on third party websites. The User acknowledges that
such products, services and hyperlinks are provided for the User's convenience
only and shall be accessed at the User's own risk. Under no circumstances shall it
be construed that TPC is a party to any transaction, if any, between the User and
any such third party or that TPC endorses, sponsors, certifies, or is involved in the
provision of such products or services accessible through the Website and/or such
hyperlinks and TPC shall not be liable in any way for any products obtained and/or
purchased from or services rendered by any such third party which shall be the
sole responsibility of the relevant third party.
8. ADVERTISING
8.1 TPC shall be entitled to attach or post banners, java applets and/or such
other materials ("Advertisements") on the Website for the purposes of
advertising TPC's and/or any third party's products and/or services at its sole
discretion without the approval of the User and the User shall not be entitled
 to any fee, commission or payment in respect of the Advertisements.
8.2 The User may request TPC (but TPC shall not be obliged) to attach or post
any Advertisements on the Website at the fees to be indicated by TPC.
9. DATA
The User agrees that all information and/or data sent or submitted through the
Website and/or Service is non-confidential and non-proprietary and that TPC shall
have access to and be entitled to use all information and/or data posted on or
transmitted through the Website by the User ("Transaction Information"). The
User hereby authorises TPC to use and disclose to any person the Transaction
Information for the purposes of this Agreement and of hosting, maintaining,
operating and providing the Service and/or Website.
10.LIMITS OF RESPONSIBILITY AND LIABILITY OF TPC
10.1 The User acknowledges and agrees that the Service and the Website and
all information, materials, services and functions provided by TPC to the
User in relation thereto are provided on an "As Is" and "As Available" basis
and that the User's use of the Service and/or the Website is entirely at its
own risk. No warranty of any kind, implied, express or statutory, including
but not limited to any warranties of title, non-infringement of third party
rights, merchantability, satisfactory quality, fitness for a particular purpose
and freedom from computer virus or other malicious, destructive or
corrupting code, agent, program or macros, is given in conjunction with the
Service, the Website, and/or any information, materials, services and
functions provided by TPC to the User in relation thereto (including without
limitation Transaction reports and User account information).
10.2 TPC makes no warranty that: -
(a) the Service will meet the User's requirements or the information,
materials, services and/or functions provided at or contained in the
Website and/or the Service will be accurate, timely, adequate or
complete;
(b) the Service or access to the Website will be uninterrupted, timely,
secure or free from errors, faults, bugs, viruses or other malicious,
destructive or corrupting code, agent, program or macros;
(c) any information, instruction or communication transmitted by the User
through the Website and/or Service is secure and cannot be accessed
by unauthorised third parties;
(d) any bugs, defects or interruptions in the Service or the operation of the
 Website will be corrected, repaired or rectified within any specified time
period;
(e) use of materials displayed on the Website by the User will not infringe
the intellectual or proprietary rights of third parties; or
(f) any results, reports, information, data or materials generated or
obtained from the Website and/or Service or supplied by TPC to the
User through the Website and/or Service or otherwise (including
without limitation Transaction Information) will be truthful, accurate,
reliable, timely, adequate, complete or otherwise fit for any purpose or
meet the User's requirements,
and TPC hereby expressly excludes and disclaims all liability and
responsibility whatsoever in respect thereof.
10.3 TPC shall be entitled to decline to process any Transaction made through
the Website and/or the Service if the User does not comply with any of the
Rules and/or the terms of this Agreement and the User shall indemnify TPC
against any claim made by any other party against TPC as a result of the
exercise of the aforesaid right by TPC.
10.4 The User acknowledges that unless it receives confirmation of receipt from
TPC (whether by email, posted on-line or otherwise), its instructions and/or
communications to TPC may not have been received and accordingly, may
not be carried out.
10.5 TPC shall not be responsible or liable to any party if any data or other
material transmitted through or downloaded from the Website or any
software used in the Website infects or corrupts the User's data or systems.
10.6 The User shall be responsible for insuring itself against all loss or damage to
data. TPC shall not be liable in contract, tort or otherwise for the loss,
corruption or destruction of any data.
10.7 Except for death and personal injury resulting from the negligence of TPC,
TPC shall not in any event be liable in contract, tort or otherwise for any:
(a)increased costs or expenses, or
(b)wasted expenditure, or
(c)loss of profit, revenues, or anticipated savings, or
(d)special, economic, indirect or consequential loss or damage of any
nature whatsoever; or
(e)any other damage, loss or liability howsoever incurred;
even if TPC had been advised of the possibility of such damages, losses or
 expenses occurring. This exclusion clause shall take effect to the fullest
extent permitted by law.
10.8 The User expressly agrees that the foregoing exclusions of liability are an
essential part of the consideration bargained for under this Agreement and
that substantial charges for the Services will be imposed in the absence of
such exclusions.
10.9 Each provision of this Clause 10 is to be construed as a separate limitation;
applying and surviving even if another of the said provisions is inapplicable
or unenforceable.
10.10The provisions of this Clause 10 shall survive the termination of this
Agreement.
11.INDEMNITY
11.1 The User hereby undertakes and agrees to indemnify TPC and keep TPC at
all times fully indemnified from and against all actions, proceedings, claims,
liabilities (including statutory liability), penalties, demands and costs
(including without limitation, legal costs of TPC on a full indemnity basis),
awards, damages, losses and/or expenses however arising directly or
indirectly as a result of:
(a)any breach or non-performance by the User of any of the User's
undertakings, warranties or obligations under this Agreement;
(b)the User's use of the Services;
(c)any act, neglect or default of the User, the User's agents, employees,
licensees or customers; or
(d)any claim by any other party against TPC arising from sub-clause (a),
(b) or (c) above.
11.2 The User shall also fully indemnify and hold TPC harmless against any loss,
costs, expenses, demands or liability, whether direct or indirect, arising out
of a claim by any third party that any information, data or materials
transmitted through or uploaded into the Website or submitted by the User to
TPC for posting on or inclusion into the Website infringes any intellectual or
industrial property rights of any third party.
11.3 The obligations of the User under this Clause 11 shall survive the
termination of this Agreement.
12.CONFIDENTIALITY
12.1 The User shall treat as confidential all Confidential Information and shall not
divulge any Confidential Information to any person (except to the User's own
 employees and then only to those employees who need to know the same)
without TPC's prior written consent. The User shall ensure that its
employees, servants and subcontractors are aware of and comply with the
provisions of this clause.
12.2 The User will establish and maintain sufficient security measures and
procedures to provide for the safe custody of Confidential Information and to
prevent unauthorised access thereto or use thereof.
12.3 The obligations of the User under this Clause 12 shall survive the
termination of the Agreement.
13.INTELLECTUAL PROPERTY RIGHTS
13.1 Any and all trademarks, copyright and other intellectual property rights used
and/or subsisting in the Website and/or Service and all materials and works
relating thereto including without limitation copyright and intellectual property
rights in and to:-
(a)information, advertisements and materials presented or provided to the
User through the Website and/or Service;
(b)any photographs, graphical elements, wordings, forms, diagrams, text,
film footage, computer animation, music, lyrics, sound effects, visual
effects and/or other materials including digital equivalents of all the
above, produced or procured by TPC, whether or not the aforesaid
were incorporated into the Website and/or Service;
(c)HTML, Java, CGI scripts, javascript and/or all other forms of computer
code employed in the design, creation and posting of the Website on
the Internet; and
(d)the graphical user interface relating to the Website;
(collectively "TPC Intellectual Property"), shall vest in and be retained by
TPC whether or not any of the above were produced or procured by TPC at
the request of the User. The User acknowledges that the TPC Intellectual
Property are the exclusive property of TPC.
13.2 The User undertakes not to produce, reproduce, re-post, publish, modify,
alter, distribute, disseminate, create derivative works based on,
commercially exploit or otherwise use the TPC Intellectual Property without
the prior written consent of TPC unless specifically permitted by this
Agreement.
13.3 The User agrees not to, without the prior written permission of TPC, insert a
hyperlink to the Website (or any part thereof) on any other website or
 webpage or "mirror" any material or content contained on the Website on
any other server.
14.TERMINATION
14.1 TPC shall be entitled to terminate this Agreement by immediate notice, if :
(a) the User breaches this Agreement in any way and (provided such
breach may be remedied) fails to remedy such breach within fourteen
(14) days from TPC's request to remedy such breach;
(b) the User breaches this Agreement where such breach cannot be
remedied;
(c) the User has furnished any particulars or information to TPC which is
incorrect, false or misleading; or
(d) the User is subject to bankruptcy or insolvency proceedings
14.2 "Bankruptcy or insolvency proceedings" as referred to in this clause
means bankruptcy or winding-up proceedings, becoming insolvent, making
any composition or arrangement with creditors or an assignment for their
benefit, the levying of any execution, distress, or seizure, liquidation whether
voluntarily or compulsorily (other than for the purposes of solvent
amalgamation or reconstruction) or having a receiver, administrative
receiver, administrator, judicial manager or similar officer appointed over its
assets.
14.3 Either party may terminate this Agreement at any time without cause by
giving the other party thirty (30) days prior written notice.
14.4 Termination of this Agreement shall be without prejudice to the rights and
liabilities of TPC accrued as of that date.
14.5 Any termination of this Agreement shall not affect the continuance in force of
any provision which is expressly or by implication intended to continue in
force on or after such termination.
15.NOTICE
15.1 Save as provided under Clauses 3.2, 4.3 and 4.4, all notices and
communications required under this Agreement shall be in writing and sent
by hand, fax or registered mail to the registered office or to such other
designated address of the receiving party.
15.2 Notices shall be deemed duly given immediately if delivered by hand or sent
by confirmed facsimile transmission or on the expiration of forty-eight (48)
hours from posting if sent by registered mail.
15.3 Notwithstanding Clauses 15.1 and 15.2 above, TPC may from time to time
 designate other acceptable modes of giving notices under this Agreement
(including but not limited to e-mail or other forms of electronic
communication) and the time or event by which such notice shall be deemed
given.
16.FORCE MAJEURE
TPC shall not be liable for non-performance, error, interruption or delay in the
performance of its obligations or in the operation of the Service and/or the
Website or for any inaccuracy, unreliability or unsuitability of the Service and/or
the Website or any information provided to the User if this is due, in whole or in
part, directly or indirectly to an event or failure which is beyond its reasonable
control including without limitation, Acts of God, nature, court, government, the
acts or omissions of the provider of telephone data communication lines, any third
party service provider or a party for whom TPC is not responsible.
17.NO AGENCY
The User and TPC are independent contractors and no agency, partnership, joint
venture, employer-employee or franchisor-franchisee relationship is intended or
created between the parties by this Agreement.
18.WAIVER
No failure or delay by TPC to exercise or enforce any rights conferred upon it by
this Agreement shall be deemed to be a waiver or variation of any such rights or
operate so as to bar the exercise or enforcement thereof at any subsequent time
or times.
19.SEVERABILITY
If for any reason any clause or part thereof of this Agreement is found to be invalid
or unenforceable, such clause or part thereof shall be deemed to be excised from
this Agreement and shall not affect the validity or enforceability of the remainder of
this Agreement.
20.ASSIGNMENT
TPC reserves the right to assign its rights and obligations under this Agreement in
whole or in part to any third party and to appoint sub-contractors to perform any or
all the Services and/or obligations under this Agreement.
21.LAW, JURISDICTION AND EVIDENCE
21.1 This Agreement will be governed by and construed in accordance with the
laws of Singapore (including without limitation, the provisions of the
Evidence Act (Cap. 97) and the Electronic Transactions Act (Cap. 88)) and
the parties agree to submit to the non-exclusive jurisdiction of the Singapore
 courts.
21.2 The User agrees that TPC's records and any records of its subcontractors or
agents of communications, instructions made, performed, processed or
effected through the Website and/or Service by either party, whether stored
in electronic or printed form, shall be binding and conclusive evidence of
such communications or instructions. The User agrees that such records are
admissible in evidence and that the User shall not challenge or dispute the
admissibility, reliability, accuracy or the authenticity of the contents of such
records merely on the basis that such records were in electronic form or
were produced by or are the output of a computer system.
Terms and Conditions of Access Dated 30th November 2001

Version 1.0
SCHEDULE A

(A) WEB-SITE INFORMATION

 TPC CORPORATE PROFILE

 SPECIAL TOPICS
 PRODUCT CATALOGUE, SPECIFICATION AND MSDS
 CAREER CENTER
 TPC CONTRACT

(B) ORDER CENTER

 OFFER, INQUIRY AND ORDER CONFIRMATION PROCESS

INCLUDING E-MAIL ALERT
 SHIPPING DOCUMENTATION RETRIEVAL
 SHIPPING RETRIEVAL INCLUDING E-MAIL ALERT
 PURCHASE HISTROY
 ORDER STATUS RETRIEVAL

(C) CMS

 JOB ORDER, PRODUCTION, SI AND INVENTORY

SCHEDULE B
RECOMMENDED LIST OF SOFTWARE AND HARDWARE REQUIREMENTS FOR
THE SERVICE

 WINDOW 98 (OPERATING SYSTEM) AND ABOVE

 PENTIUM 3 AND ABOVE
 128 MB RAM AND ABOVE
 INTERNET EXPLORER IE 5.5 (BROWSER)
 56KBPS INTERNET ACCESS
 VIDEO SUPPORTING 800 X 600 RESOLUTION

SCHEDULE C

TERMS AND CONDITIONS OF SALE

GENERAL TERMS AND CONDITIONS (for Sales Contract)
The following terms and conditions apply to this Contract unless otherwise specified
on the face hereof and/or agreed upon in writing.
1. Confirmation of Contract :
1.1 Buyer shall, within ten (10) days from the date written at the top of the face
hereof, sign and return the duplicate of this Contract to Seller. If the Buyer
fails to do so, Seller may at its discretion and without any obligation cancel
this Contract.
1.2 Any variation or waiver of any term of this Contract shall not be valid unless
agreed by the both parties hereto in writing and signed by their duly
authorized representatives :
2. Quantity :
The quantity stipulated on the face of this Contract is subject to a variation of up to
three percent (3%) plus or minus.
3. Shipment :
Shipment within the time stipulated on the face of this Contract shall be subject to
the availability of ship's space. The date of the bill of lading shall be conclusive
evidence of the date of shipment. If this Contract is on a F.O.B. or C&I basis,
Buyer shall charter a vessel or secure necessary ship's space and give Seller due
shipping instructions within a reasonable time prior to shipment, including but not
limited to the name of the vessel, the loading berth and the detailed schedule of
the vessel at the loading berth. Failure of Buyer to give such instructions in time is
 a breach of this contract and Buyer shall bear any additional cost incurred
therefrom and all risk of the goods specified on the face of this Contract
(hereinafter called the "Goods") after the time of shipment specified on the face of
this Contract and Seller can dispose of the Goods and recover its damages for
Buyer's account and risk. In case of shipment in installments, any delay or failure
in shipment of one lot shall not be deemed a breach of this contract to give rise to
the right on the part of Buyer to cancel this contract or refuse to accept the
performance with respect to the other lots. Any charges for certificates of origin, if
required, shall be for the account of Buyer, Buyer shall bear all risk of the Goods
from such time as they shall have effectively passed the ship's rail at the port of
shipment and the Seller shall be under no obligation to give the Buyer any notice
whatsoever.
4. Payment :
Buyer shall pay the full contract price and shall not be entitled to offset against the
contract price in any manner unless otherwise specifically agreed by Seller in
writing. If Buyer fails to satisfy any payment terms of this Contract or any other
contract with Seller, Seller at Buyer's expense and risk may re-sell all or any part
of this Contract and any other Contract with Buyer and/or claim any damages
resulting from such breach. Seller shall retain, for security purposes, full title to all
goods covered hereby until Seller has received the full contract amount thereof.
5. Insurance :
In the event of a CIF or C&I contract, insurance shall be effected by Seller. Such
insurance shall be Free from Particular Average (F.P.A.), shall be effected at one
hundred and ten percent (110%) of the invoice amount and shall not include any
War Risk. Any insurance not set forth herein shall be arranged by Seller at the
specific request and on the account of Buyer.
6. Increased Costs :
If Seller's costs of performance are increased after the date of this Contract by
reason of any increased or additional taxes or other governmental charges, or by
reason of any increased or additional freight rates (including any freight
surcharge), insurance rates (including War Risk), which could not be foreseen at
the date of this Contract, or if any change in exchange rate (including any change
resulting from any currency devaluation or revaluation) increases Seller's costs or
reduces Seller's return, Buyer agrees to compensate Seller for such increased
cost or loss of income immediately upon Seller's request. If Buyer fails to do so,
Seller may cancel all or any part of this Contract.
7. Claims :
Seller shall entertain no claim whatsoever including any claim for damage in
transit, shortage of or delay or loss of goods before the relevant payment is fully
made. However, any claim shall be notified to Seller by registered air mail or telex
within fourteen (14) days after the arrival of the goods at the final destination
specified in the relevant bill of lading, except that claims relating to latent defects
shall be transmitted to Seller by the same means as soon as such defects are
discovered. Each claim shall be accompanied by the full particulars of such claim.
Any claim not meeting these requirements shall be deemed to have been waived
by Buyer, and in no case will Seller entertain any claim made more than thirty (30)
days after the date of the arrival of the goods at the final destination specified in
the relevant bill of lading.
8. Warranty :
THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO
GOODS COVERED HEREBY INCLUDING WITHOUT LIMITATION, ANY
WARRANTIES ON MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR
PURPOSE OR FOR USE UNDER ANY SPECIFIC CONDITIONS,
NOTWITHSTANDING THAT SUCH PURPOSE OR CONDITION MAY BE
KNOWN OR MADE KNOWN TO THE SELLER.
9. Patents :
Buyer shall defend, indemnify and hold Seller harmless from and against any and
all cost, expenses, penalties, losses or damages arising out of any claim made or
threatened for infringement of any patent, utility model, trademark, copyright
design or other title right of any third party resulting from the exportation,
possession, use or resale of the goods or any part thereof in any country.
10.Taxes and Duties :
All taxes, duties, charges and costs attributable to the laws of any national or local
government or sub-division thereof that may be charged to the goods in the
country of final destination specified in the relevant bill of lading shall be borne by
Buyer.
11.Breach of Contract :
In the event Buyer fails to carry out any of the terms herein of or any other
contract with Seller, Seller shall have the right to terminate this Contract and any
other contracts with Buyer or postpone shipment or stop the goods in transit and
Buyer shall in every such case be liable to Seller for all losses, damages and
expenses thereby incurred. Upon such termination, all monies payable to Seller
 become due and payable forthwith.
12.Interpretation :
All trade terms such as FOB, CIF, C&F, C&I etc. used herein shall be interpreted
in accordance with INCOTERMS in effect on the date of this contract.
13.Law Applicable :
These conditions and the Contract shall be subject to and construed in
accordance with the laws of the Republic of Singapore.