CONTRACT ORIGINAL

No. 92NGS/92602TH

Date:

MAR. 2, 1992

The Buyer: China tobacco Import & Export Corporation shanghai Branch

6/F LONGMEN HOTEL 777 HENGFENG ROAD SHANGHAI CHINA

TLX:33496 SHATO CN POST DODE:200070

The Seller: FIL THAI COMPANY LIMITED

328 PHAHOL YOTHIN RD. P.O. BOX BK 4-53

BANGKOK 10400 THAILAND TLX 82816 PRACHUM TH

This contract is signed by and between the Buyer and the Seller, according to the terms and

FILTHAI COMPANY LIMITED THAILAND

3. Port of Shipment:

BANGKOK THAILAND

4. Port of Destination:

Shanghai China

5. time of Shipment:

(1) 20M RODS EARL Y MAY 1992

(2) 40M RODS BY END OF MAY 1992

(3) 40M RODS BY END OF JUNE 1992

6. Insurance: To be covered by the Buyer.

7. Packing:

To be packed by strong materials, suitable for long distance ocean transportation and well protected against dampness, moisture, shock, rust and rough handling. The Seller shall be liable for any damage to the goods on account of improper packing.

8. Shipping Mark:

The Seller shall mark on each Package with fadeless paint,

The package number, gross weight net weight, 92NGS/92602TH Measurements and the following shipping mark: SHANGHAI/CHINA

9. Guarantee of Quality:

The Seller shall guarantee the goods in all respects with the quality, specifications and technical terms as stipulated in this Contract. The quality guarantee period will be 12 months starting from the date on which the goods arrive at the port of destination. In the guarantee period, the Seller shall be liable for any damage and quality discrepancies caused by factory designs or manufacture defects.

10. Inspection and Claims:

(1)The Commodity Inspection Authorities or the manufacturer shall, before delivery, make a

precise and comprehensive inspection of the goods as regards their quality, specification and quantity, and issue certificates, indicating the technical data and results of the test.

(2)After arrival of the goods at the port of destination, the Buyer shall apply to the China

Commodity Inspection Bureau for a reinspection of the goods. If any defective goods or discrepancies are found by the Bureau regarding the specifications and quantity. The Buyer shall, within 90 days after unloading of the goods at the port of destination, claim against the Seller on the strength of the inspection certificate issued by the Bureau. If the goods are not in conformity with the stipulations of this contract, in accordance with the Buyer’s claim the Seller should be responsible for replacement with new goods, compensation or devaluate the goods, and to bear all direct losses and expenses in connection therewith including interest accrued, banking charges, freight, insurance premium, inspection charges, storage, stevedore charges and all other necessary expenses required for the custody and protection of the rejected goods.

(3)Should the Seller disagree the claim he must notify in written form within two weeks after

receipt of the Buyer’s claim. Overdue, all claims shall be regarded as accepted by the Seller.

11. Terms of Payment:

Remittance by banker’s demand draft.

12. Terms of shipment:

(1) In case of FOB Terms:

a. Booking of shipping space shall be attended to by Buyer’s shipping Agent, China National Foreign Trade transportation Corporation.

b. For each shipment the Seller shall, 30 days before the date of delivery stipulated in clause 5 hereof, advise the Buyer/by cable/telex of the date of readiness, 15 days before the date of shipment, advise the Buyer by cable/telex of the Contract number, name of commodity, quantity, value, number of packages gross weight and measurements for the Buyer to book shipping space.

c. The Seller shall be liable for any dead freight of demurrage consequent upon his failure to have the goods ready for loading after the carrying vessel has arrived at the port of loading on time.

d. The Seller shall bear all the risks before the goods pass over the vessel’s rail and 50% of all loading expenses. The loading expenses shall mean all expenses accrued in the handling of the goods from side of the ship to the cabin (to were the Buyer’s vessel derrick can reach in the vessel), including all crane charges for heavy goods, but not, including stowing charge, trimming charge, consolidation charge, damage charge or open and close hatch charg

e.

(2) In case of C & F Terms:

a. The Seller shall ship the goods from the port of shipment to the port of destination in China directly within the shipment time, stipulated in Clause 5 of this Contract, trans-shipment is not allowed.

b. The carrying vessel shall not be the one of the nationality unacceptable to the Buyer.

13. Shipping Advice:

(1) Immediately after the goods are completely loaded, the Seller shall cable/telex the Buyer and China National Foreign Trade Transportation Corporation at the port of destination the contract number and name of commodity, and quantity, gross weight, invoiced value, name of the carrying vessel, the port of shipment, the date of sailing and the port of destination as specified on the