Lesson 2: Vietnamese - English

1. The Buyer shall pay all amounts to the Seller in US dollars by telegraphic transfer to the Seller's designated
account at the Bank for Foreign Trade of Vietnam, Da Nang branch.

2. Chapter 4 of this contract stipulates the product design, manufacturing technology, inspection methods, raw
material mixing methods, quality standards and staff training.

3. Within fifteen (15) days after the goods arrive at the port of destination, after the Vietnam Import-Export
Goods Inspection Department has re-inspected, if it is found that the quality, quantity or weight of the goods is
not in accordance with the provisions of this contract, except for compensations for which the insurance
company or the transport company is responsible, based on the Inspection Certificate issued by the above
Inspection Department, the Buyer may return the goods or request the Seller to compensate for the losses.

4. If it is necessary to hire a foreign auditor registered in another country to conduct an annual financial audit
and review, Party A should agree. All costs for that shall be borne by Party B.

5. Upon the expiration of the joint venture term or termination before the expiration date of the joint venture,
liquidation shall be carried out in accordance with relevant laws. At the same time, based on the investment
ratio contributed by Party A and Party B, the liquidated assets shall be distributed.

6. Upon shipment of the goods, the Seller shall send the following documents to the Buyer via special delivery
service, preferably DHL, so that the documents shall reach the Buyer as soon as possible ten (10) days before
the expected date of arrival at the port of the importing country.

7. All taxes arising outside the territory of Party A's country related to the performance of this contract shall be
borne by Party B.

8. It is mutually agreed that the certificate of quality and quantity or weight issued by the manufacturer shall
form part of the payment documents together with the acceptable letter of credit.

9. It is strictly understood that the Seller cannot be held responsible for failure to deliver or delay in delivery of
the ordered goods should the situation be caused by force majeure such as war, riot, fire, strike, new taxes
imposed by the government, mistakes in telegrams, failure or refusal of manufacturers to perform this contract
or any other cause beyond the control of the Seller.

10. Any dispute relating to or arising during the performance of this contract should be settled through friendly
negotiations. If the settlement cannot be reached, the dispute should be submitted to arbitration.

11. If the period of any excusable delay caused or occasioned by the Buyer is at least one hundred and twenty
(120) days, and within the next thirty (30) days the parties have not reached an agreement on the performance
of the obligations under this contract on a modified basis (including the adjustment of the total purchase price),
the Seller may thereby give notice of cancellation of this contract in writing. At the same time, such
cancellation shall be deemed to have occurred in accordance with the provisions of paragraphs (b) to (e) of
clause 23 of this contract (Termination and Cancellation Clause).

12. The first technical guidance session shall commence on the sixth day from the effective date of the
contract. Party B shall send an expert to Party A's factory for technical guidance with 12 (twelve) working
days/1 (one) worker.

13. From the date of receipt of the relevant documents issued by the Shipping Company, the Seller shall pay
the Buyer within 20 (twenty) days.
14. After having conducted an accurate and comprehensive inspection of the quality, technical specifications,
features, quantity and weight of the goods, and issued an inspection certificate confirming the technical data
and inspection conclusions, the manufacturers shall be allowed to deliver the goods.

15. After the Buyer has sent a written notice to the Seller, the Seller shall send its experienced and skilled
technical staff to the contract factory to provide technical guidance on assembly, inspect the machinery, and
inspect the commissioning and performance of the contract factory.

16. If the Buyer is unable to sell all the goods it has agreed to purchase from the Seller, the Buyer may reduce
the quantity of goods delivered by sending a written notice to the Seller before the goods are shipped.

17. Within 15 days from the date of arrival of the goods at the port of destination, if the quality, technical
specifications, or quantity are found to be inconsistent with the provisions of the contract, except for claims for
which the insurance company or the shipowner is responsible; based on the Vietnam Import-Export Goods
Inspection Certificate issued, the Buyer has the right to demand replacement of new goods or claim
compensation and all costs will be borne by the Seller. 18. Unless otherwise agreed, acceptance tests will be
conducted at the Buyer's factory during normal working hours. If the contract does not specify the technical
requirements of the tests, the tests will be conducted according to the general practice still applied in the
appropriate industry in the country of manufacture of the equipment.

19. “Net Selling Price” means the price that can be directly applied to the products that Party B sells from time
to time after deducting the cost of packaging, installation and freight, trade and quantity discounts,
commissions, insurance and goods tax if any.

20. The Seller warrants that all equipment listed in Appendix 1 of this contract are brand new products, have
the correct features as stipulated in the contract and are manufactured in accordance with the current national
standards of Vietnam or according to the manufacturer's standards.

21. Except for the case of force majeure specified in Clause 18 of this contract, if the Seller fails to deliver the
goods on time as stipulated in this contract, the Buyer shall agree to postpone the delivery period provided that
the Seller agrees to pay a penalty deducted by the paying bank from the negotiated payment amount.

22. If the Borrower wishes to borrow an amount equal to the aggregate amount of the loans below, then not
later than 5:00 p.m. New York time on the fifth banking day prior to the date on which it wishes to designate
the borrowing, the Borrower shall give notice of such date (the payment date), substantially in the form set
forth in Appendix C, to the Agent, which date shall be the banking day prior to the termination date, and shall
indicate the account in New York City to which the proceeds of the loans will be credited.

23. If within thirty (30) days of the date of the notice, no replacement agent has been appointed and accepts
the appointment, the outgoing agent may appoint a successor agent, which shall be a bank with a combined
capital and surplus of at least $50 million, or the equivalent in another currency, or a branch of such a bank.

24. If, due to the Seller's default, the delivery of the goods is delayed for more than thirty (30) days, the Buyer
shall be entitled to purchase additional goods of the same kind at any lower market price; or may telegraph to
the Seller to cancel the order, which telegram must reach the Seller before the commencement of the delivery.

25. If the delivery is not made within the time specified in the order, unless the delay is due to unforeseeable
causes beyond the control of the Seller for which the Seller is not responsible, the Buyer may purchase the
goods elsewhere, and shall require the Seller to compensate the Buyer for any loss suffered.

26. The party in breach of contract shall have the duty to take all necessary measures to mitigate the loss that
has occurred. 27. The Supplier shall not, without the prior written consent of the Buyer, disclose the Contract
or any terms thereof or any specifications, plans, drawings, models, samples or information relating to the
Contract by the Buyer or on behalf of the Supplier to any person other than a person employed by the Supplier
in the performance of the Contract.

28. The Borrower may prepay all or part of the Loan in multiples of US$5,000,000 on any interest payment
date. If no later than 5:00 p.m. New York time on the fifteenth banking day preceding the date on which the
Borrower wishes to prepay, the Borrower shall give irrevocable notice to the Agent advising of the date and
amount of the prepayment.

29. Arbitration shall take place in Stockholm, Sweden and shall be conducted by the Arbitration Court of the
Stockholm Chamber of Commerce in accordance with the arbitration rules and procedures of the said court.

30. At the request of Party B, Party A agrees to send a Technical Service Team consisting of a team leader,
engineers, foreman, skilled workers and some necessary service personnel to provide technical services for
the above project carried out by Party B.

31. The Seller shall deliver the goods within the time limit specified in the purchase order, otherwise the Buyer
may arbitrarily cancel the order without incurring any costs, and at the same time request the Seller to
compensate for any losses arising from the Seller's failure to deliver the goods.

32. The sight draft and the attached Bill of Lading clearly state that the shipment will be paid in full by the Yen
Dai branch of the Bank of Vietnam. The Buyer must pay the draft before the delivery of the Bill of Lading.

33. Partial shipments are allowed, but a clean set of documents must be presented.

34. If a party is at fault for not performing all or part of the contract and its appendices, the breaching party
shall bear the responsibilities caused by this.

35. If either party breaches any provision of this contract and fails to cure the breach within thirty (30) days
after receiving written notice from the other party, the non-breaching party shall have the option of terminating
this contract by giving written notice to the breaching party.

36. During the manufacture of this equipment, if necessary, a progress review meeting shall be held at the
Seller's factory with the participation of representatives of the Buyer. At this meeting, the Seller shall report on
the progress of the work and indicate the status of completion according to plan.

37. The liability of each party to the Joint Venture shall be limited to the capital contributed by each party.

38. The warranty period shall commence on the date on which the Buyer receives written notice from the
Seller that the machinery is ready for dispatch from the factory.

39. The Licensee shall keep sufficient accounting records to enable it to determine the royalties payable
hereunder and, in order to verify the reports and payments of royalties hereunder, the Licensee shall also
permit a recognized public accountant appointed by the Licensor to inspect such accounting records to the
extent necessary at appropriate times during business hours.

40. The Licensee's accounting records, records and books shall be true and accurate, containing all the
figures reasonably necessary for the calculation and thorough verification of the amounts payable hereunder
and the information required to be entered in the reports provided under this contract.

41. According to the contract, the equipment and materials of the Seller shall be delivered in five (5) batches
from the 19th to the 27th month from the date of signing the contract.
42. Technical staff of Party A shall be dispatched in two groups to the factory of Party B for training, and the
total number of participants in the training course shall not exceed 320 (three hundred and twenty) people
(excluding interpreters).

43. The Contractor shall conduct inspection and examination of all equipment, machinery and materials,
including spare parts needed for the construction of the factory.

44. When the Licensor deems it relatively necessary and appropriate, the Licensor shall take measures to
eliminate the infringement of the registered patent at its own expense.

45. The Seller shall deliver the goods within the time specified in this contract. If the Seller is late in delivering
the goods, the Buyer may cancel the contract and claim damages for breach of contract by the Seller.

46. An import agent is an agent who enters the market of a locality to search for products that can be imported
and sold in his country.

47. The date of establishment of the Board of Directors of the Joint Venture Company shall be the date of
registration of the Joint Venture Company.

48. This arbitration award is final and binding on both parties.

49. During the arbitration, except for the part of the contract being arbitrated, the remaining part of the contract
must be continued by both parties.

50. Considering that Party B is in the real estate business, and the two parties have considered each other's
practices and agreed to sign this contract under the terms stipulated as follows:

51. The Buyer believes that if the packaging with cardboard boxes achieves good results and satisfies the
Buyer's customers, the Seller may continue to use this type of packaging in the future.

52. The features of the model offered by the Seller are novel design, easy operation, high efficiency and low
fuel consumption.

53. We look forward to the continuous increase in the volume of transactions with your company's glass
factories.

54. We request compensation for the shortage of weight and poor quality of the wheat shipment carried on the
steamer "Princess Victoria".

55. Any dispute arising from the performance of the contract or related to the contract should be resolved by
friendly discussion between the two parties. If the dispute cannot be resolved through discussion, the dispute
should be submitted to arbitration.

56. These products of the Joint Venture Company sold in Vietnam can be sold by the Vietnam Chamber of
Commerce and Industry through sales agents or directly by the Joint Venture Company.

57. Payment for the goods specified in this contract does not mean that the Buyer will completely accept the
quality of the goods. All goods will be accepted only after the Buyer has carefully inspected them.

58. This contract stipulates the conditions for establishing the Joint Venture Company and the total investment
and charter capital.
59. The purpose of this contract is that Party B wishes to patent and conduct joint production according to the
technical know-how specified in the patent.

60. If any party breaches any term of this contract, and fails to correct the breach within 15 days after the other
party gives written notice, the non-breaching party shall have the option to terminate this contract by sending
written notice to the breaching party.