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1. ontinental Equipment Plc, Brighton, England, hereinafter referred to as the Seller, on the one part, and TST Systems Ltd., Kiev, Ukraine, hereinafter referred to as the Buyer, on the other part, have concluded the present Contract for the following.

2. The Seller has sold and the Buyer has bought the machinery, equipment, materials, and services (Equipment) as listed in Appendix 1 being an integral part of this Contract.

3. The equipment specified in Appendix 1 of the present Contract is to be delivered within 2 months from the date of opening the Letter of Credit specified in Clause 4/1 of this Contract.

4. The Seller is not under any obligation (whether actual or contingent) to sell, charge or otherwise dispose of any of the Shares or any interest therein to any person.

5. The Seller possesses corporate approval to enter into and to perform its obligations under this Agreement and each document to be executed with respect to this Agreement.

6. The Seller shall not cause or permit the issue of any new shares between the Signature Date and the Transfer of Title to Shares.

7. The prices are understood to be CIF Odessa including cost of packing, marking, loading on board a ship, stowing and fastening the equipment in the hold, and the cost of the materials used for this purpose.

8. The delivery date is understood to be the clean Bill of Lading issued in the name of the Buyer, destination Odessa port of Ukraine.

9. Within 30 days from the date of signing the Contract, the Buyer is to open in favour of the Seller an irrevocable confirmed Letter of Credit with CityBank, London, for hundred percent of the total contract value. The Letter of Credit is to be valid for 3 months.

10. If the equipment proves to be defective or faulty during the guarantee period, the Seller has its expense at the choice of both Parties either to remedy the defects or to replace the faulty equipment with the new equipment of new quality which is to be delivered without delay to the port of delivery.

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