HSBC Bank Guarantee or Standby Letter of Credit

Within five days after the Closing Date, Buyer shall deliver to Seller and the Subsidiary a bank guarantee or standby letter of credit equal to the portion of the Purchase Price specified in Section 2.4(b) providing for (i) an expiration date of such bank guarantee or standby letter of credit of September 30, 2005 and (ii) permitting partial drawings thereunder, up to but not to exceed the portion of the Purchase Price specified in Section 2.4(b), and in all other respects in a form mutually agreed upon by Buyer, Seller and HSBC Bank. Upon Seller's receipt of an original bank guarantee or standby letter of credit as provided for in this Section 6.11, Seller and the Subsidiary shall return to Buyer, in the manner requested by Buyer, that certain original letter of credit from HSBC Bank, dated February 18, 2004, and previously delivered by Buyer to Seller and the Subsidiary on the Closing Date.



Rudolf Umert

Email: RainerUmert55@gmail.com

rainer@sblcbrokers.com

www.sblcbrokers.com

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