Re: Allans Shoes Ltd

Instructions to Counsel

Counsel has herewith:

(a) Statement of Mr Alistair Allan, manager of Allans Shoes Ltd, 1 Top Road,
Bristol BS1, United Kingdom; and

(b) The cif (Bristol - Avonmouth) contract between Allans Shoes Ltd and Bongs
Rubber Ltd., 2 Perak Road, Kuala Lumpur 55000, Malaysia.

Counsel is instructed by Dingles Solicitors of North House, Small Street, Bristol BS1
on behalf of Allans Shoes Ltd in relation to a cif (Bristol - Avonmouth) contract dated
the 1st (two months ago) (this year), whereby Allans Shoes Ltd agreed to buy 500
kgs of Grade 1 sheet Rubber from Bongs Rubber Ltd.

The facts of this matter appear from the documents enclosed with these
instructions. Allans Shoes Ltd wishes to bring an action against Bongs Rubber Ltd
and counsel is asked to draft the particulars of claim.

Counsel will please inform Instructing Solicitors if there is any further information he
requires.

Daniel Dingles
Dingles Solicitors
North House
Small Street
Bristol BS1

1st (one month ago) (this year)

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I, ALISTAIR ALLAN, manager of Allans Shoes Ltd, 1 Top Road, Bristol BS1, United
Kingdom will say:

I have been the manager of Allans Shoes Ltd (UK) since the 1st January (last year).
On the 1st (two months ago) (this year), Mr Ben Bong of Bongs Rubber Ltd
(Malaysia) and I met at my office in Bristol, and entered into a cif (Bristol -
Avonmouth) contract whereby Allans Shoes Ltd agreed to buy 500 kgs of Grade 1
sheet rubber from Bongs Rubber Ltd.

I informed Mr Bong that the rubber was to be used to make rubber shoes and as
such has to be fit for this purpose.

The rubber arrived in Bristol - Avonmouth aboard “The Perak Princess” on the 20th
(two months ago) (this year). Allans transported the rubber back to its workshop on
the 21st (two months ago) (this year). On the 22nd (two months ago) (this year),
when work commenced to make shoes from the rubber, it was found that although
the surface of the sheets appeared fine, nevertheless when cut, the inside was
found to be mouldy and damp. As a consequence of this, Allans could not use the
rubber to make shoes.

On the 22nd (two months ago) (this year), a sample of the rubber was sent by
Allans to the Rubber Producers Research Association in Hertfordshire, England, and
on the following day the Research Association confirmed that the rubber was mouldy
and damp and unsuitable to be manufactured into shoes. A copy of the report was
sent to Bongs’ on the 23rd (two months ago) (this year) and they confirmed receipt
of the report on the 24th (two months ago) (this year).

On the 25th (two months ago) (this year), Allans sold the rubber to Carens Recyclers
Ltd, 2 Top Road, Bristol BS1, United Kingdom, for the price of £5,000.

Fortunately, Allans were able to buy an alternative supply of the necessary rubber at
£60,000 on the 26th (two months ago) (this year).

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 Technically Specified Rubbers
(Hevea Brasiliensis)
CIF International Sales Contract

Messrs. Allans Shoes Ltd, 1 Top Road, Bristol BS1, United Kingdom, have this day
bought upon the terms of this Contract, from Messrs. Bongs Rubber Ltd, 2 Perak
Road, Kuala Lumpur 55000, Malaysia, 500 kgs of Grade 1 Sheet Rubber including
the Conditions hereinafter contained or referenced the following Technically
Specified Rubber, Hevea Brasiliensis, viz.:

Contract No. 001

Specification: ... sheet

Packing: ...

From (Port): Port Klang (Malaysia)

Destination: Bristol - Avonmouth (UK)

Contract Type: CIF

Price per kilo: £100

Freight: Prepaid

Shipment Period/Vessel: (two months ago) (this year), “The Perak Princess”

Broker/Intermediary: N/A

Brokerage/Commission: ...

Payment: £60,000

Dated: 1st (two months ago) (this year)

Signed: .................................
Alistair Allan,
Manager of Allans Shoes Ltd, UK.

.................................
Ben Bong
Manager of Bongs Rubber Ltd, Malaysia.

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INTERNATIONAL CONTRACT CONDITIONS

1. Quantity

Contracts made under these Conditions shall be for specified quantities only
and shipment quantities shall be as agreed upon by Buyer and Seller in the Contract.

2. Weighing

The Buyer shall have the option to weigh the Rubber at port of destination or
in consumer’s factory.

3. Insurance

Terms of insurance shall be as agreed between Buyer and Seller at the time
of contract.

4. Shipment

To be shipped by vessel or vessels (steam or motor) loading or commencing

to load in port of shipment (and loading continuously therein till date of shipment),
per terms of contract.

The Rubber must be shipped by a vessel scheduled to sail to the Continent of

destination.

5. Packaging Specification

Packaging to be agreed by Buyer and Seller at the time of entering into this
contract and in all cases to be fit for export. Faulty and dirty packing is not
permitted.

6. Quality

(a) Quality as agreed between Seller and Buyer.

(b) The rubber must be essentially free of mould.

7. Claims

(i) Each Bill of Lading shall be treated as a separate contract in respect of

conventional/break bulk shipments. However, where shipment is effected in
containers, each container load shall be treated as a separate contract.

(ii) Sample or samples in support of the claim must be produced by Buyer to the
Seller or his authorised representatives, within 75 days of the date of discharge at
the port of destination named in the contract.

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 The cost of sampling, supervision, analysis, despatch of samples promptly by
air and all reasonable expenses and charges of Buyer’s representatives shall be paid
by the Seller.

(iii) Final notice in writing of the claim, stating the grounds of the complaint must
be given by Buyer to the Seller or his authorised representatives within five business
days of the expiry of the period stipulated above for the production of sample or
samples. Any claim lodged prior to the production of sample or samples will, if not
so finalised, become null and void.

8. Frustration of Contract

Should Seller be prevented from fulfilling his obligations hereunder during the
period stipulated herein by reasons of act of God, act of Sovereign, government or
parliament, consequences of hostilities or warlike operations, blockade, political or
civil disturbances or insurrections, riots, strikes, lock-outs, combination of workmen
or any other cause beyond his control which he could not reasonably have been
expected to anticipate and such cause or causes continue for a period of twelve
calendar months from the commencement thereof, any obligations hereunder
relating to shipments or deliveries the fulfilment of which is thus prevented and
payment therefor shall be cancelled and no claim shall lie by either party against the
other in respect of loss or damage arising out of such cancellation.

Should such causes continue for a period of less than twelve calendar months
any outstanding shipments shall be shipped and any outstanding obligations
hereunder shall be fulfilled as soon as possible after such cause(s) cease(s) to
operate but in no event later than six calendar months after such cessation.

9. Declaration

Seller shall give Buyer the following:

(A) Declaration of Shipment

Declaration of Shipment must be issued by the Seller or his authorised

representative and must state the Contract reference, leading mark, number of
packages, weight, name of vessel and Bill of Lading date.

(B) General

Any notice to be given under this Contract must be made with due despatch
to the last known place of business of the party to whom it is addressed. All parties
must acknowledge receipt of every notice or Declaration.

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 When an act has to be done on or before a given day, and such day shall
happen to be a non-business day, such act must be done on or before the next
following business day, unless provision is made to the contrary in these Conditions.

10. Freight

Freight under C & F and CIF Contracts to be for Seller’s account. Any
alteration in freight resulting from circumstances which, under Tariff rules, entitle a
Shipping Conference to vary their freight rate without notice shall if made after the
date of contract and before the date on which the freight is paid be shared equally
between Buyer and Seller.

11. Terminology

In these conditions, unless the context otherwise requires, words importing

the singular number only shall include the plural number, and words importing the
plural number only shall include the singular number, and words importing persons
shall include firms and corporations.

12. Minor typographical errors in the printing of an individual contract shall not be
deemed to void the contract.

13. This contract is subject to English Law.

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