Frame Purchasing Agreement for equipment between [Name of Supplier] and [SKF]

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This FRAME PURCHASING AGREEMENT has been entered into by and between SKF ..(applicable SKF unit), a company duly incorporated, organized and existing under the laws of ., with corporate registration number [ ], address [] (hereinafter referred to as SKF), and

SUPPLIER XX . , a company duly incorporated, organized and existing under the laws of XXXXX, with corporate registration number [ ], address [] (hereinafter referred to as the Supplier)

SKF and the Supplier are hereinafter individually referred to as a Party and jointly as the Parties. WITNESSETH: WHEREAS SKF forms part of the SKF Group, of which AB SKF, with registered office in Gteborg (Sweden), is the ultimate parent company; The SKF Group (the definition of Group in this Agreement corresponds to the definition of Sw. koncern in the Swedish Companies Act (2005:551)) is the leading global supplier of products, solutions and services in the area comprising rolling bearings, seals, mechatronics, services and lubrication systems. The SKF Group's service offer also includes technical support, maintenance services, condition monitoring and training; The Supplier, active in [ ], is a company with an expressed ambition of being a world- class supplier of equipment/services to SKF Group companies; and SKF has expressed a desire to purchase products/services from the Supplier and the Supplier has expressed an interest in selling equipment/services to SKF.

WHEREAS

WHEREAS

WHEREAS

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NOW THEREFORE, the Parties have agreed upon the following terms and conditions for deliveries that may take place from the Supplier to SKF. 1. CONTRACTUAL DOCUMENTS SCOPE

1.1

This agreement and the Exhibits hereto (hereinafter referred to as the Contract) form the entire agreement between the Parties relating to the subject matter hereof and all Exhibits are to be regarded as integral parts of the Contract. All amendments and modifications shall be made by a written document signed by authorized representatives of both Parties. Exhibits: Appendix 1 Minutes for Negotiation. Appendix 2 SKF Purchase Conditions for Equipments. Appendix 3 Orgalime SE01 Appendix 4 Performance Guarantee Appendix 5 SKF Technical Specification, with its enclosures. Appendix 6 Prices Appendix 7 Scope of Supply / Turnkey (?) Appendix 8 Delivery address Appendix 9 subject Appendix 10 subject Appendix 11 subject Appendix 12 Availability Appendix 13 Confidentiality agreement Appendix 14 Supplier Quotation [To be completed by Group Purchasing]

1.2

In the event of any conflict between this frame purchasing agreement and/or any exhibit attached hereto, the provisions of this frame purchasing agreement will prevail and the respective Exhibits shall prevail in the order set forth above. All SKF Group companies which are engaged in production and service activities shall during the term of this Contract be entitled to order products/services under the terms of this Agreement. The Supplier hereby accepts that this Agreement in whole shall be applicable to all such orders and confirms its obligations to accept orders made by all SKF Group companies.

1.3

2. NOTICES

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Any notice in connection with this Contract shall, unless otherwise evident from applicable routines, be in writing in English and delivered by hand, fax registered post or by courier using an internationally recognized courier company. Such notice shall be sent to the following address:

If to SKF: [SKF Sverige AB] Attn: Purchasing Department [person?] SE 415 50 Gteborg, Sweden Fax:

If to Supplier: [Supplier] Attn: [ ] Adress: [ ] Fax:

3. TERM OF CONTRACT SKF shall have the right to terminate the Contract immediately by written notice if the Supplier: undergoes a direct or indirect change of control or if the for this Contract relevant business of the Supplier is divested to a third party without SKF's written confirmation; or enters into a state of suspension of payments or liquidation, becomes insolvent or bankrupt, or makes compositions with creditors; or violates any provision of this Contract and provided such violation can be remedied, fails to discontinue and make good such violation within two (2) months after receipt of a written notice from SKF.

4. CHANGES OF THE SCOPE OF SUPPLY Changes are only allowed with the prior written approval of SKF Project leader. If the changes have any commercial impact, shall these in advance be approved in writing by the respective SKF Purchasing Office.

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5. INSTALLATION The SKF Safety and Environment instructions for contractors shall be applied, during installation of the ordered products. The Supplier is obliged to ask for such guidelines if not provided by SKF.

6. COMPONENTS & SPARE PARTS 6.1 Spare parts list with original supplier designations and item numbers shall be supplied within xx months after order has been placed at the latest. Defined spare parts (design review) to be available within 24 hours + shipping time from the written demand placed by SKF. SKF shall at any time during the contract have the right to require appropriate information from the Supplier to verify the correct component usage in the machines.

6.2 6.3

7. DOCUMENTATION 7.1 7.2 According to SKF 's specifications as set out in appendix 5. The Supplier shall, if so requested by SKF, provide SKF with all documentation required under the European Machine Directive together with a documented risk assessment analysis, unless local legislation has more demanding requirements.

8. MACHINE WARRANTY 8.1 Supplier's liability for defects or non-conformity shall be twenty-four (24) months from the Take over provided that the Supplier, at his own initiative, has performed the agreed warranty inspection (the purpose of the warranty inspection is to safeguard the main parameters and the functionality of the plant reaches the taking-over status). If the Supplier has not performed the warranty inspection the warranty period will be prolonged until such inspection has been completed. The machine warranty can also be prolonged. The Supplier shall remedy all direct costs and expenses in connection with a warranty case.

8.2

9. WARRANTY SERVICE

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9.1

The Supplier shall be available for technical advice via telephone and automation support via modem connection, within one (1) hour after having been notified by SKF of a machine failure, during the referred warranty period. Possibility for phone connection is available during for the Supplier normal working hours (CET). SKF shall provide access to its computer environment by way of modem connection, within 1 hour after having been requested by the Supplier, during SKF normal working hours. The Supplier shall, during the warranty period as referred to in clause 9.1, be available with a sufficient number of qualified personnel for warranty service at SKFs Premises within twenty-four (24) hours + travel time in the event of machine failure, upon receipt of a written notification from SKF. Repairs for which SKF has received the relevant training, is SKF entitled to undertake necessary remedial works at the risk and expense of the Supplier. Any repairs performed by SKF shall without delay be notified to the Supplier.

9.2

9.3

9.4

10. TERMS OF PAYMENT 10.1 Twenty (20) percent of the order value at the Suppliers written confirmation of order and the issuance of a standard bank guarantee in a form acceptable by SKF as a security for this twenty (20) percent pre-payment, valid until the arrival of the complete goods to SKF, and the issuance of a Performance Guarantee as set out in clause 11; Fifty (50) percent of the order value after arrival of the goods, and the presentation of the approved pre-acceptance documents; Thirty (30) percent of the order value after the final acceptance/taking-over of the delivery, and the presentation of the approved final-acceptance documents. 10.2 All payments, 40 days net.

11. PERFORMANCE GUARANTEE A Performance Guarantee shall be issued in the format of Appendix 4 enclosed to this Contract. 12. DURATION

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This Contract shall come into force the day on which this Contract is signed by the Parties (if they sign on different dates, the later date shall apply) and shall be valid until further notice. This Contract may be terminated by either Party by a written notice to expire twenty four (24) months from receipt of the termination notice. Certain provisions shall due to their nature continue to remain in force as applicable.

13. MISCELLANEOUS 13.1 This Contract contains the entire agreement between the Parties with respect to the subject matter hereof and supersedes all other purchasing agreements, commitments or representations which may have been made by the Parties regarding the relevant products/services either orally or in writing prior to the signing hereof. If any provision of this Contract is or becomes invalid, ineffective, unenforceable or illegal for any reason, this shall not affect the validity or enforceability of any or all of the remaining provisions hereof. In such case, the Parties shall forthwith enter into good faith negotiations to amend such provision in such a way that, as amended, it is valid and legal and to the maximum extent possible carries out the original intent of the Parties as reflected herein with respect to the matter in question. The failure of one of the Parties under this Contract to exercise any right, power or option given to it under this Contract or applicable law, or to insist upon strict compliance with the terms of this Contract by the other Party, shall not constitute a waiver of the terms and conditions of this Contract with respect to any subsequent breach thereof, nor a waiver by any of the Parties of its rights at any time thereafter to require strict compliance with all of the terms of this Contract.

13.2

13.3

14. APPLICABLE LAW AND DISPUTE RESOLUTION 14.1 14.2 This Contract shall be solely governed and construed in accordance with substantive Swedish law. Any dispute, controversy or claim arising out of or in connection with this Contract, or the breach, termination or invalidity thereof, shall be finally settled by arbitration in accordance with the Rules of the Arbitration Institute of the Stockholm Chamber of Commerce. The arbitral tribunal shall be composed of three arbitrators. The language to be used in the proceedings shall be English and place of arbitration shall be Gteborg.

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IN WITNESS WHEREOF, the Parties have caused this Contract to be duly executed in two counterparts.

Place and date:

Place and date:

SKF By:

SUPPLIER By:

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