Article 1

All actions and services provided by any company of the Global Inspections Group, individually designated hereafter as "GISA" are governed by the following General Conditions of service.

Accordingly, all contracts, agreements or other arrangements entered into by GISA, for the performance or supply of services, shall in all respects be governed by these conditions, except where such conditions are at variance with legal provisions governing services performed on behalf of governments or government bodies, or the law of the place where the said agreements or contracts are made or are to be implemented, in which case relevant national or local laws shall take priority.

Article 2

GISA, in the capacity of an independent third party, supplies information in the form of ascertainment, advice, assessment or recommendations, for the principal purpose of contributing to the prevention of the risks to which the beneficiaries of its services are exposed, and of helping them assure the quality of their products or services. To this end, GISA performs actions including surveys, inspections, verifications, assessments, audits or appraisals. In the course of such performance, it has recourse to techniques and processes such as examination, sampling, testing, analysis and measurement, thereby enabling it to exercise complete independence, impartiality and objectivity in collecting the information it has been requested to supply. Such information is communicated to the beneficiary in the form of an inspection sheet, report, certificate, attestation or mark, or by any other suitable means.

All such activities are hereafter referred to collectively as "GISA Services".

Article 3

GISA undertakes certain services, meeting requirements which do not correspond to the definition in article 2 above, only by special arrangement.

Such special services comprise, without being confined to:

3.1 Qualitative or quantitative guarantees;

3.2 Combined services, comprised of concurrent and consecutive operations;

3.3 Supervision of complete industrial project schemes, including consulting, monitoring, expediting and progress reporting;

3.4 Acceptance procedures for goods, works, equipment or any other item, or supervision of their commissioning on behalf of the Principal;

Article 4

GISA, as the case may be, acts for:

4.1 - Government bodies, or on their behalf, on their direct instructions or as a result of regulatory requirements incumbent on the Principal (as defined in article 4.2 below). In such cases, GISA Services are supplied in accordance with relevant legislative or administrative provisions, and GISA is legally accountable only to the government bodies concerned.

4.2 - Persons or entities issuing the instructions to act, hereafter referred to as "the Principal". No other party is entitled to issue instructions to GISA, particularly on the nature and extent of the services, unless so authorised by the Principal.

However, GISA expressly reserves the right to act at its own discretion in delivering reports and/or certificates, or any other information relating to its services to a third party, if such an act results from instructions from the Principal, or from an undertaking entered into towards the Principal, or derives implicitly from circumstances, trade custom, usage or practice.

Article 5

5.1 - GISA undertakes to supply services on the basis of its Quality Assurance Manual, in accordance with proper professional practice, and in compliance with: - Principal's special instructions as confirmed by GISA, and, in the absence of such instructions: - terms of GISA standard order form and/or specifications of standard contracts, if used, - any relevant professional standard, trade custom, usage or practice, - such methods as GISA shall deem suitable on technical and/or financial grounds.

5.2 - GISA shall exercise due care and skill, and acts in a professional and workmanlike manner: - in the selection and assignment of its personnel, - in performance of its services, considering the state of the art and technology at the time the services are being performed.

5.3 - Unless otherwise stipulated, GISA, which carries out its investigations at random, does not usually perform any systematic and comprehensive examination. Consequently, GISA services cannot be considered as exhaustive. GISA representatives are therefore not expected to be in permanent attendance on site, and their visits are normally intermittent and unannounced.

Article 6

6.1 - Documents concerning undertakings entered into between the Principal and other interested parties, such as contracts of sale, supply or work contracts, letters of credit, bills of lading, specifications, datasheets, letters of commissioning, certificates of acceptance or conformity, and which are divulged to GISA, shall be considered to be for information only, without either extending or restricting GISA remits or obligations.

6.2 - Unless instructed specially to the contrary by the Principal, GISA reports, certificates of inspection and any other relevant information or document relate the facts as recorded by it within the limits of instructions received, and if appropriate state its opinion on such facts; but GISA is under no obligation to refer to or report upon any facts or circumstances which are outside the specific scope of its assignment or commission.

6.3 - The Principal agrees:

6.3.1 - To ensure that adequate instructions are given in due time to GISA, in order to facilitate proper performance of the requested services;

6.3.2 - Except for generally available documents such as codes and standards, to provide GISA, either directly or through his suppliers and subcontractors, with all documents necessary for performance of the requested service;

6.3.3 - To provide GISA with all information and particulars concerning the use or purpose of the items in relation to which GISA services are to be provided ;

6.3.4 - To advise GISA of the date on which services are to commence, or be resumed in case of suspension, and also of essential dates affecting the item(s) for which its services have been requested ;

6.3.5 - To provide GISA agents and representatives with all necessary transportation facilities and access to premises where the services are to be carried out, as well as all material means needed for performance of its services ;

6.3.6 - To ensure that all necessary measures are taken to ensure safety and security of working conditions on site during performance of the requested services;

6.3.7 - To provide all manipulations or handling needed for performance of GISA services;

6.3.8 - To take all necessary steps to eliminate or remedy any obstructions to or interruptions in performance of the requested services;

6.3.9 - Fully exercise all his rights and discharge all his liabilities under the contract in connection whereof the services have been requested, failing which GISA shall be under no obligation to the Principal.

Article 7

When providing services, GISA does not take the place of designers, architects, builders, contractors, manufacturers, producers, operators, transporters or owners, who, notwithstanding GISA actions, are not released from any of their obligations of whatever nature. In particular, any information and advice supplied by GISA shall not be held or construed to amount to approval or acceptance of the items in connection with which the information and advice are supplied.

The interested parties are responsible for acting as they see fit, according to the information and advice provided by GISA. Neither GISA nor any of its agents guarantee the accuracy of such information or advice, or the quality, outcome, effectiveness or appropriateness of any decision or action undertaken on the basis of the said information or advice.

Furthermore, none of the services or information provided by GISA shall create any obligation bearing on GISA or constitute any warranty of proper operation of any equipment or plant that has been subject to any inspection by GISA using computer software or hardware of any sort or other comparable concepts (hereafter referred to as "Equipment") with respect to the absence of failures when processing or handling dates or performing other similar operations of any computer element, whether hardware or software, of said Equipment.

It is hereby agreed that GISA shall in no circumstances whatsoever incur any liability for, without limitation, any damage, loss, cost or expense arising from any such failures.

Article 8

8.1 - GISA undertakes to use its best efforts and to exercise due care and skill in the performance of its services, and accepts liability only in case of negligence proven by the Principal. GISA advice is given only in relation to documents and information provided by the Principal. GISA cannot be held liable if it has been given erroneous or incomplete information.

8.2 - In the event of GISA being held liable, under the terms of article 8.1 above, its liability to the Principal in respect of any claim for loss, damage or expense, of whatever nature or magnitude, and however arising, shall in no circumstances exceed a total aggregate sum equal to five times the amount of the fees paid to GISA for the specific services which give rise to such a claim. Where fees relate to a number of services, and a claim arises in respect of one or more of those services, the relevant fees for the purpose of this article shall be in proportion to the estimated time spent on the performance of each service. For claims concerning services for which no invoice has been issued, the amount of any compensation due, if GISA liability is involved, shall under no circumstances exceed a fixed sum of Euro 1 000.

8.3 - In the event of any claim, notice must be given to GISA Head Office within thirty days of discovery of the facts alleged to justify such a claim, or six months from the date of completion of GISA services, whichever is the earlier.

Article 9

The Principal shall guarantee and indemnify GISA and its servants, agents or subcontractors against all claims made by third parties for loss, damage or expense of whatever nature and howsoever arising, relating to the performance, purported performance or non-performance of any service, to the extent that the aggregate of such claims for any one service exceeds the limitation of liability mentioned in Article 8 above.

Article 10

Fees payable for GISA services may be either a fixed amount, or a percentage of the value of the item in relation to which those services are to be supplied, or an hourly rate.

Unless otherwise stipulated, GISA fees shall be subject to revision, if the duration of the services exceeds one year, as well as in case of suspension. However, if they represent a percentage of the value as defined above, they need not be revised if the said value is itself subject to revision.

10.1 - Whenever GISA fees are a fixed amount, if there is an increase of more than 10 per cent, either of the items on the basis of which the amount has been calculated, or of the expected duration of the services, the amount of fees shall be increased in the same proportion.

10.2 - Whenever GISA fees are a percentage of the value of the item in relation to which its services are to be supplied, the said value shall be defined, or at least estimated, in the request for services from the Principal, as well as any items which should not be taken into account for the purposes of calculating GISA fees. The Principal shall regularly and in due course supply GISA with the data or documents that will serve as a basis for the calculation of its fees. GISA fees shall be increased by 10 per cent in the event of reduction of the given or estimated value of relevant items by more than 10 per cent, Or if the expected duration of GISA services is to be extended by more than 10 per cent.

10.3 - Unless otherwise agreed, invoices for services performed by GISA are payable at the date mentioned on the relevant invoice and, in any case, within 30 days from the date of the relevant invoice, failing which interest for late payment may be charged at the rate of 1,5 % per month or fraction thereof.

10.4 - If any interruption occurs in GISA Services, for any reason, its fees are payable up to the date of such interruption, plus reimbursement of expenses incurred as a direct consequence of the interruption