Article 14

HANDOVER
1 Based on purchase order which have done by Second party to First party which be given in written
notification, First Party would give MRF Tyres to Second Party if the Second Party or the authorize
representative sign Deliver Order.
2 First Party is not responsible in the lateness of MRF Tyre handover caused an event specified
hereunder :
a) Force Majeure events like Fire, war, floods
b) The postponement is related to sudden changing, MRF tyre type order or the destination of handover
c) Due to economic policy from the government is direct or indirect related to affect the First Party not
able to deliver MRF Tyre on time
d) The situations are beyond the ability of First Party
e) In case of an occurrence as contemplate must be proved by First party with all evidences which could
be accounted and can be provided by Third party or the authorized party
3 If there any the lateness of MRF Tyre handover is caused by the above situation in article 2 aforesaid
the handover processing will be extended or be deferred until the caused of the lateness is over and in
this case the Second party is not able to sue the compensation with any ways to First Party
4 Delivery Order

Article 15
Term of Payment
1 The second party agreed to purchase MRF Tyre to First party by cash before delivery.
2 The payment which is using by Bank Instrument is considered settled if
3 Payment transactions between the Parties according the currency which have been specified and
agreed by the Parties, as contemplated in Purchase order which is issued by Second party to First Party
BAB V
CUSTOMER SERVICES
Article 16
CUSTOMER SERVICES AND QUALITY CONTROL
The appointment of the Second party as First partys dealer based on this agreement, the Second party
acknowledge be able and agreed to undertake as much as possible in providing and giving the services
to all customers. Therefore with this the Second party certify to contract with First party to actualize
these obligations specified hereunder :
1) The second party is obliged to receive and service each customer as well, MRF Tyre users, where
customer satisfaction as the priority based on the standardization of trading procedures.

2) The second party is obliged to ensure and conduct MRF Tyre handover properly to each MRF
Tyre customers with the following terms and conditions set out below:
a) Ensure for each MRF Tyre purchased and delivered to each buyers in new and good
conditions and ready to be used with claim procedures which is valid to MRF Tyre
b) Provide the guidance and elucidation regarding use and maintenance MRF Tyre procedures
3) The second party is obliged to be heedful and response each complaints and claims as well from
each MRF Tyre customers/owner/users, within report and resolve the problems as claim
procedures is willing or set up by First Party

BAB VI
WARRANTY AND PRODUCT QUALITY CONTROL
Article 17
WARRANTY SYSTEM
The Second Party is fully aware that in MRF Tyre selling and marketing with warranty to each MRF Tyre
client/owner. The warranty is mentioned are caused of manufactory damages or based on the following
terms and conditions by First Party (MRF Ltd)as contemplated in the eighth attachment , MRF tyre
warranty definition and restrictions. Therefore The Second Party is obliged to conduct the functions
with the here below procedures:
1. To accept, response and finalize each claims completely from clients or users as soon as possible
2. To receive and store MRF Claim tyre by clients/users as well and hereafter submit the reports
periodical regarding the implementation which happened in the marketing area predefined time
by First Party
3. In claim case is reported by MRF Tyre clients/owner/users has been signed by Second party
which is mentioned on this article and are still there technical problems which couldnt be
handled by Second Party, then The second party shall be given verbal notification previously
then written notification to each party, that First party could provide the guidance and
corporation for finalizing
4. Forward the information by First Party or MRF Ltd about the claim statue or claim compensation
which received by MRF Tyre clients/owner
5. The first Party is authorized for MRF Tyre claim audit processing which done by Second Party

BAB VII
GAINS AND LOSSES RISKS
Article 18
INVESTMENT AND BUSINESS RISKS
The Parties are fully aware that all gains and losses risks will be obtained in trading with this agreement,
the entirely responsibilities of each parties as the risks must be faced in business.
Article 19
RETIREMENT CONSEQUENCE

In case the Second party retire as Dealer or The Second party status is revoked as Dealer from entirely /
partially First Party marketing areas or First Party status is revoked as ATPM, then in this case didnt
assign The second party s rights and authorized and The third party for claim the damages with any
compensations from First Party
Article 20
REVOCATION CONSEQUENCE
In addition to be set and agreed with The parties , if there any mistakes from Second party is going to be
revoked and terminate the collaboration as Dealer of First party entirely/partially marketing area before
the time, then The second party couldnt claim the compensations from First Party
BAB VIII
TAXATION
Article 21
TERMS OF TAXATION
The Parties agree all tax obligations related to execution of this agreement represent each party
responsibility pursuant to the prevailing laws in Indonesia
Article 22
TAXATION RISKS
All tax expenses and retributions which are arose and might related to this agreement nor in this
agreement implementation, notably is not limited with administration expenses risks (income tax, value
added tax, and etc). All tax obligations related to execution of this agreement represent each party
responsibility pursuant to the prevailing laws in Indonesia
BAB IX
CONFIDENTIAL INFORMATION AND TRANSITION RESTRICTIONS
Article 23
CONFIDENTIAL INFORMATION
The Parties agree to comply fully with terms and conditions as contemplated in this agreement and
undertakes to treat as strictly confidential and not disseminate all information relating to The Parties
business management, confidential of management, operations and strategic of management in the
period nor the expiry of this Agreement
Article 24
THE CHARACTERISTIC OF DEALER
The second party is fully aware of the appointed as Dealer by First Party as this Agreement, is united
merely personal assessment which united the parties. Therefore without written approval from First
Party, The Second party is not entitled and not authorized to pass the right of the authorized as dealer
as contemplated in this agreement to third party. If the first party does not agree with Second partys
management changing which is related to personal assessment in this agreement, then The second
party agrees for the termination of this agreement by First party and First party is not charged by any
compensations or sanctions
Article 25

TRANSITIONS CONSEQUENCE
Any approvals and agreements in this agreement which contrary to intent and purpose as aforesaid in
article 19 (Retirement Consequence) above, which does not bind First Party, and included all loss risks
and sanction risks which caused by the diversion for unlimited compensation, is given by First party
based on this agreement, entirely shall be Second partys responsibilities

BAB X
SANCTIONS
Article 26
SANCTIONS
If based in the consideration and assessment of First party, The second party proves not perform one or
some of provisions, procedures and the responsibilities as dealer. As contemplated in this agreement,
the others documents is set up by First party, then The first party could assign the below sanctions :
1. Previously, The first party shall give verbal warning then be confirmed in written notification to
Second party, and The second party is given the opportunity to improve the shortages for 3
months shall commerce from the written notification by First party, or during the time is set up
or in accordance by First Party.
2. If in improvement period as contemplated in above paragraph 1 , Second party proves not be
able or not disposed and not improvements as First party requested, then The first party
included but not limited to direct appoint any parties as First partys dealer in Second party
coverage areas and or terminate Second partys status as First party dealer, and The second
party is not entitled any compensations and declare are willing to receive the sanctions in any
forms with still impose the regulations as regulated in Article 2 paragraph 1
BAB XI
EXPIRATION AND CONSEQUENCES OF THE AGREEMENT
Article 27
Expiration of Agreement
The parties agreed that this agreement will be ended in itself cause the expiry of appointed as
contemplated in article 2 in this agreement, or ended cause Second party status as First party dealer
is revoked by First party or ended cause the termination actions based on conditions and regulations
as contemplated in article 24 (Dealer Characteristics)
Article 28
CAUSES OF TERMINATION
The parties agree that the termination of this agreement could be done by First party with in written
notification to Second party, without any court /legal council and without any warning and
subpoena to Second party, if merely First party consideration, Second party performs or the
occurrence an event specified hereunder, that is :