Exhibit 4.4


 


 


Contract  No P41038


 


Moscow


 


01.01.2004


 


JSC “Tetra Pak AO”,


Moscow, hereinafter referred to as the
“Seller”, represented by the Sales and marketing
Director Uros Kepic, acting in accordance with the Power of attorney, on one part,
and


 


ZAO “Wimm-Bill-Dann
Purchaser”,


Hereinafter referred to as the “Buyer”,
represented by Executive Director
Medvedev V.V., acting in accordance with the Regulation
Rules  have concluded the present
contract on the following:


 


 


PART 1


 


1.1. SUBJECT OF THE CONTRACT


 


The
Seller sells and the Buyer buys packaging material with the Trademark of the
Seller and also attendant accessories in accordance with specifications (annex
No. l to the present contract) further the Goods. The deliveries are being
fulfilled according to the orders placed by the Buyer in accordance with the
Annex 2.


 


 


1.2. PRICES


 


1.2.1 Price for the packaging material, which is stipulated in
the Specification (Annex No. 1 to the present
Contract), amount of insurance and transportation are fixed by the Seller in EURO excluding
VAT and included separately into the invoices to be
paid by the Buyer.


VAT is to be set in factura-invoices in
accordance with the rate acting at the date of invoice issuing.


 


1.2.2 Prices for the packaging material include pallets delivered to the Buyer.


 


Prices for all types of
packaging material, excepting Tetra Rex, include the cost of corresponding
quantity of LS PPP Strip and MPM Strip necessary for package forming.


 


Prices for Tetra Top
include the cost of corresponding quantity of Tetra Moulding and Tetra
Masterbatch necessary for package top forming.


 


The price of Tetra
Masterbatch necessary for Flexi Cap closure forming is included into the
packaging material price.


 


 

















 


1.3. QUANTITY AND PAYMENT CONTITIONS


 


1.3.1 Payment should be
made in Rubles to the Seller’s account in accordance with the exchange rate of
the Central Bank of RF on the date of transferring the amount from the Buyer’s
account. The factura-invoice should be paid within 61 calendar days from the
date of issue of the factura-invoice but not earlier than the delivery of
packaging material to the Buyer’s warehouse.


 


1.3.2 The date of issue
of the factura-invoice can not be prior to the date of dispatch.


 


1.3.3
In case the Buyer has failed to make a payment in accordance with the payment
conditions the Seller has the right to charge the penalty on overdue amount of
20% yearly for every overdue day.


 


1.3.5 Supplier
shall be entitled to deliver up to 10% above or below the quantity of packaging
material ordered by the Buyer, the final balance will be adjusted accordingly
to the delivered quantity.


 


 


1.4. TERMS OF DELIVERY


 


1.4.1 The
goods are to be delivered to the Customer’s warehouse (Moscow and Moscow
region) by transport of the Supplier due to the Buyer if not otherwise
specified in the order.


 


                Delivery (within European part of R F territory is to
be effected by fully-loaded trucks according to the order agreed by the
parties, the only exception being the last shipment.


 


1.4.2 Delivery
is to be effected within 6 weeks after the Seller receives the official order
and if the design(s) - the original proof of technological texts signed
and dated, duly approved by the Buyers, is
available for the Seller.


 


1.4.3 In case of delivery delay through the
Seller’s fault the Buyer has the right to
charge the penalty on delayed lot of delivery amount of 20% yearly for every
overdue day.


 


1.4.4 The
Buyer shall undertake costs of storage of the unpaid goods at the Seller’s
warehouse  in case of delay in shipment of goods, if the delay occurred
due to the reasons depending on the Buyer and exceeded 10 calendar days from
the established shipment date.


 


2

















 


1.4.5 The Seller shall
give shipment advice to the Buyer one e the truck has left the factory and
supply the Buyer with all the documents and invoices needed for each shipment
by fax within 24 hours.


 


1.4.6 The production
facilities are to be chosen in mutual agreement with the Buyer. In any case of
changes the Buyer has to be informed beforehand.


 


1.4.7
The Buyer shall compensate the demurrage cost after 24 hours from. The stand
demurrage equals to:


 


—
150.00 EURO (excl. VAT) per day for the stay of one not unloaded truck arrived
from Tetra Pak factories to the specified in transport documents address not
later than 12:00am on the agreed arrival date.


 


In
case if the truck arrives to the specified in transport documents address
earlier the agreed arrival date the demurrage cost should not be charged for
the period from the arrival time up to 12:00am on the agreed arrival date.


 


In
case if the truck arrives to the specified in transport documents address later
12:00am on the agreed arrival date the demurrage cost should calculated after
24 hours from the time of arrival.


 


In
case if the truck arrives to the specified in transport documents address later
the agreed arrival date the demurrage cost should calculated after 48 hours
from the actual time of arrival. Actual time of arrival of the truck (date,
time) is to be stated by the Buyer’s representative in transport documents .


 


The
time of the truck arrival stated in transport documents is to be the basis for
the demurrage cost calculation.


 


 


3

















 


1.5. TRANSPORTATION RISCS


 


All the rises connected
with the transportation of goods to the warehouse of the Buyer are born by the
Seller.


The Seller is to
reimburse to the Buyer all the losses caused by the damage of goods during
transportation subject to the conditions of article 2.4. “Acceptance of goods
damaged during the transportation”.


The
Buyer shall determine the form of reimbursement: reimbursement of losses by
cash or in kind.


 


 


PART 2. General conditions of sales


 


 


2.1. REQUIREMENTS TO PAYMENT INVOICES


 


The Buyer shall specify
the following information when filling up the bank papers to effect the
prepayment or the payment according to the invoice.


 


2.1.1 Factura-Invoice
settlement


 


— Date and number of the
factura-invoice


 


— INT


 


2.1.2. General Conditions


 


In case the prepayment or
the payment shall be effected by the third party it is necessary to specify the
name of the Buyer in addition to the items numerated above.


 


 


2.2. PACKING AND MARKING


 


The goods is to be
shipped in packing suitable for Ion g distance transportation.


Each reel is to be
shrink-wrapped. Each pallet with the reels is to be shrink-wrapped as well.
Marking shall be as follows:


 


Contract No P 41038


Consignee: ____________


Address of destination: ________________


 


 


2.3. STORAGE REQUIREMENTS


 


For Tetra Brik and Tetra
Brik Aceptic packaging material:


Under normal
circumstances, reels of packaging material are double- wrapped.


 


— Each reel is tightly
shrink-wrapped.


 


— Each pallet is enclosed
in a shrink-film.


 


Pallets can be stacked
three on top of each other pro vided a rigid divider board is placed on top of
the lower pallets.


 


Transportation pallets
are irrevocable and their life is limited.


 


 


4

















 


Temperature: Between 0° and +20°C is not detrimental but ensure that immediately
prior to production the material is to be conditioned in the temperature of
+20° +30° C. The ideal temperature for storage is +20°C.


 


Humidity: 30% to 70% RH.


 


Actual storage
temperatures and relative humidity in some cases deviate from recommendations.
If so, it is advised that prolonged storage should be avoided through the use
of efficient delivery schedule and by ensuring a strict rotation system, i.e.
“first in - first out”


 


Whenever possible correct
such deviations by means of adequate heating, cooling or humidity control
equipment.


 


 


2.4. ACCEPTANCE OF THE GOODS


 


2.4.1 On delivery and
acceptance of goods by the Buyer or Consignee the notes should be done by them
in the shipment documents.


 


2.4.2 Final acceptance of
the goods as to the quantity to be made by the Buyer at the site within 10 days
from the date of the delivery.


 


2.4.3 In case the Buyer
has any claims as per the quality of the packaging material supplied he has the
right to submit them for the attention of the Seller within 12 (twelve) months
from the delivery date of the packaging material provided that all the storage
requirements given in Article 2.3 have been fully met. No claims are accepted
if the above time is overdue.


 


2.4.4 In case of any
claims the Buyer should prepare the claim according to the “Packaging Material
Claim Routine” Appendix No 3.


 


2.4.5 If the claims as
per the quality submitted by the Buyer and received by the Seller before 3
months expire from the date of the arrival of the goods to the Buyer’s
warehouse, the claimed goods shall be compensated/delivered with the nearest to
the claim confirmation date delivery from the same production place of the
packaging material equals to the amount of the claimed material. If the total
quantity of the packaging material to be replaced is less than one
prefabricated reel for Tetra Brik packaging material, the claimed goods shall
be compensated/ delivered when producing the next coming order of the Buyer.


 


5

















 


2.4.6 If the claims are
submitted by the Buyer and received by the Seller after 3 months but before 12
months expired from the delivery date, the way to compensate the claimed goods
shall be specified additionally.


 


2.4.7 The liability is to be determined by the
Agreement of the parties.


 


2.4.8 Acceptance of goods damaged during transportation


 


Shall the goods be
damaged during the transportation, the Buyers shall at his own expense and
risk:


 


— effect the acceptance of
the damaged,


 


— inform the Seller of the
damages in writing by fax (cable) immediately,


 


— take all the necessary
steps to prevent the further damaged and loss of the goods and transport
facilities,


 


—
take picture of the damaged goods prior to unloading from the transportation
facilities (picture should show the type of damage and the reason of the damage
if possible),


 


— in case of truck
delivery of damaged goods, make the note in the shipment documents of the
revealed damages during the transportation, 
provide for the signature of the transportation company representative
on the shipment documents containing the note of the damages. In case the
transportation company representative denies to supply the shipment documents
with the note of the damage, the Buyer makes the following note himself.


 


— in case of damaged goods
carriage by rail, to sign with a carrier representative a carrier’s statement
describing the damage.


 


— forward the originals of
the above listed documents to the Seller through courier service within 72
hours from the moment of acceptance of goods.


 


 


2.5. INTANGIBLE PROPERTY AND TRADEMARKS


 


2.5.1 The Buyer releases
the Seller of any obligations or responsibility for lawlessly placed order for
packaging material in the face of the third persons.


 


6

















 


2.5.2 In case of
unauthorized use of the Seller’s or Buyer’s trademarks by one of the Parties
the  injured party parties may terminate
this Contract, seek damages, compensation or any other remedies available under
applicable laws.


 


 


2.6. FORCE MAJEURE


 


If the Seller or the
Buyer are prevented to perform in whole or in part its obligations in
accordance with this Contract or is unreasonably burdened by circumstances over
which he has no control, including but not limited to Acts of God, civil war,
mobilization, military conscription on a large scale, riots, insurrections and
revolutions, sabotage, requisition, confiscation, nationalization, embargoes
and expropriation, public decrees or any other prohibition acts  of
authorities, strikes, lockouts, natural cataclysms such as violent storms,
earthquakes, lightning, fire, explosions, faults this shall suspend performance
of the obligation without incurring any liability for compensation whatsoever.


 


The circumstances of
force majeure should be proved by the conclusion of the Chamber of Commerce of
the Russian Federation.


 


 


2.7. ARBITRATION


 


All disputes, differences or
demands which may arise out of or in connection with the present Contract, and
connecting its fulfilment transgression, stoppage or nonvalidity, are to be
settled in the International commercial Arbitration court at the Chamber of
Commerce and Industry of RF in Moscow  in accordance with
it’s Rules.


Arbitration hearings is to be held in Moscow.


 


During the settlement of all
disputes the parties must guided by the Material Rules of RF.


 


The  award  of  the 
Arbitration Court  is  final 
and binding upon both parties.


 


 


2.8. OTHER CONDITIONS


 


2.8.1 The contract comes
into effect from the date of signing.


 


2.8.2 The validity of the
Contract is one year, i.e. till December 31, 2004.


 


2.8.3 After signing the
contract all the preliminary agreements, discussions and correspondence between
the parties concerning this contract are to be considered in valid from the
date of signing.


 


7

















 


2.8.4 All the appendices
and addenda to the present contract make the integral part.


 


2.8.5 All the amendments
and Annexes to the present contract are valid only on condition of being made
in written form and signed by both parties.


 


2.8.6 Neither party has
the right to assign its obligations and rights under the present contract to
any third party without written consent of the other party.


 


                However the Seller can assign its rights and
obligations regarding this Contract to another company within Tetra Laval
Group. The Buyer can assign its rights and obligations regarding this Contract
to another company within Wimm Bill Dann group of companies in the European
part of the Russian Federation.


 


 In both cases the above should take place
against written consent of the parties.


 


2.8.7 If the Buyer
initiates the termination of this Contract the Seller must stop immediately
further production of the goods for the deliveries as per this contract in case
of a written request from the Buyer concerning termination of this contract.
Should there be any orders in production the Seller should immediately stop
further production and the Buyer is obliged to pay the
price of the goods produced on the date of the termination.


 


 


2.9. LEGAL ADDRESSES OF THE PARTIES


 


Seller:


JSC “Tetra Pak AO”


 


2-nd Spasonalivkovsky per.,3, 117049, Moscow,


INN 7706017070


acc.  40702810100021000943


in ING  Bank Evrazia Moscow


corr. acc.
30101810500000000222


BIK 044525222


KPP 770601001


ACBNE 71100


OCEO 40170539


 


Address of the Bank:


123022 Moscow, Krasnaya
Presnia, 31


 


8

















 


Buyer:


 


ZAO “Wimm-Bill-Dann Purchaser”


 


17, 2nd floor,
8/10 b.2, Brjusov per., 103009, Moscow, Russia


 


INN 7110225026


code OKPO 45877002


code OKOHX 71100


BIK 044525225


Account
40702810738000130168


Corr. Account
30101810400000000225


Central OSB 8641, Moscow


 


Saving Bank of RF


19, Vavilova str.,
Moscow, 117997


 


The Contract is made in English and Russian languages. In case of
differences between English and Russian texts the Russian text shall always
prevail over the English text.


 


Annex 1: Specification


 


Annex 2: LQS and Quantity Discounts for
packaging material


 


Annex 3: Packaging material claim routine
customer


 


FOR AND ON BEHALF OF THE
SELLER


 


	
  /s/ K.
  Urosh

  
	
   

  



 


 


FOR  AND  ON  BEHALF  OF  THE  BUYER


 


	
  /s/ V.
  V. Medvedev

  
	
   

  
	
   

  
	
  Date:
  January 01, 2004.

  



 


9

















 


	
  01/01/04

  	
   

  	
  SPECIFICATION

  	
   

  	
  ANNEX No1

  
	
   

  	
   

  	
   

  	
   

  	
  to the contract
  P41038

  



 


	
  No.

  	
   

  	
  Type of packaging
  material

  	
   

  	
  Package volume, ml

  	
   

  	
  Price FCA TP factory,
  EUR, excl VAT

  	
   

  	
  Printing method

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Production place: Tetra
  Pak Kiev, Ukrain

  
	
  1

  	
   

  	
  TBA/j 

  6296-813

  PPP LS Strip
  8842-951-01

  	
   

  	
  1000 ml Slim

  Cons.: 0.146 kg / 1000
  packs

  	
   

  	
  87.12 / 1000 packs

  included into material
  price

  	
   

  	
  Flexoprocess

  
	
  Add.

  Material

  	
   

  	
  ReCap3

  8940-001-01 white

  8945-001-31/38 red/green

  	
   

  	
   

  	
   

  	
  6.01 / 1000 pcs

  	
   

  	
   

  
	
   

  	
   

  	
  IS
  PEP Strip 8865-967-01

  	
   

  	
  Cons.: 0.03 kg / 1000 packs

  	
   

  	
  16.03 / kg

  	
   

  	
   

  
	
   

  	
   

  	
  PULL
  Tab Strip 8738-728-01

  	
   

  	
  Cons.: 0.0145 km / 1000 packs

  	
   

  	
  49.72 / km

  	
   

  	
   

  
	
   

  	
   

  	
  SlimCap

  8944-001-01/31/32

  white / red / green

  	
   

  	
   

  	
   

  	
  14.97 / 1000 pcs

  	
   

  	
   

  
	
   

  	
   

  	
  PULL
  Tab Strip 8738-725-01

  	
   

  	
  Cons.: 0.014 km / 1000 packs

  	
   

  	
  45.77 / km

  	
   

  	
   

  
	
   

  	
   

  	
  IS
  PEP Strip 8865-963-01

  	
   

  	
  Cons.: 0.0245 kg / 1000 packs

  	
   

  	
  16.03 / kg

  	
   

  	
   

  
	
  2

  	
   

  	
  TBA/j

  6296-460

  PPP LS Strip
  8842-951-01

  	
   

  	
  200 ml Base

  Cons.: 0.076 kg / 1000
  packs

  	
   

  	
  38.21 / 1000 packs

  included into material
  price

  	
   

  	
  Flexoprocess

  
	
  3

  	
   

  	
  TBA/lk

  7369-835

  MPM LS Strip
  8856-951-01

  	
   

  	
  Since March 2004

  1500 ml Slim

  Cons.: 0.178 kg / 1000 packs

  	
   

  	
  116.15 / 1000 packs

  included into material
  price

  	
   

  	
  Flexoprocess

  
	
  Add.

  Material

  	
   

  	
  ReCap3
  

  8940-001-01 white

  8945-001-31 red

  	
   

  	
   

  	
   

  	
  6.01 / 1000 pcs

  	
   

  	
   

  
	
   

  	
   

  	
  IS
  PEP Strip 8865-967-01

  	
   

  	
  Cons.: 0.03 kg / 1000 packs

  	
   

  	
  16.03 / kg

  	
   

  	
   

  
	
   

  	
   

  	
  PULL
  Tab Strip 8738-728-01

  	
   

  	
  Cons.: 0.0145 km / 1000 packs

  	
   

  	
  49.72 / km

  	
   

  	
   

  



 


	
  THE SELLER

  	
   

  	
  THE BUYER

  
	
  CJSC “Tetra
  Pak AO”

  	
   

  	
  JSC “Wimm-Bill-Dann Purchaser”

  



 


10

















 


	
  No.

  	
   

  	
  Type of packaging
  material

  	
   

  	
  Package volume, ml

  	
   

  	
  Price FCA TP factory,
  EUR, excl VAT

  	
   

  	
  Printing method

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Production place: Tetra
  Pak Moerdijk, Holland

  
	
  1

  	
   

  	
  TPA/j 

  6678-813

  PPP LS Strip
  8842-951-01

  	
   

  	
  1000 ml Slim

  Cons.: 0.146 kg / 1000
  packs

  	
   

  	
  101.00  / 1000 packs

  included into material
  price

  	
   

  	
  Offset

  
	
  Add.

  Materials

  	
   

  	
  ReCap3P

  8977-001-01 white

  	
   

  	
   

  	
   

  	
  6.01 / 1000 pcs

  	
   

  	
   

  
	
   

  	
   

  	
  IS
  PEP Strip 8865-891-01

  	
   

  	
  Cons.: 0.037 kg / 1000 packs

  	
   

  	
  16.03 / kg

  	
   

  	
   

  
	
   

  	
   

  	
  PULL
  Tab Strip 8729-733-01

  	
   

  	
  Cons.: 0.013 km / 1000 packs

  	
   

  	
  58.87 / km

  	
   

  	
   

  
	
  2

  	
   

  	
  TPA/j metallized

  

  6982-602

  	
   

  	
  330 ml Square

  	
   

  	
  62.65  / 1000 packs

  	
   

  	
  Offset Metallized

  
	
  Add.

  Materials

  	
   

  	
  PPP
  LS Strip 8842-951-01

  IS PEP Strip 8865-184-01

  PULL Tab Strip 8738-722-01

  OS OPP Strip 8871-149-01

  	
   

  	
  Cons.: 0.102 kg / 1000 packs

  Cons.: 0.031 kg / 1000 packs

  Cons.: 0.035 km / 1000 packs

  Cons.: 0.044 kg / 1000 packs

  	
   

  	
  included into material price

  16.03 / kg

  30.51 / km

  11.35 / kg

  	
   

  	
   

  
	
  3

  	
   

  	
  TPA/j

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  6983-561

  	
   

  	
  250 ml Square

  	
   

  	
  51.46  / 1000 packs

  	
   

  	
   

  
	
  Add.

  Materials

  	
   

  	
  PPP
  LS Strip 8842-951-01

  IS PEP Strip 8865-917-01

  PULL Tab Strip 8738-722-01

  OS OPP Strip 8871-149-01

  	
   

  	
  Cons.: 0.099 kg / 1000 packs

  Cons.: 0.026 kg / 1000 packs

  Cons.: 0.030 km / 1000 packs

  Cons.: 0.040 kg / 1000 packs

  	
   

  	
  included into material price

  16.03 / kg

  30.51 / km

  11.35 / kg

  	
   

  	
  Offset

  
	
  4

  	
   

  	
  TPA/lk

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  7442-811

  	
   

  	
  1000 ml Square

  	
   

  	
  104.13  / 1000 packs

  	
   

  	
   

  
	
   

  	
   

  	
  MPM
  LS Strip 8856-951-01

  	
   

  	
  Cons.: 0.165 kg / 1000 packs

  	
   

  	
  included into material price

  	
   

  	
  Offset 

  
	
   

  	
   

  	
  StreamCap
  

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  8946-001-01
  white

  	
   

  	
   

  	
   

  	
  20.02 / 1000 pcs

  	
   

  	
   

  



 


11

















 


	
  No.

  	
   

  	
  Type of packaging
  material

  	
   

  	
  Package volume, ml

  	
   

  	
  Price FCA TP factory,
  EUR, excl VAT

  	
   

  	
  Printing method

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Production place: Tetra
  Pak Limburg, Holland

  
	
  1

  	
   

  	
  TBA/j metallized

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  1000 ml Slim

  	
   

  	
  102.33 / 1000 packs

  	
   

  	
   

  
	
   

  	
   

  	
  7209-813

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Offset Metallized

  
	
   

  	
   

  	
  PPP
  LS Strip 8842-951-01

  	
   

  	
  Cons.: 0.146 kg / 1000 packs

  	
   

  	
  included into material price

  	
   

  	
   

  
	
  Add.

  Materials

  	
   

  	
  ReCap3

  8940-001-01 white

  8945-001-31/38 red/green

  	
   

  	
   

  	
   

  	
  6.01 / 1000 pcs

  	
   

  	
   

  
	
   

  	
   

  	
  IS
  PEP Strip 8865-967-01

  	
   

  	
  Cons.: 0.03 kg / 1000 packs

  	
   

  	
  16.03 / kg

  	
   

  	
   

  
	
   

  	
   

  	
  PULL
  Tab Strip 8738-728-01

  	
   

  	
  Cons.: 0.0145 km / 1000 packs

  	
   

  	
  49.72 / km

  	
   

  	
   

  
	
  Production place: Tetra
  Pak Lund, Sweden

  
	
  1

  	
   

  	
  TBA/lk

  6539-835

  MPM LS Strip
  8856-951-01

  	
   

  	
  1500 ml Slim

  Cons.: 0.178 kg / 1000
  packs

  	
   

  	
  116.15 / 1000 packs

  included into material
  price

  	
   

  	
  Flexoprocess

  
	
  Add.

  Materials

  	
   

  	
  ReCap3

  8940-001-01 white

  8945-001-31 red

  	
   

  	
   

  	
   

  	
  6.01 / 1000 pcs

  	
   

  	
   

  
	
   

  	
   

  	
  IS
  PEP Strip 8865-967-01

  	
   

  	
  Cons.: 0.03 kg / 1000 packs

  	
   

  	
  16.03 / kg

  	
   

  	
   

  
	
   

  	
   

  	
  PULL
  Tab Strip 8738-728-01

  	
   

  	
  Cons.: 0.0145 km / 1000 packs

  	
   

  	
  49.72 / km

  	
   

  	
   

  



 


12

















 


	
  Type of straws

  	
   

  	
  Quantity

  	
   

  	
  Price FCA Furulund
  (Sweden), EUR (VAT excl,

  duties included,transportation and insurance excluded)

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Production place: Tubex AB

  
	
  1

  	
   

  	
  U
  straws, 150mm long,4 mm diam

  for TBA 200B Code:8775-145-57 /

  U1454

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  1000 pieces

  	
   

  	
  3.49

  
	
  2

  	
   

  	
  T
  straws, 150mm long,5/6 mm diam

  for TPA 330 Square

  Code:8783-919-05 / T15056 (green)

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  1000 pieces

  	
   

  	
  3.87

  



 


13

















 


Annex
No. 2 to contract No. P41038


 


I. Set-up Charges and Minimum order size for Roll
material Tetra Brik, Tetra Brik Aseptic, Tetra Prizma Aseptic, Tetra Fino
Aseptic, Tetra Top.


 


I.1.  Low Quantity Set-up Charges  for Juice and Milk material Tetra Brik
Aseptic and Tetra Prizma Aseptic.


 


Minimum Order size free of
Low Quantity Set-up Charges  for ALL
Juice and belowmentioned products


 


“Domik v derevne” 1L


 


“Vesioly molochnik” 1L


 


“Kubanskaya burenka” 1L


 


“Chudo” flavoured milk 0.2L


 


“Red Up” milk 0.2L


 


“Domik v derevne” cream 10%
0.2L


 


“Domik v derevne” milk 3.5%
0.2L


 


“M” 1L


 


in milk Tetra Brik Aseptic and Tetra Prizma Aseptic equals to
1000.000 packs.


 


Set-up Charges for the listed materials must be charged for individual
order or co-print less than 1000.000 packs 
as a lump sum per printing method:


 




	
  Flexo / Flexoprocess

  	
   

  	
  + 840 EURO for
  order

  
	
  Roto / Offset

  	
   

  	
  + 1 080 EURO for
  order

  






 


Set-up Charge must be shown in the invoice separately.


 


In case of the partial
order delivery, the whole amount of the Set-up charge is to be added to the
first invoice.


 


I.2.
Low Quantity Set-up Charges  for Milk
material Tetra Brik Aseptic, Tetra Top, Tetra Brik Base, Tetra Brik Base, Tetra
Brick Square.


 


                Starting from June
01, 2003 Minimum Order size free of Low Quantity Set-up Charges  for 
milk material Tetra Brik Aseptic (not mentioned in article 1.1.),  Tetra Top and Tetra Brik equals to 500.000
packs.


 


                Set-up Charges for the listed materials
must be charged for individual order or co-print less than 500.000 packs as a
lump sum per printing method:


 




	
  Flexo / Flexoprocess

  	
   

  	
  + 840EURO for
  order

  
	
  Roto / Offset

  	
   

  	
  + 1 080EURO for
  order

  






 


14

















 


Set-up Charge must be shown in the invoice separately.


 


In case of the partial
order delivery, the whole amount of the Set-up charge is to be added to the
first invoice.


 


I.3. Minimum
production order size for roll materials Tetra Brik, Tetra Brik Aseptic, Tetra
Prizma Aseptic, Tetra Top depends on package volume:


 


	
  125 ml

  	
   

  	
  520.000 packs

  
	
  160-300 ml

  	
   

  	
  370.000 packs

  
	
  330-600
  ml

  	
   

  	
  210.000
  packs

  
	
  750-1000 ml

  	
   

  	
  120.000 packs

  
	
  BoLEE
  1000 ml

  	
   

  	
    80.000 packs

  



 


 


I.4
Low Quantity Set-up Charges and Minimum Order size  for Milk material Tetra Fino Aseptic.


 


                Minimum Order size
free of Low Quantity Set-up Charges 
for  milk material Tetra Fino
Aseptic (with any design) equals to 1 300.000 packs.


 


                Set-up Charges for the listed
materials must be charged for individual order or co-print less than


1 300.000 packs as a lump sum per printing method:


 




	
  Flexo / Flexoprocess

  	
   

  	
  + 840 EURO for
  order

  






 


Set-up Charge must be shown in the invoice separately.


 


In case of the partial
order delivery, the whole amount of the Set-up charge is to be added to the
first invoice.


 


Minimum production order size for Tetra Fino Aseptic equals 270.000
packs.


 


 


II. Order Routin for Roll material
Tetra Brik, Tetra Brik Aseptic, Tetra Prizma Aseptic, Tetra Fino Aseptic, Tetra
Top.


 


II.1
Roll Material Order Routin:


 


                The term
“Single order” should be interpreted as Buyer’s application for production of a
certain quantity of packaging material with one approved design.


 


15

















 


The term “Co-print order” should
be interpreted as a set of Single orders with designs of similar colors in
quantity multiple to:


 


—           4 — for Tetra
Pak factories in Kiev, Limburg, Romont, Lund, Rubiera, Izmir, Timashevsk and
Moerdijk for packaging material TBA/m and TBA/j 1000ml Base and 1000ml Slim,
TPA/j 330ml, TB/m 1000ml and 500ml, TFA/m


 


—-       5 — for Tetra Pak factories in
Berlin for packaging material TB/m Square 1000 ml


 


—           6  — for Tetra Pak factories in Kiev and Timashevsk for packaging material
TBA/m and TBA/j 200ml Base.


 


II.2. 
Single order or co-print order is considered to be an integral part of
the present Contract and should be prepared by fax or e-mail.


 


III.   Low Quantity
Surcharges for Blanks Packaging Material Tetra Rex


 


	
  III.1. Low Quantity Surcharges

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Order (1000 packs)

  	
  Surcharge (EURO / 1000 packs)

  	
   

  
	
   

  	
   

  	
   

  
	
  249 — 100

  	
  5.00

  	
   

  
	
   

  	
   

  	
   

  
	
  99 — 50

  	
  11.30

  	
   

  



 


Low
Quantity Surcharges are based on ordered quantity. When ordering quantities
stipulated in column “Order” a sum of EURO stipulated in column “Surcharge”
should be added to the price.


 


III.2.  Minimum
production order size for blank material equals to 50 000 packs.


 


IV.   Upon receipt of the order the
Sellers shall inform the Buyer by fax or e-mail within 2 working weeks that the
order has been accepted by the factory — producer for execution.


 


FOR AND ON BEHALF OF THE SELLER


 


16

















 


Annex
No. 3 to contract No. P41038


 


Packaging Material Claim Routine Customer


 


1.1.      In case the buyer has any claims a per the quality of
packaging material supplied that cannot be used in the filling machine, the
Buyer should prepare a Claim as the following:


 


1.2.      Take the pictures of Claimed packaging material.




                        One copy should be sent by fax
(095) 787-8001 for the attention of Field Service Manager, than this copy and
pictures should be sent  to Seller’s
Technical Service:  8, Wilhelm Pieck Str., Moscow.


 


One copy to be retained by the Buyer.


 


One copy to be attached to the faulty
packaging material to show that it is placed on hold.


 


1.3.      The Claimed material should be then kept separate and
stored according to the conditions stated in the sales contract.


 


1.4.      Technical Service will contact the Buyer within 24
hours from the Claim receipt or confirm receipt of the claim in writing.


 


1.5.      The Seller should come back with feedback on the Claim
within 5 (five) working weeks from the date of receipt.


The Seller
representative informs the Buyer’s purchase department of the taken decision
within this period.


 


1.6.      An agreement is to
be made between Technical Service and the Buyer, that in case A (article 1.5)
Service Engineer is to be sent to the Buyer’s site within 3 working days
from the Claim receipt, in
case B (article 1.5) the Claim will be investigated at the next site visit but
not later than one months from the Claim receipt.


 


1.7.      The Service Engineer shall investigate if filling
machine is set up according to the standards (see MM book).


 


1.8.      In case if current
machine set up does not correspond to the standard one, the Service Engineer
shall adjust the machine according to MM book and investigate the possibility
to use the Claimed Material on it.


 


                        If the
machine operates with claimed material after adjustment, the Buyer is obliged
to compensate to the Technical Service the related expenses.


 


17

















 


1.9.      In case if current
machine set up does correspond to the standard one, the Service Engineer shall
adjust the machine to operate with Claimed Material at the Seller’s expense.

If it is possible, a report is to be completed where this and any other changes
made to the filling machine are described.


 


                        One copy to be returned
to Technical Service.


 


1.1.      If the Service
Engineer concludes that the claimed packaging material cannot be
used on the filling machine, then Technical Service should complete the Claim
Report to the Producer of this material and attach the samples of the packaging
material (at least 2 meters of roll packaging material or 20 blanks of Tetra
Rex).


 


                        In this case the Seller is obliged to compensate
the claimed packaging material according to the of the Contract No P41038 and
export defective Packaging Material from the premises upon the Buyer’s request
within 3 (three) months from the date of credit-note issue.


 


FOR AND ON BEHALF OF THE SELLER


 


18