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Re: Letter of Amendment: Isoprene Pricing and Minimum Volume Requirements for 2008 and 2009
     2.1
    
    SCE shall, subject to the remaining provisions set forth herein, supply
to
PURCHASER and PURCHASER shall purchase from SCE at least [          ] Tonnes of IP in
1P/19 Product per Year for each of the calendar years 2008 and 2009. For calendar
years 2008 and 2009, references in the Agreement to 1P/60 Product shall be deemed
deleted.
  4.1
    
    Agreed Volume shall mean [          ] Tonnes of 1P/19 in each of the
calendar
Years 2008 and 2009.




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1.
    
    In each such year, the price for the first [          ] Tonnes of isoprene
purchased by Kraton shall be in accordance with the current price formula arrangements
as set out in Clause 7.1 of the Agreement (as amended) which, for the avoidance of
doubt, includes both the Pernis Formula price element and the [                  ] price
element.2.
    
    In each such year, the price for the additional [          ] Tonnes of isoprene
purchased by Kraton shall be the lower of: (A) the price calculated pursuant to
Section (c)(1) hereof, or (B) the Pernis Formula price element as defined in Clause
7.1 of the amended Agreement.3.
    
    If Kraton wishes to purchase more than [          ] Tonnes of isoprene in either
2008 or 2009, the parties will negotiate in good fai regarding the request and the
price to be charged where any such additional volume is agreed.
   Yours sincerely,
Shell Chemicals Europe B.V./s//s/Date:




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Acknowledged and agreed to by: Kraton Polymers Nederland B.V./s//s/Date:




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Amendment No. 1
  WITNESSETH:
    1.
    
    Sub-clause 2.1 will be replaced in its entirely with the following new clause
 
 2.
    

Clause 7 will be replaced in its entirety with the following new clause: Price
 7.1
    
    The Price, in USD/Tonne, to be paid by PURCHASER to SCE for the supply of up to [     ] KT per
year of IP shall be as given by the following formula while quantities above [     ] KT per year
will be priced as outlined in sub-clause 7.8 :
     Pernis Formula
   4




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5




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6




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7.2.3.
    
    If any of the Price indices are adjusted or discontinued or the Consultant no longer
provides the services described in Clause 7.2.1., Purchaser and SCE shall meet and mutually
agree on replacement of such individual indices or consultant with replacement indices or
consultant that most closely represent the original intent of the parties. It is not SCE or
Purchasers intention to open the Price to renegotiation as a result of the replacement
indices or consultant7.3
    
    Prices will be subject where applicable to VAT, Excise Duty and any other tax (other than on
income), duty or other governmental charge now or hereafter imposed on the Product or
on any raw material used in manufacturing the Product (or on Seller, or required to be paid or
collected by Seller, by reason of the manufacture, transportation, sale or use of
such Product or raw material)..7.4
    
    Price for Polysolvent is equal to the value [Shell Raffinaderij pays SCE for the C5
hydrocarbon stream transferred to the refinery from U-2000.]7.5
    
    The Euro/Dollar rate (monthly average) as published by
European Central Bank  LONDON - 9 A.M.
Daily shall apply to convert the Price in USD/Tonne ex clause 7.1 into an Invoice Price in
Euro/Tonne.7.6
    
    All other portions of the calculation remain unchanged.7.7
    
    If any of the indices to be used for determining the Price are discontinued, SCE and
PURCHASER shall mutually agree on the replacement of such index with another index that most
closely represents the original formula intent. It is not the parties intention that the
Price should be so materially altered in consequence of the replacement of an index as to
require re-negotiation and agreement of the revised Price between the parties.7.8
    
    Any quantities of IP above [     ] KT per Year will be subject to the parties agreeing a price
at least 3 months to the proposed commencement of deliveries. SCE is not obligated to deliver
more than [       ] KT per Year and Kraton is not obligated to purchase more than [     ] KT
per year from SCE.
 
 7




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7.9.
    
    For the purposes of this Contract Affiliate means:
 (1)
    
    in respect of Seller,
 (a)
    
    N.V. Koninklijke Nederlandsche Petroleum Maatschappij, a Dutch company,(b)
    
    The Shell Transport and Trading Company p.l.c., an English company, and(c)
    
    any company (other than Company) which is for the time being directly or indirectly
controlled by the two first-mentioned companies or either of them, and
 (2)
    
    in respect of any other person, firm or corporation (company),
 (a)
    
    any entity controlled by such company; or(b)
    
    any entity which controls such company; or(c)
    
    any entity which is controlled by another entity which also controls
such company;whether such control is direct or indirect, and
 (3)
    
    any company not falling under the definition set out in (1) above which is for
the time being managed or operated by a company as defined in 1 above or which has a construction,
operating, technical service or franchise agreement (meaning any agreement under which such company
operates a business or premises using a Shell Trade Mark) with Company and/or a company as defined
in (1) above.For the purpose of this definition a particular company is:(i)
    
    directly controlled by another company or companies if the latter hold/holds in the aggregate
fifty percent (50%) or more of (a) the shares carrying votes exercisable at a general meeting
(or its equivalent) of the particular company if such company is a corporation issuing voting
stock or, or (b) the control rights or interests if it is not a corporation; and(ii)
    
    indirectly controlled by a company or companies (the parent company or companies) if a
series of companies can be specified, beginning with the parent company or companies and
ending with the particular company, so related that each company or companies of the series,
except the parent company or companies, is directly controlled by one or more companies
earlier in the series.
 4.
    
    Clause 19 is deleted in its entirety.
 8




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SHELL CHEMICAL EUROPE B.V.By:Name:Title:KRATON POLYMERS NEDERLAND B.V.By:Name:Title: 9