<PAGE>

                                                                    Exhibit 10.6

                                     LISCAT
                          LEASING CATALUNYA. E.F.C. S.A
                              Grup CAIXA Catalunya

MOVABLE GOODS FINANCIAL LEASE CONTRACT NUMBER 034393 2
MODEL APPROVED BY DECISION OF THE GENERAL REGISTER DIRECTORATE DATED 22 MAY 2002

                                  SPECIAL TERMS

FORM NUMBER                                                  PAGE NUMBER

      1.    IDENTIFICATION AND REPRESENTATION OF THE PARTIES

FINANCIAL LESSOR: LEASING CATALUNYA ESTABLECIMIENTO FINANCIERO DE CREDITO S.A.
CIF (COMPANY TAX IDENTIFICATION NUMBER) A58255043
REGISTERED HEAD OFFICE: CALLE FONTANELLA, 5-7 1(a)PLANTA, 08010 BARCELONA
MERCANTILE REGISTER OF BARCELONA, VOLUME 22,026 OF COMPANY BOOK 7098, SECTION
TWO, FOLIO 22, PAGE B-30,593, ENTERED IN THE REGISTER OF THE BANK OF SPAIN WITH
THE NUMBER 4779.

REPRESENTED BY ITS EMPOWERED AGENT IGNASI MARTIN MORALES WITH DNI (NATIONAL
IDENTITY DOCUMENT) 40975710Z UNDER A DEED OF EMPOWERMENT AUTHORIZED BY THE
NOTARY PUBLIC OF BARCELONA, JOSE MARQUENO DE LLANO WITH THE NUMBER 362 OF HIS
PROTOCOL ORDER, DATED 11 FEBRUARY 2003.

FINANCIAL LESSEE (HEREINAFTER, CLIENT) NAME OR TRADENAME
01 - TELVENT HOUSING, S.A.
CIF / NIF (TAX IDENTIFICATION NUMBER)
01 -  A82232448
REGISTERED HEAD OFFICE
01 - VALGRANDE, 6, 28100 ALCOBENDAS

01 - REGISTER OF                   VOLUME           OF BOOK           FOLIO
        ENTRY
REPRESENTED BY ITS EMPOWERED AGENT JOSE IGNACIO DEL BARRIO GOMEZ with DNI
51343948J
BY VIRTUE OF A DEED AUTHORIZED BY THE NOTARY PUBLIC OF MADRID
     CARLOS PEREZ BAUDIN       DATED 14 NOVEMBER 2000
     AND WITH THE PROTOCOL ORDER NUMBER 3694.

CLIENT'S GUARANTOR(S). NAME OR TRADENAME
01 - ABENGOA, S.A.

<PAGE>


CIF / NIF
01 - A41002288
REGISTERED HEAD OFFICE
01 - AVENIDA CARLOS V, 20*, 41004 SEVILLE (*corrected to: WE SAY AVENIDA
DE LA BUHANEZ 2)
01 - REGISTER OF                   VOLUME           OF BOOK           FOLIO
       ENTRY
REPRESENTED BY ITS                 MIGUEL ANGEL FERNANDEZ MORENO with
DNI 51356303V
BY VIRTUE OF A DEED AUTHORIZED BY THE NOTARY PUBLIC OF MADRID
FERNANDO MOLINA STRANZ    DATED 27 DECEMBER 2002    AND WITH THE
PROTOCOL ORDER NUMBER. 1052

2.    CONTRACT TERM

THIS FINANCIAL LEASE CONTRACT WILL RUN FOR 42 MONTHS FROM THE DATE OF SIGNING
SAME.

3.    THIS CONTRACT REFERS TO THE FOLLOWING GOODS:

DESCRIPTION OF THE GOODS:

SEE ATTACHED BILL
VEHICLE IDENTIFICATION NUMBER:
LICENSE NUMBER:
SUPPLIER:  TELVENT  HOUSING,  S.A.  WITH CIF  A82232448 AND  REGISTERED
HEAD OFFICE IN VALGRANDE,  6, 28100 ALCOBENDAS

GOODS PURCHASE PRICE: 3,296,257.65 EUROS

GOODS LOCATION SITE: ALCOBENDAS

4.    PRICE AND FORM OF PAYMENT

THE TOTAL PRICE TO BE PAID BY THE CLIENT, INCLUDING THE INTEREST PAYMENT AND
INDIRECT TAX AMOUNTS TO:

                               4,086,335.35 EUROS

TO BE PAID IN 42 INSTALLMENTS OF 573,548.83 EUROS EACH. OF THIS SUM, 494,438.65
EUROS CORRESPOND TO THE ROYALTY STRICTLY SPEAKING AND 79,110.18 EUROS TO THE VAT
INCUMBENT THEREON, WITHOUT DETRIMENT TO SUCH ALTERATIONS AS MAY OCCUR IN SAID
TAXES AS A RESULT OF THE ESTABLISHED INTEREST RATE REVIEW AGREEMENT OR ANY
ALTERATIONS IN THE VAT RATE OR ANY TAX THAT MAY REPLACE IT IN THE FUTURE.

<PAGE>


In MADRID on 7 NOVEMBER 2003                     In MADRID on 7 NOVEMBER 2003
                                                 LEASING CATALUNYA E.F.C. S.A.
THE FINANCIAL LESSOR

In MADRID on 7 NOVEMBER 2003

THE GUARANTOR(S)

                                                           I HEREBY CERTIFY SAME
                                                          FERNANDO MOLINA STRANZ
                                                         NOTARY PUBLIC OF MADRID

<PAGE>


                                     LISCAT
                          LEASING CATALUNYA. E.F.C. S.A
                              Grup CAIXA Catalunya

MOVABLE GOODS FINANCIAL LEASE CONTRACT NUMBER 034393 2
MODEL APPROVED BY DECISION OF THE GENERAL REGISTER DIRECTORATE DATED 22 MAY 2002

                                  SPECIAL TERMS

FORM NUMBER                                                  PAGE NUMBER

THE FIRST OF SAID INSTALLMENTS SHALL BE PAID ON THE DATE OF SIGNING THIS
CONTRACT AND THE SUBSEQUENT ONES ON THE SAME DAY OF THE FOLLOWING MONTHS.

THE AMORTIZATION TABLE SPECIFIES THE PRICE, THE AMOUNT OF EACH INSTALLMENT AND
ALSO THE PART THEREOF CORRESPONDING TO THE FOLLOWING: AMORTIZATION OF THE
CAPITAL ADVANCED BY THE LESSOR OR GOODS RECOVERY COST, THE INTEREST PAYMENT AND,
WHERE APPLICABLE, THE INDIRECT TAX.

5.    FINANCIAL DETAILS OF THE CONTRACT

<TABLE>
<S>                         <C>                  <C>                                     <C>
INVESTMENT                  3,296,257.65 EUROS
EXCEPTIONAL INSTALLMENT     0.00 EUROS           RESIDUAL VALUE                          1.00 EURO
INDIRECT TAX (VAT)          16%                  INITIAL NOMINAL ANNUAL INTEREST RATE    305185%
CASH GUARANTEE (**)         0.00 EUROS           CONSTANT SPREAD                         1.1 EUROS
ARRANGEMENT FEE             8,240.64             ORIGINATION FEE                         0.0 EUROS
</TABLE>

DENOMINATION OF REFERENCE INTEREST (*) = 12 MONTH EURIBOR
COST EQUIVALENT ANNUAL RATE (TAEC IN SPANISH INITIALS) = 3.7152% (INCLUDING CASH
GUARANTEE AND FEES)
NOMINAL DELAYED-PAYMENT ANNUAL INTEREST RATE: 24.000%
(*) ONLY FOR VARIABLE INTEREST-RATE CONTRACTS
(**) THE GUARANTEE WILL BE RETURNED TO THE CLIENT AT THE END OF THE CONTRACT.

EXPLANATION OF THE FINANCIAL DETAILS

      1.    FORMULA FOR ASCERTAINING THE COST EQUIVALENT ANNUAL RATE

THE EQUIVALENCE (TAEC) IS OBTAINED BY APPLYING THE FORMULA CONTAINED IN THE BANK
OF SPAIN CIRCULAR NUMBER 13 / 1993.

IN THE CALCULATION THEREOF CONSIDERATION HAS BEEN GIVEN NOT ONLY TO THE INTEREST
BUT ALSO TO THE ARRANGEMENT AND ORIGINATION FEES NOT INCLUDING THE COMPLEMENTARY
COSTS OR ADVANCED PAYMENTS (STAMPS, BROKERAGE IN FAVOR OF THIRD PARTIES,
NOTARIAL FEES, ETC).

<PAGE>


      2.    FORMULA FOR ASCERTAINING THE INTEREST IN EACH INSTALLMENT

PC * NIT / 100 K

DEFINITIONS
PC = PENDING CAPITAL IN EACH PERIOD (MINUS ANY GUARANTEE)
NIT = ANNUAL NOMINAL INTEREST RATE
K = NUMBER OF TIMES THE INSTALLMENT IS CHARGED DURING THE YEAR

      3.    FORMULA FOR ASCERTAINING THE DELAYED PAYMENT INTEREST FOR EACH
            UNPAID INSTALLMENT

N x (Td x 12) x  t
    ---------    -
         100    360

DEFINITIONS

N: VALUE OF THE UNPAID INSTALLMENT (INCLUDING VAT)
Td: MONTHLY DELAYED-PAYMENT INTEREST LAID DOWN IN THE GENERAL TERMS
t: DAYS RUNNING FROM THE DUE DATE OF THE UNPAID INSTALLMENT UNTIL THE DATE OF
RECEIVING SAME.

      4.    OTHER FEES CHARGED TO THE CLIENT. THE CLIENT WILL BE RESPONSIBLE FOR
PAYING SUCH FEES AS THE FINANCIAL LESSOR HAS PUBLISHED AND COMMUNICATED TO THE
BANK OF SPAIN WHEN THE GROUNDS FOR CHARGING SAME OBTAIN. A LIST OF THOSE
CURRENTLY IN FORCE IS HEREBY HANDED OVER TO THE CLIENT.

6.    OTHER SPECIAL TERMS

6.1.  ABODE OF FINANCIAL LESSOR FOR THE PURPOSES OF NOTIFICATIONS AND SUMMONSES:
CALLE FONTANELLA, 5-7 1(a) PLANTA, 08010 BARCELONA

6.2.  ABODE OF FINANCIAL LESSOR FOR THE PURPOSES OF GOODS RECOVERY: CALLE
FONTANELLA, 5-7 1(a) PLANTA, 08010 BARCELONA

6.3.  THE FINANCIAL LESSOR IS ENTITLED TO ASSIGN THE GOODS DEALT WITH HEREIN AND
THE CONTRACT ITSELF TO ANY THIRD PARTY BUT WILL THEN BE BOUND TO INFORM THE
CLIENT AND, WHERE APPLICABLE, THE GUARANTOR OF SUCH CIRCUMSTANCES, DOING SO IN A
BONA FIDE WAY. THE ACQUIRING THIRD PARTY WILL THEN SUBROGATE INTO THE FINANCIAL
LESSOR'S POSITION AND WILL BE BOUND TO RESPECT THE CLIENT'S RIGHTS, IN
PARTICULAR THOSE RELATING TO THE REVIEW OF THE

<PAGE>


INTEREST PAYMENT IF SUCH REVIEW ARRANGEMENTS HAVE BEEN MADE, AND THOSE RELATING
TO THE DURATION OF THE USE ASSIGNMENT PERIOD, THE PURCHASE OPTION, AND THE
RESIDUAL VALUE LAID DOWN AS THE PRICE IF THE OPTION IS EXERCISED. THIS
SUBJECTIVE NOVATION WILL IN NO CASE AFFECT ANY GUARANTEE ARRANGEMENT.

6.4.  LIFE INSURANCE

6.5.  IMPORTATION

THIS CLAUSE WILL BE APPLICABLE ONLY TO CONTRACTS INVOLVING IMPORTATION.

ONE. THE GOODS DEALT WITH IN THIS FINANCIAL LEASE CONTRACT, FOLLOWING THE
EXPRESS INSTRUCTIONS OF THE FINANCIAL LESSEE, WILL BE FURNISHED BY SUPPLIERS
SPECIFICALLY CHOSEN BY THE FINANCIAL LESSEE. SHOULD THE GOODS NEED TO BE
IMPORTED, THEREFORE, THE FINANCIAL LESSEE EXPRESSLY AUTHORIZES LEASING CATALUNYA
E.F.C. S.A. TO MAKE SUCH ARRANGEMENTS AS MAY BE NECESSARY TO ENSURE SAID
EFFECTIVENESS AND THE SCHEDULED PAYMENTS.

TWO. AN INDICATION IS GIVEN BELOW OF THE ECONOMIC BASE USED FOR CALCULATING THE
FINANCIAL LEASE INSTALLMENTS, ALTHOUGH THE PARTIES HEREBY ACCEPT THAT SAID
INSTALLMENTS MAY HAVE TO BE ALTERED IN LINE ESPECIALLY WITH ANY FLUCTUATION IN
THE PRICE OF THE FOREIGN CURRENCY TAKEN AS THE BASE. THE REFERENCE BASE IS
INDICATED BELOW:

a) Value of the goods calculated on the basis of the conversion of the currency
expressed in the supplier's bill into euros     EUROS

b) Bank costs                                   EUROS

c) Expected customs duties                      EUROS

THREE. IF, DUE TO THE SPECIFIC NATURE OF THE FINANCIAL LEASE CONTRACT, THE
ECONOMIC BASE THEREOF MUST BE BROUGHT INTO LINE WITH ITS REAL COST, WITHOUT THIS
BEING POSSIBLE ON THAT DAY'S DATE, THE PARTIES HERETO EXPRESSLY AGREE THAT ANY
DIFFERENCES BETWEEN THE SUMS DESCRIBED IN THE ABOVE PARAGRAPH AND THE ACTUAL
SUMS WILL BE SETTLED BETWEEN THE PARTIES IN DUE ACCORDANCE WITH RULING LAW. THE
CUSTOMS COSTS ARE NOT DEEMED TO BE FIRM; THEY MAY BE REVISED BY THE CUSTOMS
AUTHORITIES DURING THE FOUR YEAR PERIOD FOLLOWING THE CUSTOMS CLEARANCE.

      1.    THE EQUIVALENT VALUE IN EUROS OF THE GOODS WILL BE CALCULATED IN
            TERMS OF THE DATE OR DATES ON WHICH THE CHARGE IS MADE BY OR ON
            BEHALF OF LISCAT.

<PAGE>


      2.    EXPENSES WILL INCLUDE ALL THOSE THAT HAVE TO BE PAID BY LISCAT FOR
            THE PURCHASE AND IMPORTATION OF THE GOODS, WITH SPECIAL
            CONSIDERATION BEING GIVEN TO CUSTOMS DUTIES. THE PROVISIONS LAID
            DOWN IN THE PREVIOUS PARAGRAPH ARE ALSO APPLICABLE THERETO.

      3.    TO AVOID ALTERING THE VALUE OF THE CONTRACTUAL ROYALTIES, WHICH ARE
            DEEMED TO BE AT ALL TIMES LIQUID AND PAYABLE, THE PARTIES HERETO
            WILL PROCEED TO MAKE THE CORRESPONDING SETTLEMENTS PURSUANT TO THE
            PROVISIONS LAID DOWN HEREIN AND TO MAKE THE CORRESPONDING CHARGES
            AND PAYMENTS.

      4.    THE RESULTING SUMS WILL BE PAID WITHIN FIFTEEN DAYS OF THE
            SETTLEMENT DATE. ANY SUM OWED TO LISCAT WILL BE ADDED TO THE
            CONTRACTUAL INSTALLMENTS AS AN EXTRA PAYABLE AMOUNT IN THE SAME
            CONTRACTUAL AND ENFORCEABLE TERMS.

FOUR. THIS DOCUMENT IS AN INTEGRAL PART OF THE FINANCIAL LEASE CONTRACT, ALSO
BEING GOVERNED BY ITS PARTICULAR AND GENERAL TERMS INSOFAR AS THEY HAVE NOT
EXPRESSLY BEEN MODIFIED BY THIS DOCUMENT.

   7.       OWNERSHIP OF THE GOODS. PURCHASE OPTION AND RESIDUAL VALUE

            A.    THE GOODS DEALT WITH HEREIN ARE THE PROPERTY OF THE FINANCIAL
                  LESSOR. UNLESS EXPRESSLY AUTHORIZED OTHERWISE, THE CLIENT WILL
                  NOT BE ENTITLED TO ASSIGN OR TRANSFER THE USE THEREOF TO THIRD
                  PARTIES, TOTALLY OR PARTIALLY. THE CLIENT WILL BE BOUND TO
                  DECLARE AND ACCREDIT ITS STATUS AS A MERE USER OF THE GOODS TO
                  ANY THIRD PARTY THAT AIMS TO SEIZE OR DISTRAIN THE SAME. THE
                  CLIENT WILL NOT BE ENTITLED TO INCLUDE THE GOODS IN THE ASSETS
                  OF ITS BALANCE SHEET OR ITS NET WEALTH IN THE EVENT OF
                  BANKRUPTCY, TEMPORARY RECEIVERSHIP, OR CREDITORS' MEETING. THE
                  CONTRACTING PARTIES EXPRESSLY AGREE TO ENTER THIS CONTRACT IN
                  THE CORRESPONDING SECTION OF THE MOVABLE GOODS REGISTER,
                  WITHOUT DETRIMENT TO THE FINANCIAL LESSOR'S PROPERTY RIGHT.
                  THE LATTER AND THE CLIENT HEREBY AGREE THAT THE LEASED
                  VEHICLES ARE TO BE ENTERED IN THE TRAFFIC REGISTER IN THE
                  CLIENT'S NAME.

            B.    PURSUANT TO THE PROVISIONS LAID DOWN IN ADDITIONAL PROVISION
                  SEVEN OF ACT 26/1998 ON THE DISCIPLINE AND INTERVENTION OF
                  CREDIT INSTITUTIONS (LEY 26/1988 SOBRE DISCIPLINA E
                  INTERVENCION DE LAS ENTIDADES DE CREDITO), THE FINANCIAL
                  LESSOR HEREBY GRANTS THE CLIENT A PURCHASE OPTION, FREE BY
                  VIRTUE OF ITS LEGAL CHARACTER, ON THE GOODS AT THE END OF THE
                  USE ASSIGNMENT PERIOD. SHOULD THE CLIENT DECIDE TO EXERCISE
                  THIS OPTION, IT SHALL COMMUNICATE THIS DECISION TO THE
                  FINANCIAL LESSOR WITHIN THE THIRTY DAY

<PAGE>


                  PERIOD RUNNING UP TO THE END OF THE USE ASSIGNMENT PERIOD. THE
                  ESTABLISHED PURCHASE PRICE IS THE RESIDUAL VALUE AS DETERMINED
                  IN THIS CLAUSE, WITH ADDITION OF ANY APPLICABLE INDIRECT TAX.
                  TO BE ELIGIBLE FOR EXERCISING THE PURCHASE OPTION, THE CLIENT
                  MUST BE UP TO DATE IN THE PAYMENT OF THE INSTALLMENTS
                  CORRESPONDING TO THE USE ASSIGNMENT PERIOD.

            C.    THE CLIENT IS FORBIDDEN FROM ENCUMBERING, SELLING, OR IN ANY
                  OTHER WAY DISPOSING OF THE PURCHASE OPTION.

            D.    IF THE PURCHASE OPTION IS EXERCISED, THE PURCHASE PRICE OF THE
                  GOODS OR RESIDUAL VALUE IS FIXED AT THE SUM OF

                                    1.00 EURO

                  PLUS ANY CORRESPONDING INDIRECT TAX. THIS RESIDUAL VALUE SHALL
                  BE PAID, IN THIS CASE, ON THE DAY FOLLOWING THE END OF THE USE
                  ASSIGNMENT PERIOD.

                  TERMINATION DATE OF THE USE ASSIGNMENT PERIOD: May 7, 2007.

            E.    SHOULD THE CLIENT CHOOSE NOT TO EXERCISE THE PURCHASE OPTION,
                  IT WILL BE BOUND TO RESTORE THE GOODS TO THE FINANCIAL LESSOR
                  AT THE END OF THE USE ASSIGNMENT PERIOD OR TO PAY A SUM EQUAL
                  TO THE VALUE OF THE LAST INSTALLMENT THEREOF FOR EACH MONTH OR
                  FRACTION THEREOF THAT IT CONTINUES TO RETAIN POSSESSION,
                  UNLESS BOTH PARTIES AGREE TO ENTER INTO A NEW FINANCIAL LEASE
                  CONTRACT ON SAID GOODS.

8. STANDING ORDER

THE INSTALLMENTS OF THIS CONTRACT SHALL BE PAID INTO THE ACCOUNT

<TABLE>
<S>               <C>
BANK              2013 CAIXA D'ESTALVIS DE CATALUNYA
BRANCH            0088
CHECK DIGIT       66
ACCOUNT NUMBER    0201178944
</TABLE>

DESIGNATED BY THE CLIENT, TO WHICH END THE LATTER WILL MAKE OUT THE
CORRESPONDING PAYMENT ORDER TO THE BANK IN QUESTION. THE CLIENT WILL NOT BE
ENTITLED TO CHANGE THE AGREED STANDING ORDER ARRANGEMENTS WITHOUT THE PREVIOUS
CONSENT OF THE FINANCIAL LESSOR.

9. MODIFICATION OF THE INTEREST PAYMENT DURING THE CONTRACT TERM

<PAGE>


THIS CLAUSE 9 WILL BE APPLICABLE ONLY TO VARIABLE INTEREST CONTRACTS.

TO ENSURE THAT THE PRICE OF THIS FINANCIAL LEASE ARRANGEMENT IS KEPT IN LINE
WITH CURRENT FINANCIAL TRENDS, AND IN VIEW OF THE FINANCIAL LEASE TERM, THE
PARTIES HERETO AGREE ON THE FOLLOWING:

DURING THE FIRST 12 MONTHS OF THE CONTRACT TERM, THE ROYALTY VALUE WILL BE
UNCHANGEABLE.

AFTER THE FIRST 12 MONTHS OF THE CONTRACT TERM THE FINANCING INTEREST INCLUDED
IN THE ROYALTIES DETAILED IN THE TABLE ATTACHED HERETO AND FORMING PART THEREOF
WILL BE REVISED UPWARDS OR DOWNWARDS IN LINE WITH THE FOLLOWING RULES:

      1.    THE INTEREST RATE TO BE APPLIED TO SAID FINANCING, WITH RESPECT TO
            THE CAPITAL PENDING AMORTIZATION, BEFORE PAYING THE DUE INSTALLMENT
            AND RESULTING FROM THE COLUMN INDICATED AS PENDING CAPITAL, WILL BE
            THE RESULT OF INCREASING BY 1.1% THE 12 MONTH EURIBOR RATE IN THE
            MAXIMUM TIME SPAN ACCORDING TO THE INFORMATION FURNISHED BY CAIXA
            CATALUNYA AND TAKEN FROM THE PUBLICATION CORRESPONDING TO THE MONTH
            PRIOR TO THE REVIEW DATE. TO THIS SUM WILL BE ADDED THE TAXES,
            COMMISSIONS AND BROKERAGE FEES CORRESPONDING TO TRANSACTIONS OF THIS
            TYPE. IF NO EURIBOR RATE HAS BEEN DECLARED FOR THAT DAY, THE LAST
            RATE PUBLISHED WILL BE TAKEN AS REFERENCE. THE RESULTING RATE WILL
            BE APPLIED FOR THAT YEAR AND SO ON SUCCESSIVELY EACH YEAR UNTIL THE
            CONTRACT HAS RUN ITS TERM.

            FOR THE PURPOSES OF THIS CONTRACT EURIBOR IS UNDERSTOOD TO BE THE
            ANNUAL INTEREST RATE AT WHICH INTERBANK EURO DEPOSITS ARE OFFERED IN
            THE EUROPEAN MONETARY UNION BETWEEN PRIMARY LENDING INSTITUTIONS AND
            SAVINGS BANKS, FOR A 12 MONTH TERM, PUBLISHED THROUGH THE BRIDGE
            TELERATE ON REUTER'S "EURIBOR" AND "MIBOR" SCREENS.

      2.    SHOULD ANY IMPEDIMENT IN THE EURIBOR PUBLICATION OR CALCULATION
            PROCESS MAKE IT IMPOSSIBLE FOR THE LESSOR TO ASCERTAIN THE INTEREST
            RATE TO BE APPLIED ACCORDING TO THE PROVISIONS LAID DOWN IN THE
            PRECEDING CLAUSE, THE FOLLOWING PROCEDURE WILL BE FOLLOWED: ONCE THE
            LESSOR HAS ESTABLISHED THE NEED TO ASCERTAIN AND APPLY A SURROGATE
            INTEREST RATE AND, IN ANY CASE, AFTER FIFTEEN DAYS WITHOUT
            PUBLICATION OF ANY REFERENCE EURIBOR RATE, THE EQUIVALENT NOMINAL
            INTEREST RATE WILL BE APPLIED TO THE LAST EFFECTIVE RATE PUBLISHED
            UNDER THE "INTEREST RATE"

<PAGE>


            HEADING OF THE PRIVATE BANKING CREDIT SYSTEM OF THE STATISTICS
            BULLETIN OF THE BANK OF SPAIN FOR TRANSACTIONS OF CREDIT ACCOUNTS OF
            THREE MONTHS TO LESS THAN ONE YEAR.

            THE SURROGATE INTEREST RATE WILL BE APPLIED FOR AS LONG AS THE
            CIRCUMSTANCES THAT OCCASIONED ITS USE PERSIST AND A RETURN TO THE
            NORMAL INTEREST RATE WILL THEN OCCUR AS SOON AS THE CIRCUMSTANCES
            ALLOW AND THE EURIBOR RATE CAN ONCE MORE BE CALCULATED AND
            PUBLISHED. NONETHELESS, IF THE SURROGATE INTEREST RATE HAS BEEN
            APPLIED TO ONE OF THE INTEREST PERIODS, THE SITUATION WILL BE
            MAINTAINED UNTIL THE END OF THIS INTEREST PERIOD.

            THE LESSOR WILL INFORM THE LESSEE OF THIS SITUATION AND THE
            PROCEDURE FOR CALCULATING THE APPLICABLE INTEREST RATE WILL BE
            REINITIATED.

      3.    COME THE DATE OF EACH REVISION, THE LESSOR WILL INFORM THE USER OF
            THE EURIBOR RATE AS SET FORTH ABOVE AND THE CONTRACTUAL INTEREST TO
            BE APPLIED. ACCORDING TO THE CORRESPONDING RULES FOR THAT SIX MONTH
            PERIOD, THE INTEREST RATES DETERMINED BY THE FINANCIAL LESSOR, AS
            SET FORTH ABOVE, WILL BE BINDING ON BOTH LESSOR AND LESSEE, UNLESS
            THERE IS AN OBVIOUS ERROR.

      4.    THE FINANCIAL LESSOR WILL ISSUE, CHARGED TO THE FINANCIAL LESSEE,
            THE CORRESPONDING RECEIPTS FOR THE INSTALLMENTS ARISING FROM
            APPLICATION OF THE ABOVE RULES, PLUS THE CORRESPONDING VAT, WHICH
            WILL CONSTITUTE PROOF OF PAYMENT OF THE INSTALLMENTS BY THE LESSEE.

      5.    FOR MORTGAGE PURPOSES AND WITH REGARD TO THIRD PARTIES, THE INTEREST
            RATE RESULTING FROM THE APPLICATION OF THE PRESENT CLAUSE SHALL NOT
            EXCEED BY MORE THAN 5.0 POINTS THAT INITIALLY AGREED UPON.
            NEVERTHELESS, WITH RESPECT TO THE PERSONAL RESPONSIBILITY OF THE
            FINANCIAL LESSEE OR ITS GUARANTORS, SAID LIMIT WILL NOT APPLY.

<PAGE>


                                     LISCAT
                          LEASING CATALUNYA. E.F.C. S.A
                              Grup CAIXA Catalunya

MOVABLE GOODS FINANCIAL LEASE CONTRACT NUMBER 034393 2
MODEL APPROVED BY DECISION OF THE GENERAL REGISTER DIRECTORATE DATED 22 MAY 2002

                                  GENERAL TERMS

      FORM NUMBER                                              PAGE NUMBER

      1.    NATURE OF THIS CONTRACT

THIS FINANCIAL LEASE CONTRACT IS TO BE FORMALIZED UNDER THE AEGIS OF THE
STIPULATIONS LAID DOWN IN ADDITIONAL PROVISION SEVEN OF ACT 26/1988 OF 29 JULY.

      2.    OBJECT AND CHARACTERS

      2.1.  THE LESSEE WILL RECEIVE THE CONTRACT GOODS IN THE NAME OF LISCAT,
            THUS CONFIRMING THE OWNERSHIP STATUS OF THE LATTER.

            THE GOODS DEALT WITH IN THIS FINANCIAL LEASE CONTRACT WILL BE
            ACQUIRED BY LISCAT IN COMPLIANCE WITH THE EXPRESS INSTRUCTIONS
            RECEIVED FROM THE LESSEE, WHO HAS CHOSEN NOT ONLY THE SUPPLIER OF
            THE LEASED GOODS BUT ALSO THE GOODS THEMSELVES, IN SUCH TERMS THAT
            LISCAT, UPON ACQUIRING THE DOMAIN OVER SUCH GOODS, DOES SO WITH THE
            EXCLUSIVE PURPOSE OF CONFERRING THE ENJOYMENT AND USE THEREOF ON THE
            LESSEE, WITH WHICH IT HAD ALREADY AGREED TO ENTER INTO THE FINANCIAL
            LEASE CONTRACT HEREBY BEING FORMALIZED.

            THE LESSEE THEREFORE DECLARES AND HEREBY EXPRESSLY ACCEPTS THAT
            LISCAT WILL FULFILL ITS REMIT RECEIVED FROM THE LESSEE IN THE PROPER
            AND EXACT TERMS, FOR THE SIMPLE FACT OF HAVING ACQUIRED THE GOODS
            DEALT WITH HEREIN FOR ASSIGNMENT ON A FINANCIAL LEASE BASIS,
            EXEMPTING LISCAT FROM ANY TYPE OF LIABILITY DUE TO THE SUBJECTIVE OR
            OBJECTIVE INADEQUACY THEREOF. THE LESSEE FORMALLY WAIVES THE RIGHT
            TO MAKE ANY SORT OF CLAIM AGAINST LISCAT, WITHOUT THEREBY BEING ABLE
            TO DESIST FROM PAYING THE INSTALLMENTS AND FULFILLING THE
            ESTABLISHED OBLIGATIONS.

            FOR ITS PART LISCAT ASSIGNS TO THE LESSEE AS MANY RIGHTS AND ACTIONS
            AS MAY CORRESPOND TO THE PURCHASER, ALLOWING THE

<PAGE>


            LATTER EXPRESSLY TO SUBROGATE INTO THE EXERCISING THEREOF. BY VIRTUE
            THEREOF, THE LESSEE WILL BE ABLE TO TAKE ACTION AGAINST THE SUPPLIER
            WITH SUCH ELIGIBILITY AS MAY BE CONFERRED ON THE PURCHASER BY LAW OR
            UNDER THE PURCHASE CONTRACT.

            THE LESSEE EXPRESSLY ACCEPTS THE FOLLOWING AS AN ESSENTIAL ELEMENT
            OF THE BUSINESS AT HAND: IF, BY VIRTUE OF THE CONTRACTUAL NATURE,
            THE DISCHARGE OF THE PREVIOUS PURCHASE ARRANGEMENT AS A RESULT OF
            EXERCISING SUCH ACTION SHOULD IN TURN LEAD TO THE DISCHARGING OF THE
            FINANCIAL LEASE CONTRACT, ANY COMPENSATION TO BE MADE TO THE LESSEE
            BY LISCAT WILL BE SUBORDINATED TO AND CONDITIONAL ON THE PREVIOUS
            REFUND OBTAINED BY THE LATTER FROM THE SELLER OF THE GOODS OR
            WHOMSOEVER WAS BOUND TO MAKE SUCH A REFUND.

      2.2.  LISCAT WILL BE THE OWNER OF THE GOODS DEALT WITH HEREIN BY VIRTUE OF
            BEING THE TITULAR PURCHASER THEREOF, CONSERVING FULL PROPERTY RIGHTS
            THEREOVER UNTIL SUCH TIME AS THE PURCHASE OPTION CONFERRED ON THE
            LESSEE IN SPECIAL TERM THREE MAY BE EXERCISED.

            IN ACKNOWLEDGEMENT OF THIS PROPERTY RIGHT THE LESSEE IS BOUND TO:

            A)    REFRAIN FROM SETTING UP ANY CHARGE OR ENCUMBRANCE ON THE
                  LEASED GOODS, SUCH AS MORTGAGES, LIENS, OR ANY OTHER TYPE
                  POSSIBLE IN LAW.

            B)    DECLARE TO ALL THIRD PARTIES THAT INTEND TO DISTRAIN OR SEIZE
                  THE LEASED GOODS THAT THEY ARE THE EXCLUSIVE PROPERTY OF
                  LISCAT, SHOWING THIS CONTRACT FOR THAT PURPOSE. SHOULD THE
                  ATTACHMENT PROCEEDINGS NONETHELESS BE BROUGHT, IT WILL DEMAND
                  THAT ITS DECLARATIONS BE RECORDED IN THE WRITTEN PROCEEDINGS
                  AND THAT MENTION BE MADE THEREIN OF THIS CONTRACT. IT WILL
                  INFORM LISCAT FORTHWITH OF THESE CIRCUMSTANCES SO THAT THE
                  LATTER CAN MAKE DUE ARRANGEMENTS IN DEFENSE OF ITS RIGHTS.

            C)    REFRAIN FROM INCLUDING THE GOODS DEALT WITH HEREIN IN THE
                  BALANCE OF ANY CREDITOR'S MEETING ARRANGEMENTS OR THE
                  BANKRUPT'S ESTATE, BINDING ITSELF EXPRESSLY TO TAKE AS MANY
                  MEASURES AS MAY BE NECESSARY VIS-A-VIS THE BANKRUPTCY
                  AUTHORITIES TO COMPLY WITH THE LEGAL

<PAGE>


                  PROVISIONS LAID DOWN IN SUCH CASES FOR GOODS INCLUDED IN A
                  FINANCIAL LEASE CONTRACT.

      3.    INSTALLATION OF THE LEASED GOODS

      3.1.  THE COSTS DERIVING FROM THE ASSEMBLY, INSTALLATION, AND
            COMMISSIONING OF THE LEASED GOODS WILL BE MET EXCLUSIVELY BY THE
            LESSEE, WHO WILL BE BOUND TO PAY SUCH BILLS AS MAY BE ISSUED FOR
            THAT PURPOSE BY THE SUPPLIER OR THIRD PARTIES TO COVER THE COSTS
            DERIVING THEREFROM.

      3.2.  THE OBTAINING OF SUCH GOVERNMENTAL AND ADMINISTRATIVE LICENSES OR
            AUTHORIZATION THAT MAY BE NECESSARY FOR INSTALLING, USING OR
            TRANSFERRING THE LEASED GOODS WILL BE THE RESPONSIBILITY OF THE
            LESSEE, WHO ACCEPTS EXCLUSIVE LIABILITY FOR SUCH PENALTIES AS MAY
            DERIVE FROM ANY BREACH OF SAID FORMALITIES.

            THE LESSEE ALSO HEREBY BINDS ITSELF TO PAY ANY FINES OR PENALTIES OF
            ANY ILK THAT MIGHT BE IMPOSED THEREON DUE TO THE USE AND ENJOYMENT
            OF THE GOODS DEALT WITH HEREIN, INCLUDING THOSE DERIVING FROM CIVIL,
            JUDICIAL, OR ADMINISTRATIVE LIABILITY.

            SHOULD ANY BREACH BY THE LESSEE OF THE OBLIGATIONS LAID DOWN IN THE
            ABOVE PARAGRAPHS OBLIGE LISCAT TO PAY THE PENALTIES IMPOSED IN ONE
            CASE OR THE OTHER, THE LESSEE WILL IMMEDIATELY REIMBURSE THE VALUE
            OF SAID PENALTIES AND ANY SURCHARGES AND EXPENSES THAT MAY HAVE
            ARISEN THEREFROM, WITHOUT DETRIMENT TO LISCAT'S RIGHT TO DEMAND THE
            DISCHARGE OF THIS CONTRACT.

      4.    TERMINATION OF THE CONTRACT

THIS FINANCIAL LEASE ARRANGEMENT WILL CEASE AT THE END OF THE PERIOD LAID DOWN
IN SPECIAL TERM 2 HEREOF.

WHEN THE CONTRACT HAS RUN IT TERM, AND ON CONDITION THAT ALL CONTRACTUAL
OBLIGATIONS HAVE BEEN FAITHFULLY COMPLIED WITH, THE LESSEE WILL BE ENTITLED TO
EXERCISE THE PURCHASE OPTION, PROVIDING THIS HAS BEEN NOTIFIED WITH A MINIMUM OF
TWO MONTH'S NOTICE BEFOREHAND. THE PURCHASE PRICE OF THE GOODS IS THE VALUE
ESTABLISHED AS THE RESIDUAL VALUE IN THE SPECIAL TERMS, TO WHICH ANY TAX
INCUMBENT THEREON WILL BE ADDED.

IF THE LESSEE DOES NOT EXERCISE THIS RIGHT IT WILL BE ABLE TO OPT BETWEEN:

<PAGE>


      1.    RESTORING THE POSSESSION OF THE LEASED GOODS TO LISCAT IN THE PLACE
            AND ON THE CONDITIONS DETERMINED BY THE LATTER. THE LESSEE WILL MEET
            ALL THE COSTS OF THIS POSSESSION-RESTORING PROCEDURE. SHOULD THERE
            BE ANY DELAY IN THE HANDOVER, THE LESSEE WILL PAY LISCAT A SUM
            CALCULATED AS FOLLOWS: THE RESULT OF DIVIDING THE PERIODICAL
            INSTALLMENT BY THE NUMBER OF DAYS OF THE PERIOD, THIS QUOTIENT THEN
            TO BE MULTIPLIED BY THE NUMBER OF DAYS OF DELAY IN THE HANDOVER.

      2.    TAKING OUT A NEW FINANCIAL LEASE CONTRACT ON THE SAME GOODS, ON
            CONDITION THAT THE PARTIES COME TO AN AGREEMENT ON THE CONTRACT
            TERM, PRICE AND OTHER CONDITIONS; OTHERWISE, THE PROVISIONS OF THE
            PRECEDING PARAGRAPH WILL BE APPLIED.

   5.       SPECIAL OBLIGATIONS OF THE LESSEE

THE LESSEE BINDS ITSELF TO:

      A)    PAY ALL AGREED INSTALLMENTS AS THEY FALL DUE AND THE HIGHEST AMOUNT
            OF ANY TAX INCUMBENT THEREON IN LIGHT OF THE PROVISIONS LAID DOWN IN
            SPECIAL TERM 4 AND GENERAL TERM 10 HEREOF.

      B)    USE THE GOODS DEALT WITH IN THIS FINANCIAL LEASE CONTRACT ONLY FOR
            THE FOLLOWING PURPOSES: AGRICULTURAL, INDUSTRIAL, COMMERCIAL,
            SERVICE OR PROFESSIONAL USES.

      C)    USE THE LEASED GOODS WITH ALL DUE DILIGENCE AND CARE AS DICTATED BY
            THE USE THEY ARE PUT TO. KEEP THEM IN A PERFECT STATE OF USE AND
            OPERATION THROUGHOUT THE WHOLE TERM OF THIS CONTRACT, WITH THE
            LESSEE ALWAYS MEETING THE COSTS DERIVING FROM ANY MAINTENANCE AND
            REPAIR WORK THEY MAY REQUIRE.

      D)    NOT TO ALTER OR REPLACE THE ELEMENTS OR PIECES MAKING UP AN INTEGRAL
            PART OF THE LEASED GOODS, UNLESS DONE SO WITH OTHERS OF THE SAME
            CLASS AND MAKE AND FROM THE SAME MANUFACTURER, THEREBY ENSURING THAT
            THERE IS NO REDUCTION OF THEIR VALUE. SAID ELEMENTS WILL THEN FORM
            AN INTEGRAL AND INSEPARABLE PART OF THE LEASED GOODS WITHOUT
            ENTITLING THE LESSEE TO ANY REIMBURSEMENT OR COMPENSATION
            WHATSOEVER.

<PAGE>


      E)    ALLOW THE REPRESENTATIVES OF LISCAT TO ENTER THE SITE WHERE THE
            GOODS ARE KEPT AT ANY TIME TO CHECK ON THE STATE OF THEIR USE AND
            UPKEEP.

      6.    BREACH OF THE OBLIGATIONS TAKEN ON BY THE LESSEE

      6.1.  THE LESSEE WILL BE DEEMED TO HAVE FAILED TO KEEP ITS OBLIGATIONS IN
            ANY OF THE FOLLOWING CIRCUMSTANCES:

      A)    IF IT CEASES TO CARRY OUT ITS NORMAL MERCANTILE ACTIVITIES FOR
            LONGER THAN FOUR MONTHS IN ANY ONE YEAR PERIOD.

      B)    IF AN APPLICATION IS MADE BY THE LESSEE ITSELF OR A LEGITIMATE
            CREDITOR FOR THE FILING OF ANY SORT OF BANKRUPTCY PROCEEDINGS
            ALLOWED FOR BY LAW OF IF ANY ACTION FOR PAYMENT AGAINST IT IS
            SUBSTANTIATED.

      C)    IF ANY OF ITS OBLIGATIONS DERIVING HEREFROM ARE BREACHED, ESPECIALLY
            THE FAILURE TO PAY ANY RENTAL OR SIMILAR SUM.

      6.2.  FAILURE TO PAY ANY OF THE FINANCIAL LEASE INSTALLMENTS UPON THEIR
            FALLING DUE WILL ACCRUE A MONTHLY DELAYED-PAYMENT INTEREST IN
            LISCAT'S FAVOR OF 2% PLUS ANY REFUND OR ADVANCED-PAYMENT EXPENSES.
            THE LESSEE WILL BE BOUND TO PAY THIS INTEREST WITH NO FURTHER
            REQUIREMENT.

      6.3.  FAILURE TO PAY ANY OF THE INSTALLMENTS UPON THEIR FALLING DUE WILL
            ENTITLE LISCAT TO CHOOSE BETWEEN:

            A)    DEMANDING THE IMMEDIATE PAYMENT OF THE OVERDUE INSTALLMENTS
                  PLUS THE DELAYED-PAYMENT INTEREST AT THE RATE ESTABLISHED
                  HEREIN AND ALSO ANY COSTS THAT LISCAT MIGHT HAVE INCURRED AS A
                  RESULT OF SAID FAILURE TO PAY AND ACTIONS FOR PAYMENT.

            B)    CONSIDERING THE WHOLE CONTRACTUAL FINANCIAL LEASE PRICE PLUS
                  VAT OR EQUIVALENT CORRESPONDING TAX TO HAVE FALLEN DUE, THUS
                  MAKING PAYABLE IN ADVANCE ALL THE SUMS TO BE PAID THROUGHOUT
                  THE PART OF THE CONTRACT STILL TO RUN ITS TERM.

                  PURSUANT TO ARTICLE 572.2 OF THE CIVIL PROCEEDINGS ACT (LEY DE
                  ENJUICIAMIENTO CIVIL) IT IS EXPRESSLY AGREED THAT THE SUM
                  PAYABLE WILL BE DETERMINED BY THE SIMPLE ARITHMETICAL
                  OPERATION OF ADDING UP THE NOMINAL SUMS OF THE INSTALLMENTS
                  FALLEN DUE AND NOT YET PAID, THE DELAYED-PAYMENT INTEREST
                  ACCORDING TO THE CONTRACT,

<PAGE>


                  THE SUM OF THE CAPITAL PORTIONS OF ALL THE INSTALLMENTS STILL
                  TO FALL DUE (WHOSE VALUE WILL ALWAYS BE TAKEN FROM THE TABLE
                  ATTACHED HERETO) PLUS THE VAT OR CORRESPONDING EQUIVALENT TAX
                  CALCULATED ON THIS LAST ITEM. FOR THE EXERCISING OF ANY
                  ENFORCEMENT ACTION, THEREFORE, IT WILL SUFFICE TO PRESENT THIS
                  POLICY OR THE PUBLIC DEED IN WHICH THE CONTRACT IS FORMALIZED,
                  WITH THE CERTIFICATION LAID DOWN IN ARTICLE 517.2 SECTION 5 OF
                  THE CIVIL PROCEEDINGS ACT IN THE CASE OF POLICIES AND ANOTHER
                  CERTIFICATE FURNISHED BY LISCAT SHOWING THE BALANCE OWED BY
                  THE LESSEE. THE COMMISSIONER OF OATHS INTERVENING AT THE
                  BEHEST OF LISCAT WILL CERTIFY THAT THE NET AMOUNT PAYABLE IS
                  THE RESULT OF THE SETTLEMENT MADE BY THE LESSOR IN THE FORM
                  AGREED BY THE PARTIES IN THE CONTRACT ITSELF.

            C)    DECLARING THE CONTRACT TO BE DISCHARGED, REQUIRING THE
                  FINANCIAL LESSEE TO HAND OVER IMMEDIATELY THE GOODS DEALT WITH
                  THEREIN. LISCAT IS THEREUPON EMPOWERED TO RECOVER THE GOODS
                  FROM THE FINANCIAL LESSEE UPON SIMPLE REQUIREMENT. THE
                  FINANCIAL LESSEE WILL IN ALL CASES BE EXCLUSIVELY RESPONSIBLE
                  FOR MEETING THE COSTS OF DISASSEMBLY, EXTRACTION AND
                  TRANSPORT.

                  IN THIS CASE THE FINANCIAL LESSEE WILL ALSO BE BOUND TO PAY
                  SUCH RENTALS AS HAD FALLEN DUE UP TO THE DATE OF THE
                  EXTRACTION, PLUS AN ADDITIONAL SUM AS A PENAL CLAUSE,
                  EQUIVALENT TO FIFTY PERCENT OF SUCH RENTALS STILL TO FALL DUE.
                  THE FINANCIAL LESSEE WILL ALSO BE ESPECIALLY HELD LIABLE FOR
                  ANY DETERIORATION IN THE GOODS APART FROM NORMAL WEAR AND
                  TEAR.

                  PURSUANT TO THE PROVISIONS LAID DOWN IN ADDITIONAL PROVISION
                  ONE OF ACT 26/1998, THE ADDRESS FOR RETURNING THE POSSESSION
                  OF THE GOODS BY THE FINANCIAL LESSEE IS UNDERSTOOD TO BE THE
                  ADDRESS OF THE FINANCIAL LESSOR AS STATED IN SPECIAL TERM 6.2
                  HEREOF.

      7.    LIABILITY OF THE LESSEE. CO-OWNERSHIP

THE LESSEE PERSONALLY RESPONDS WITH ALL ITS PRESENT AND FUTURE PROPERTY FOR
COMPLIANCE WITH ALL THE OBLIGATIONS DERIVING HEREFROM AND ESPECIALLY THE
OBLIGATION TO PAY THE AGREED MONTHLY SUMS.

SHOULD THERE BE TWO OR MORE FINANCIAL LESSEES, THEY SHALL HOLD THEMSELVES
JOINTLY LIABLE FOR MEETING THE OBLIGATIONS,

<PAGE>


EXPRESSLY WAIVING ALL THE BENEFITS OF THE LEGAL EXCEPTIONS OF EXCUSSION AND
DIVISION.

      8.    ASSIGNMENT OF RIGHTS

THE LESSEE WILL NOT BE ENTITLED TO ASSIGN OR DISPOSE OF ITS RIGHTS AND
OBLIGATIONS HEREUNDER, NOR ALLOW ANY THIRD PARTY TO SUBROGATE INTO THEM IN ANY
WAY, WITHOUT THE EXPRESS CONSENT IN WRITING OF LISCAT.

LISCAT IS ENTITLED TO ALLOW ANY THIRD PERSON TO SUBROGATE INTO ITS LEGAL
POSITION, PROVIDING THAT SUCH LEGAL REQUISITES OBTAIN AS MAY BE APPLICABLE
HEREUNDER, THEN BEING BOUND TO INFORM THE LESSEE IN WRITING OF THIS SUBROGATION.

      9.    INSURANCE ON THE LEASED GOODS

THE LESSEE WHOLLY AND EXCLUSIVELY ASSUMES THE RISK OF THE TOTAL OR PARTIAL LOSS
OF THE LEASED GOODS, WHATEVER THE CAUSE THEREOF, AND WILL ALSO BE HELD
EXCLUSIVELY LIABLE FOR ALL MATERIAL DAMAGE OR BODILY HARM THAT MIGHT BE CAUSED
TO THIRD PERSONS BY THE GOODS LEASED HEREUNDER.

THE LESSEE BINDS ITSELF TO TAKE OUT AN INSURANCE POLICY AT ITS OWN COST AND ON
ITS OWN RESPONSIBILITY TO COVER SAID RISKS, INCLUDING THOSE OF UNFORESEEN
CIRCUMSTANCES OR FORCE MAJEURE.

THE INSURANCE POLICY/IES TAKEN OUT WILL MAKE EXPRESS MENTION OF LISCAT AS THE
BENEFICIARY OF ANY COMPENSATION THAT MIGHT DERIVE THEREFROM. LISCAT WILL BE
ENTITLED AT ANY MOMENT TO REQUEST PROOF FROM THE LESSEE THAT IT IS CURRENT IN
THE PAYMENT OF THE PREMIUMS OF SAID INSURANCE, WHEN THEY ARE PAID DIRECTLY BY
THE LATTER.

LISCAT WILL BE ENTITLED TO PAY THE PREMIUMS AND ACCESSORY COVERAGE TO THE
INSURANCE COMPANY ON THE LESSEE'S ACCOUNT.

      10.   TAXES, FEES AND OTHER COSTS THAT CAN BE PASSED ON TO CLIENTS

      10.1.     THE LESSEE WILL BE RESPONSIBLE FOR PAYING ALL COSTS,
            COMMISSIONS, TAXES, DUTIES, FEES AND SPECIAL CONTRIBUTIONS INCUMBENT
            ON THE EXECUTION OF THIS CONTRACT, ON THE TENURE OF THE GOODS, THE
            USE THEREOF AND THE TERMINATION OF THE LEGAL RELATION HEREBY
            INAUGURATED.

<PAGE>


      10.2.     EACH INSTALLMENT INTO WHICH THE TOTAL PRICE IS BROKEN DOWN WILL
            BE LIABLE TO VALUE ADDED TAX (VAT) AT THE RATE INDICATED IN SPECIAL
            TERM 5. IT IS THEREFORE HEREBY EXPRESSLY AGREED THAT, SHOULD THE
            FISCAL SYSTEM OBTAINING AT THE TIME OF SIGNING THIS CONTRACT BE
            CHANGED, THE NEGATIVE OR POSITIVE DIFFERENCE WILL BE PASSED ON TO
            THE LESSEE UNLESS NEW LEGISLATION FORBIDS IT.

      10.3.     ATTACHED HERETO IS A SCHEDULE SHOWING THE FEES, CONDITIONS AND
            EXPENSES THAT THE LESSOR IS ENTITLED TO PASS ON TO CLIENTS.

      11.   DESIGNATION OF ABODES

            THE LESSEES AND GUARANTORS DESIGNATE THEIR ABODE STATED AT THE HEAD
            HEREOF AS THE ADDRESS FOR RECEIVING ANY SUMMONSES AND NOTIFICATIONS
            THAT MAY ARISE HEREFROM PURSUANT TO ARTICLE 572.2 OF THE CIVIL
            PROCEEDINGS ACT.

      12.   AUTHORIZATION

            THE SIGNATORIES OR PARTIES TO THIS CONTRACT HEREBY AUTHORIZE LISCAT
            TO INCORPORATE THEIR PERSONAL DATA INTO COMPUTERIZED FILES FOR WHICH
            LISCAT ITSELF IS RESPONSIBLE, WITH THE PURPOSE OF CONTROLLING AND
            REGISTERING THE OPERATIONS IN THEIR NAME AND IN GENERAL TO
            FACILITATE CORRESPONDENCE BETWEEN THEM, THE OFFERING OF NEW PRODUCTS
            AND THEIR CONTRACTUAL RELATIONSHIP. THESE DATA MAY THEN BE ASSIGNED
            TO CAIXA D'ESTALVIS DE CATALUNYA, A GROUP TO WHICH THE LESSOR
            BELONGS, AND TO OTHER COMPANIES WITHIN THIS GROUP FOR THE PURPOSES
            DESIGNATED ABOVE AND FOR ANY OTHER LEGITIMATE PURPOSE OF ASSIGNEE
            AND ASSIGNOR.

            THE DATA INCLUDED IN THIS DOCUMENT HAVE BEEN INCLUDED THEREIN
            PERFORCE AS ESSENTIAL DATA FOR MAINTAINING THE OPERATIONAL
            RELATIONSHIP WITH THE SIGNATORY OR PARTY THERETO, WHO WILL BE
            ENTITLED TO READ, RECTIFY AND ERASE THIS DATA. THE COMPANY WILL BE
            ENTITLED TO KEEP THEM UNTIL SUCH TIME AS THE ACTIONS DERIVING FROM
            THIS CONTRACT HAVE ENDED.

      13.   THIS CLAUSE WILL BE APPLICABLE ONLY FOR CONTRACTS FORMALIZED IN THE
            SELF-GOVERNING COMMUNITY OF CATALUNYA.

            THE LINGUISTIC POLICY ACT (LEY DE POLITICA LINGUISTICA) 1/98 OF 7
            JANUARY.

<PAGE>


            THE SIGNATORIES TO THIS CONTRACT EXPRESSLY AGREE THAT IT BE WRITTEN
            IN CASTILIAN SPANISH.

            THE PARTIES HEREBY EXPRESS THEIR CONFORMITY WITH THIS CONTRACT,
            WHICH THEY EXECUTE AND SIGN IN THE PLACE AND ON THE DATE INDICATED
            AT THE HEAD THEREOF, IN AS MANY COPIES AS THERE ARE PARTICIPANTS,
            EACH RECEIVING ONE COPY.

In MADRID on 7 NOVEMBER 2003                       In MADRID on 7 NOVEMBER 2003
                                                   LEASING CATALUNYA E.F.C. S.A.
THE FINANCIAL LESSOR

In MADRID on 7 NOVEMBER 2003
/s/ Jose Ignacio del Barrio Gomez                  /s/ Ignasi Martin Morales

THE GUARANTOR(S)

I HEREBY CERTIFY SAME

The parties and signatories of the present document agree to sign on this page
only. I, the notary, hereby certify that each of the 3 copies comprises 14
pages, each one signed and sealed by me (Ministerial Order of 28 May 1998)

FERNANDO MOLINA STRANZ
NOTARY PUBLIC OF MADRID

<PAGE>


                                     LISCAT
                              GRUP CAIXA CATALUNYA

TELVENT HOUSING, S.A.
Valgrande, 6
28100 ALCOBENDAS

Madrid on 7 November, 2003

Dear Sirs,

To round out the movable property financial lease contract executed today, and
to clear up some points that you have enquired about, we hereby inform you of
the following:

ONE. Obviously everything laid down as special terms in this contract, due to
their special nature, overrides anything laid down as general terms thereof. In
each case, therefore, the special terms will take precedence over the general
terms.

TWO. With reference to the provisions laid down in general term 5 e) of the
contract, we inform you that LEASING CATALUNYA EFC SA is in all cases bound to
give a minimum notice of 20 days.

THREE. With reference to the provisions laid down in general term 6, we also
inform you that in the event of a failure to pay any of the contractual
installments, you will be given a grace period of thirty days to pay same,
incurring the corresponding expenses and delayed payment interest. Only after
this time has elapsed without the late payment being forthcoming will the
procedure laid down in sections b) and c) come into effect. This in no way
entails a novation or modification or specific modification of such powers.

FOUR. In reference both to the special term 6.3. and the general term 8 hereof,
it is hereby established that LEASING CATALUNYA EFC S.A. will be entitled to
allow subrogation into its legal position only with the express authorization of
the financial lessee, and on condition that the latter has faithfully complied
with all its contractual obligations.

In witness whereof, for such purposes as it may serve, we hereby sign this on
the date and in the place indicated at the head thereof.

LEASING CATALUNYA EFC SA.

/s/ FERNANDO MOLINA STRANZ
NOTARY PUBLIC OF MADRID

Fontanella, 5-7, 4degrees - 08100 Barcelona - Tel 933 172 016. Fax 933 172 638.
E-mail: liscat@liscat.com - www.liscat.com