SUB-LICENCE AGREEMENT CONCERNING THE DELIVERY AND USE OF THE SOFTWARE REYNAPRO

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Between : Reynaers Aluminium N.V.

with registered office at

Oude Liersebaan 266, 2570 Duffel, Belgium / or any legal entity of Reynaers Group

Represented by: Mr. ……………. -

hereafter referred to as "REYNAERS ALUMINIUM"

and : the firm:

Represented by : hereafter referred to as "TENANT"

1. OBJECT OF THE AGREEMENT

REYNAERS ALUMINIUM grants to the TENANT, subject to payment of the fee defined in art. 3 and under the limitations included below, the rights to use and enjoy the software program REYNAPRO.

This software program consists of a standardised calculation package, called REYNAPRO, and the use rights thereto are non-exclusively licensed by REYNAERS ALUMINIUM to the TENANT.

The content of this software program is known by the TENANT and is described in the manual known by the TENANT.

The intellectual property rights on the software program ReynaPro and data, any adaptations or updates continue to be held by REYNAERS ALUMINIUM at all times.

The TENANT can under absolutely no circumstances transfer the rights and obligations associated with or deriving from this agreement to third parties.

Such transfer will be regarded as null and void and not opposable to REYNAERS ALUMINIUM, and will be considered as a termination of the current agreement, without prejudice to the right to damages on the part of REYNAERS ALUMINIUM.

Both the use right and the new developments and adaptations of prices or lines will only be attributed in so far as the TENANT has paid the rental fee, and this within the limits of this contract. Upon termination of this agreement, the Tenant must immediately return the licence key to REYNAERS ALUMINIUM.

The TENANT undertakes neither to perform himself nor to have performed by third parties any adaptations or innovations to the software program for which he holds the use right. Violation thereof shall result in immediate termination of the agreement, without prejudice to the right to damages on the part of REYNAERS ALUMINIUM.

2. The necessary BASIC CONFIGURATION for REYNAPRO is :

Intel Pentium® / AMD Athlon®, 1000 MHz

512 MB RAM

Windows OS (WinNT, Win2000, WinXP, VISTA)

5 GB free harddisk space

CD-ROM player

DIN A4 printer

Grafic card / Monitor with a resolution of minimum 1024x768 pixels

REYNAERS ALUMINIUM will bear absolutely no responsibility if the hardware should, for any reason, display defects or appear to be incompatible with the software program, possible adaptations or new developments thereof.

3. PRICE AND PAYMENT CONDITIONS

The rental fee amounts to: …… per month. Invoicing is done in a 3 month period.

This amount is established for 2007 and can be revised annually.

At the start of the lease system, a security deposit of 150 Euro is charged per REYNAPRO key. This security deposit is paid back when REYNAERS ALUMINIUM gets the key back in good condition. The order must be placed in writing before the 21st of the month preceding to the month wherein the tenant wants to use REYNAPRO. REYNAPRO is only sent after receipt of the signed contract.

When a ReynaPro key is lost or stolen, the warranty of 150 euro will not be paid back. A 250 euro penalty fee will also be charged for each key that is reported lost or stolen. The tenant will deliver a copy of a police report to Reynaers Aluminium in the case of stolen keys.

Not included is the VAT or any other tax which would replace this upon delivery. These taxes shall be paid by the TENANT.

Payment : The TENANT automatically receives an invoice at the end of each 3-month period. The rental fee must be paid at most 30 days after the invoice date.

All prices are exclusive of VAT.

End of the lease : If he wishes to terminate the lease, the TENANT must give notice in writing before the 21st of the last month of the 3-month period. After the 21st, the license files are automatically prepared and they will be invoiced.

If payment is not made within the established period, the amount shall ipso jure generate interest at the rate of 12 % per year.

REYNAERS ALUMINIUM reserves the right to suspend its obligations from a lease if the TENANT fails to meet his payment obligations.

4. TERM

The lease is concluded for a period of three (3) months, following the starting date of the lease of REYNAPRO, and it is tacitly extended by a period of three (3) months.

Both parties always have the right to cancel the lease by registered letter, effective the following expiry date, subject to an advance notice period of at least ten (10) days.

5. FORCE MAJEURE

By 'force majeure' is understood any circumstance due to which the timely or proper fulfilment by REYNAERS ALUMINIUM of its obligations cannot be reasonably required of it, such as inter alia strikes, work stoppages, government measures in the broadest sense of the term, sabotage, accidents, transport difficulties, lack of energy or workforce.

6. COMPETENCE :

REYNAERS ALUMINIUM assumes an obligation of effort to provide a software program which is ready for use, yet may not be held liable for any latent defects in the software program, unless it is demonstrated that it had knowledge thereof and that these defects were already present at the time of installation.

REYNAERS ALUMINIUM may also not be held liable for any damage or the partial or complete destruction of the saved or processed data, or for any indirect damage such as interruption of operations, brought about due to the installation, adaptation, renewal or repair.

7. NOT INCLUDED IN THE RENTAL FEE

Delivery of consumables (magnetic tapes, floppies, etc.) for the performance of maintenance is not included in the rental fee. This is charged at the prevailing cost prices.

Repair of damage which is the result of accidents, careless or improper use, external causes, electrical overload, or other than normal use in accordance with the instructions of the manual. The TENANT is therefore advised to independently conclude an insurance policy to cover this eventuality.

8. LIMITATIONS OF LIABILITY

REYNAERS ALUMINIUM is only liable vis-à-vis the TENANT for fulfilment of that to which it is obliged as a result of these conditions and the lease, except for cases of force majeure. All obligations of REYNAERS ALUMINIUM are obligations of effort. REYNAERS ALUMINIUM shall never be liable vis-à-vis the TENANT for any consequential damage suffered by the Tenant, including loss of profits, caused by any defect in REYNAPRO or caused by the improper performance of maintenance, or caused because REYNAPRO does not satisfy the expectations of the TENANT.

9. SOFTWARE AND DATA UPDATES

The rental fee includes the regular update of the Reynaers database and the ReynaPro software.

The TENANT will do the utmost to install all available updates on a regular basis to ensure the correct functioning of the software.

The TENANT will perform a regular backup of software and data to prevent total loss in case of disasters.

10. MISCELLANEOUS :

One may only depart from the above-mentioned points by a written agreement which is signed by REYNAERS ALUMINIUM and the TENANT.

Belgian law applies to this lease contract.

Neither of the parties is bound to a departure from the conditions which has not been set down in writing.

Any dispute is subject to the exclusive jurisdiction of the courts of Brussels.

The general terms of sale of REYNAERS ALUMINIUM continue to apply in so far as they are not contrary to the provisions of this agreement.

The Tenant acknowledges that he has read and understood this agreement and declares himself to be bound by its provisions, conditions and prices. The tenant further acknowledges that this agreement completely and exclusively reproduces the mutual agreement of the parties, and that this agreement replaces and abolishes all preceding written and oral agreements and communications with regard to the subject of this agreement.

Read and approved, Read and approved,