GENERAL TERMS OF OOSTWAARD ADVOCATEN

1. Under the name Oostwaard, a partnership of lawyers (hereinafter referred to as: the "partnership") is active. The partnership consists of one or more private companies with limited liability and natural persons. A list of partners of the partnership shall be sent upon request.

2. In disregard of art. 7:404 Dutch Civil Code and art. 7:407 paragraph 2 Dutch Civil Code, all orders shall be exclusively accepted and carried out by the partnership.

3. Any liability of the partnership or else of its partners (inclusive of their managing directors) shall be limited to the amount which is paid out under the professional liability policy in the matter concerned or under the general liability insurance, plus the amount of the excess which under the policy conditions is not borne by the insurer. If and in so far, on whatever grounds, no payment takes place by virtue of the professional liability insurance referred to above, the liability referred to above shall be limited to € 60,000 or, if the fee charged by the partnership for the execution of the order concerned is higher, to the amount of that fee with a maximum of € 120,000.

4. The partnership is entitled to call in a third party or third parties for the execution of its activities at the conditions agreed upon by the partnership and the third party or parties. The client shall not hold the partnership liable for any shortcomings of this third party or these third parties and shall see to it that any possible right of recourse of this third party or of these third parties against the partnership shall not go beyond the observance of the maximum amounts as mentioned under 3 above. In the event that the execution of an order implies that a person established outside the Netherlands that is not affiliated with the partnership is called in in order to carry out activities within the framework of the given order, the partnership shall not be liable for the mistakes made by this person and shall see to it that any possible right of recourse of that person against the partnership shall not go beyond the observance of the maximum amounts as mentioned under 3 above.

5. The execution of the given order shall exclusively take place on behalf of the client. Third parties cannot derive any rights from the contents of the executed activities (for instance advises, deeds).

6. In the event that the client gives the contents of the activities carried out by the partnership on his behalf (for instance advises, deeds) to third parties, the client shall be bound towards the partnership to point out to that third party that the activities have been carried out under the applicability of the present general conditions. In the event that a third party makes use of the contents of the activities in any way, that third party shall be bound to the contents of the present general conditions and the client shall guarantee this towards the partnership

7. The agreement between the client and the partnership is governed by Dutch law. Any disputes shall exclusively be settled by the competent Dutch judge.

8. The present general conditions have also been stipulated on behalf of the (former) partners of the partnership, the (former) managing directors of the partnership, the (former) managing directors of the private companies and the persons employed with the partnership and legal successors.

9. The present general conditions are also applicable to additional orders and follow-up orders of the client. They have been put in the Dutch and English language. In the event of any dispute about the contents or the purport of the present conditions, the Dutch text shall be binding.

June 2001