1.

A late acceptance is nevertheless effective as an acceptance if without delay the offer or

orally so informs the offeree or dispatches a notice to that effect.

2. The seller is liable in accordance with the contract and this Convention for any lack of

conformity which exists at the time when the risk passes to the buyer, even though the

lack of conformity becomes apparent only after that time.

3. The General Facility Letter (as amended or supplemented from time to time, the

“Facility Letter”) is made between us and The Hong Kong and Shanghai Banking

Corporation Limited, Ha Noi Branch (the "Bank”) and the Blanket Counter-Indemnity

made by us to your Bank.

4. In accordance with Circular 28/2012/TT-NHNN of the State Bank of Vietnam on bank

guarantee (together with any amendment or replacement thereof, if any) and related

regulations governing the same.

5. Our payment obligations to the Bank arising from or related to this Application for

Issuing Guarantee shall be secured by the security described in the Facility Letter (if

any) in accordance with the terms and conditions of the Facility Letter and relevant

security agreement(s).

6. As security for our payment obligations to the Bank arising from or related to this

Application for Issuing Guarantee, we agree to pledge to the Bank all our rights, title and

interests (present and future) in and to the Marginal Deposit.

7. We also agree that the issuance of BG is subject to perfection of security registration at

the Bank's discretion as required by applicable laws.

Bank's prior consent.

9. From the date the BG is issued, we confirm our obligations to the Bank shall continue

until the BG expires and all our payment obligations to the Bank are paid in full.

10. On the date the BG is called on by the Beneficiary and the Bank makes payment to the

Beneficiary, this Application for Issuing Guarantee shall constitute our

acknowledgement of a debt from us to the Bank.

11. Accordingly, the Bank is authorized, at its discretion, to automatically request HSBC

Bank (Vietnam) Ltd. to debit from our accounts with them on the due date (without any

further acknowledgement required from us).

12. We undertake to comply with prevailing regulations on bank guarantees from time to

time.

13. We undertake to confirm that all relevant terms and conditions (including those

providing on the payment and interest between us and the Bank) as set forth in the

Facility Letter and Blanket Counter-Indemnity shall apply to this Application for Issuing

Guarantee.

14. We hereby agree that the Bank assumes no liability or responsibility for the form,

sufficiency, accuracy, genuineness, falsification or legal effect of all documents

presented to the Bank by the Beneficiary for the purpose of requesting payment under

the BG (the "Documents").

15. Once being countersigned with full authorised signatures from the Bank, this

Application for Issuing Guarantee shall constitute a legally binding and enforceable
 Bank Guarantee Issuance Agreement between us and the Bank and which agreement

shall take effect as from the signing date by the Bank.

16. The Bank may transfer all or any part of the Bank's rights, benefits and/or obligations

under this Bank Guarantee Issuance Agreement or the BG to any third party by

delivering to us a [15 (fifteen)]-days prior written notice without obtaining our consent.

17. This Bank Guarantee Issuance Agreement is governed by and construed in accordance

with the laws of the Socialist Republic of Vietnam.

18. This Application for Issuing Guarantee / Bank Guarantee Issuance Agreement is made

into 02 (two) original copies of equal value. Each party keeps 01 (one) original copy.

19. We, the undersigned, hereby agree that the signature of any one of us on or in relation to

any matter regarding the joint account will bind the other joint-account holders and

expressly constitute an authorisation for each joint-account holder to have full powers to

conduct any transaction on the joint account by way of instruction to the Bank and other

instructions to operate the joint account including but not limited to notice of change in

information declared at this form without requiring our joint signatures.

20. We hereby agree that the Bank has no obligations and/or liabilities to verify the

authentication and other content of the Documents.

21. We have read and understood relevant Terms and Conditions (see Schedule) and Tariff

issued by HSBC Bank (Vietnam) Ltd. and acknowledge receipt of a copy.

22. We understand that the Terms and Conditions on these Documents and Tariff (as they

may be amended from time to time) will govern my / our account relationship and agree

to comply with them.

Bank shall use to verify my/our instructions to the Bank.

24. We have been provided and have read HSBC’s General Terms and Conditions for

Account Holders and Banking Tariff and agree to comply with them.

25. I, the Primary Card Applicant, hereby request and authorise the Bank to issue a

combined Supplementary Credit Card (subject to the HSBC Premier Master Account

Terms and Conditions) to the person identified below, who is over 16 years of age.

26. I understand that the transactions made on this Supplementary Credit Card will be billed

on my statement.

27. We confirm that the information given above is correct and complete and authorise the

Bank to confirm this from any source the Bank may choose.

28. I/ We acknowledge that the use of the card(s) is subject to Credit Card Cardholder

Agreement which together with this application constitutes a contract for use of credit

card(s) and a copy of which will be sent to me/us on approval of this application.

29. I/ We understand that the Bank reserves the right to amend the Cardholder Agreement

from time to time, which will be binding upon me/us, and may notify me/us of any such

alterations in any manner it thinks fit. The signature(s) below shall also be my/our

specimen signatures for all transac-tions relating to my/our card(s).

30. I/ We note that it is a requirement by HSBC that information relating to this application,

whether successful or otherwise, must be updated to the Bank.

31. I/We confirm and agree that the Bank is at liberty to disclose my/our information,

including those of the Supplementary Cardholders, obtained during the process of this
 application from any source whatsoever, to any of the other HSBC Group members

and/or any person or organisation as the Bank may consider necessary for whatever

purposes including relevant authorities in Vietnam or abroad and any service provider,

any third party, any business which the Bank engages during its course of business.

32. Further, the recipient of such information from the Bank is allowed to store and use such

information for such purposes as they deem necessary.

33. The Bank is authorized, at its discretion, to deduct the Marginal Deposit (if applicable)

on the due date.

34. We authorize the Bank to block and hold such amount as the marginal deposit (the

"Marginal Deposit") from the issuance date of BG to the date on which the Bank's

obligations under BG are fully discharged.

35. Accordingly, the Bank is authorized, at its discretion, to deduct the Marginal Deposit (if

applicable) on the due date.

36. As security for our payment obligations to the Bank arising from or related to this

Application for Issuing Guarantee, we agree to pledge to the Bank all our rights, title and

interests (present and future) in and to the Marginal Deposit.

37. We undertake to confirm that all relevant terms and conditions (including those

providing on the payment and interest between us and the Bank) as set forth in the

Facility Letter and Blanket Counter-Indemnity shall apply to this Application for Issuing

Guarantee.

38. I/We confirm that any credit card issued to me/us, including Supplementary Cards

issued under my/our account, shall not be used by me/us for or in connection with any
 unlawful activity or purpose (including without limitation online gambling), whether in

whole or in part.

39. Our payment obligations to the Bank arising from or related to this Application for

Issuing Guarantee shall be secured by the security described in the Facility Letter (if

any) in accordance with the terms and conditions of the Facility Letter and relevant

security agreement(s).

40. We authorize the Bank to instruct HSBC Bank (Vietnam) Ltd. to debit our account at

their number _________ an amount of _________ and transfer such amount to a

separate account of us at the Bank.

41. I/We confirm that any credit card issued to me/us, including Supplementary Cards

issued under my/our account, shall not be used by me/us for or in connection with any

unlawful activity or purpose (including without limitation online gambling), whether in

whole or in part.

42. In the late 2009, when some analysts still claimed that inflation could be running out of

control, the government swiftly shifted its priorities once again, from stabilizing the

economy to sustaining growth.

43. The economy stimulus policies of early 2009 included an interest rate subsidy scheme

for working capital, to encourage the refinancing of onerous corporate debts.

44. As security for our payment obligations to the Bank arising from or related to this

Application for Issuing Guarantee, we agree to pledge to the Bank all our rights, title and

interests (present and future) in and to the Marginal Deposit.

stable, averaging about USD76 a barrel; and other commodity prices should rise by only

3 percent per year on average during 2010 and 2011.

46. Although likely to take time to bear fruit, such steps could expand access to capital and

help put developing countries back on the higher growth track from which they were

derailed by the crisis.

47. That the corporations must do quite a lot of “agreement talks” for all investment projects

and have agreement with ministries and sectors took them too much time and made them

miss their opportunities to do business.

48. It is essential to rapidly arrange software laborers and packed software export for

Vietnam’s software industry to gradually gain a concrete position in the world market.

49. Giving loans to enterprises at the right time, and giving instructions at the same time to

the Bank of Commerce, the Bank of Agriculture and Rural Development by the State

Bank to consider loan extension and renewal for farmers have helped them to choose the

best time for selling their products, thus reducing storage pressure from enterprises.

50. The decisions made between late October and early December amount to an appropriate

macroeconomic framework being put into place.

51. These changes in market sentiment have an impact on short-term capital inflows and

portfolio decisions by residents.