= IMPORTANT LEGAL NOTICE READ BEFORE REGISTRATION = TO USE THE SERVICE PROVIDED ON THE SKCHEM.COM WEBSITE, YOU MUST FIRST READ AND AGREE TO THE FOLLOWING TERMS AND CONDITIONS OF USE. AFTER YOU HAVE FULLY READ AND UNDERSTOOD THIS AGREEMENT (i.e. THIS NOTICE AND ATTACHED TERMS AND CONDITIONS OF USE), YOU MAY PROCEED TO THE MEMBERS' REGISTRATION PROCESS BY CLICKING ON THE BUTTON LABELED "AGREE" LOCATED AT THE END OF THIS AGREEMENT. BY CLICKING ON THE BUTTON LABELED "I AGREE" YOU UNDERSTAND THAT YOU ARE OFFERING TO BECOME A REGISTERED USER OF THE SKCHEM.COM WEBSITE, WHOSE USE IS SUBJECT TO THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT.SK CORPORATION, WHICH IS THE SPONSOR OF THE SKCHEM.COM WEBSITE WILL THEN REVIEW THE INFORMATION YOU SUBMIT ON YOUR REGISTRATION APPLICATION FORM AND, AT SK CORPORATION'S SOLE DISCRETION, EITHER ACCEPT OR REJECT YOUR OFFER TO JOIN THE SKCHEM.COM WEBSITE AS A MEMBER. IF YOUR OFFER TO JOIN IS ACCEPTED, AS EVIDENCED BY YOUR RECEIPT OF A MEMBERSHIP CONFIRMATION, AS WELL AS AN OPERABLE USER ID AND PASSWORD, YOU WILL ENTER INTO A LEGALLY BINDING AGREEMENT BETWEEN YOU AND SK CORPORATION REGARDING YOUR MEMBERSHIP IN THE SKCHEM.COM WEBSITE. IN CONSIDERATION FOR YOUR USE OF THIS WEBSITE, YOU AGREE TO COMPLY FULLY WITH THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT. IF YOU DO NOT WISH TO ENTER INTO THIS AGREEMENT, THEN SIMPLY CLICK ON THE BUTTON MARKED "CANCEL" AT THE END OF THIS AGREEMENT AFTER WHICH POINT YOU WILL NOT BE LEGALLY BOUND BY THIS AGREEMENT AND YOU WILL NOT BE PERMITTED TO USE OR PARTICIPATE IN THE SERVICE OFFERED THROUGH THE SKCHEM.COM WEBSITE. Terms and Conditions of Use - Article 1 Your License to Use the SKCHEM.COM Website Subject to the terms and conditions of use (hereinafter "TCU") contained in this Agreement and solely at its own discretion, SK Corporation grants you a non-exclusive, non-transferable and fully revocable license of limited duration to remotely access, use and participate in the services and information provided on the website "www.skchem.com" (hereinafter "SKChem website") solely for your own internal business use related to the buying and selling of chemical products and ancillary services offered through the SKChem website. - Article 2 Definitions The following terms used in this TCU, to all intents and purposes thereof, shall have the meanings specified below respectively: (1) "SKChem" means not only a virtual place of business operated by SK Corporation on the SKChem website in connection with chemical products, but also SK Corporation as the Service provider operating the SKChem website. (2) The "Service" means services provided by SKChem on the SKChem website for Users. (3) "User(s)" refers to both Registered Users and unregistered Users who access the SKChem website and use the Service on the SKChem website. (4) "Registered User(s)" refers to both natural persons and legal entities who obtain membership by providing the required information to SKChem and thereby obtain the limited, revocable right to use the Service on the SKChem website in accordance with this TCU and to receive periodic information updates on the SKChem website. - Article 3 Limits on Your Use of the SKChem website (1) You warrant that all information you provide to SKChem, and all information provided by you to any other party in the course of your use of the SKChem website, shall be accurate and up to date. You warrant that you are authorized to provide all such information. You understand and agree that SKChem is in no way responsible or liable for the information you provide to any other User or other party in the course of your use of the SKChem website. (2) As a User of the SKChem website, you agree to NOT directly or indirectly copy, disseminate, distribute or otherwise circulate, sell or permit access to all or any part of the information or services provided by SKChem to any other party. (3) Your use of the SKChem website must comply fully with the laws of your home jurisdiction and those of any other jurisdiction in which your activities with respect to SKChem take place. You shall not use or permit the use of the SKChem website or any information obtained therefrom for any illegal purpose or in any manner that may be reasonably foreseen or calculated to bring SKChem into disrepute. (4) You accept all risks associated with your use of and conduct on the SKChem website. You acknowledge that SKChem accepts no responsibility or liability for any of your activities that are in any way related to your use of the SKChem website, including but not limited to the conduct, terms or outcome of any negotiation or transaction taking place on the SKChem website. (5) You shall not assign or otherwise transfer this Agreement or any of the rights and obligations hereunder without the prior written consent of SKChem. SKChem may assign or transfer any of its rights or obligations under this Agreement in its sole discretion. - Article 4 Specification and Revision of TCU (1) SKChem shall post the contents of this TCU, its trade name, business location, representative's name, taxpayer identification number, contact information (including telephone number(s), facsimile number(s), e-mail address(es), etc.) on the SKChem website in order to notify Users of them. (2) SKChem shall reserve the right to revise this TCU at any time without notice, to the extent of not violating any relevant laws. (3) In the case of revision of this TCU, SKChem will post the revised TCU and its effective date on the SKChem website, along with the current TCU, for at least seven days before the revised TCU comes into effect. (4) The revised TCU shall be applied to contracts concluded after the effective date thereof and the current TCU shall still be applied to contracts concluded before the revised TCU goes into effect. - Article 5 Provision and Change of the Service (1) SKChem shall operate the following business through the SKChem website: a. Provision of information regarding goods and services provided by SKChem, and conclusion of sales or services contracts; b. Delivery of goods pursuant to executed sales contracts and performance of services pursuant to executed services contracts; and c. Other business SKChem decides to engage in. (2) Where any goods are out of stock or any technical specifications are changed, SKChem is entitled to change the contents of goods and services to be provided for future contracts. In such case, SKChem where practicable will announce the contents of the changed goods and services available and the effective date thereof in the same field in which the contents of the goods and services currently available are posted, for at least seven days before the effective date. Where it is not practicable to announce the contents of the changes specifically, SKChem will announce the purpose of the changes and the reasons for the changes in the same field in which the goods and services currently available are posted, for at least seven days before the effective date. - Article 6 Suspension of the Service SKChem may at its sole discretion suspend provision of the Service on the SKChemwebsite for reasons including but not limited to any of the following: (1) Where SKChem notifies Users of suspension of the Service or announces it in advance; (2) Where repair, inspection, replacement, malfunction, etc., of information and communications equipment such as computers or interruptions of communications occur; (3) Where provision of the Service is not possible owing to congestion from an in flux of Users; (4) Where urgent recovery of the equipment is necessary; (5) Where a basic communications provider suspends electronic communications services; or (6) Where there are any causes beyond the reasonable control of SKChem. - Article 7 Membership and Registration (1) Where a User desires to become a member, it shall accurately complete the Registration Application Form provided on the SKChem website with the required information entered regarding its identity and agree to this TCU. SKChem may in its sole discretion accept or reject the User's membership offer. (2) Membership starts from the time when confirmation of acceptance of User's application by SKChem reaches the applicant. (3) Where there are any changes in the information provided by a User pursuant to Article 7 (1) above, such User should immediately notify SKChem of the changes via e-mail or other available means. - Article 8 Loss of Membership (1) SKChem shall be entitled to restrict, interrupt or otherwise suspend the Registered User's right as a member where SKChem in its sole discretion determines that any of the following has occurred: a. Where the information given on the Application Form is false; b. Where a Registered User has failed to pay the price for goods or services purchased from SKChem, or any other fees or expenses deemed by SKChem to be owed by the Registered User in respect of use of the SKChem website, within a time limit stipulated by SKChem; c. Where a Registered User interferes with the use of other Users' accounts on the SKChem website or makes fraudulent use of information regarding others,thereby threatening the order of e-commerce; or d. Where a Registered User commits any activities which are prohibited by relevant law and ordinance or this TCU or are against good public order and custom or are otherwise reasonably foreseeable as being harmful to SKChem. (2) Where any activity of a User causing suspension of membership is repeated twice or more or is not remedied within 30 days after the membership is suspended, SKChem may exercise the right to permanently deprive such User of the membership at the sole discretion of SKChem. (3) Where a User is deprived of the membership, SKChem shall erase the registration of the membership from its records. Prior to erasure, SKChem shall notify the concerned User of the scheduled erasure. - Article 9 Notification to Users (1) Where there is any need for notification to a Registered User, SKChem shall send such notification to the e-mail address of such Registered User identified in the Registration Application Form filled in by such Registered User. (2) Where there is any need for notification to many and/or unspecified Users, SKChem shall post such notification on the Bulletin Board (defined below in Article 10) of the SKChem website for at least seven days prior to the subject of such notification taking effect at which time Users will be deemed fully notified. - Article 10 Use of the Service and Payment Therefor The Service provided by SKChem on the SKChem website are generally free of charge to Users, except where a fee is specifically announced or posted on an informational bulletin board readily accessible within the SKChem website ("Bulletin Board"). Procedures relating to use as well as any applicable fees for use of the Service will be posted on Bulletin Board. Each User acknowledges and agrees that it is responsible for apprising itself of the contents of the Bulletin Board as well as maintaining an awareness of the contents of the Bulletin Board through frequent review of its contents. Each User agrees to comply with any and all procedures and contents posted on the Bulletin Board. - Article 11 Purchase Order This Article 11 and the following Article 12 set forth the basic procedure governing the use of purchase orders ("Purchase Order(s)") between a User and SKChem for contracts executed through the SKChem website. Where any conflict arises between this TCU and the terms and conditions contained in the sales contract executed through the SKChem website, the terms and conditions of such sales contract shall govern to the extent such terms and conditions do not (i) relate to the use of the SKChem website by any party, (ii) give rise to any liability on SKChem's part relating to its operation, maintenance or provision of the Service or the SKChem website, or (iii) limit in any way SKChem's rights enumerated within this TCU; otherwise this TCU shall be deemed the governing document. Users shall make a Purchase Order in the following manner: (1) Registered Users shall log onto the SKChem website in order to use any of the Service. Unregistered Users are requested to first register themselves as members; (2) Users shall fill in the Purchase Order Form provided on the SKChem website (specifying kinds of goods to be purchased, unit prices, order date, amount of purchase, delivery date, delivery place, etc.); and (3) Users shall represent that they agree to the terms on the Purchase Order Form and this TCU (e.g., by clicking on the appropriate acceptance button). - Article 12 Sales Contracts (1) SKChem will indicate its acceptance of the Purchase Order, as requested in accordance with Article 11 above, by sending a Notice of Acknowledgment to the User concerned. (2) SKChem may make whole or partial changes in or add some other terms and conditions to, the Purchase Order, and such changes will accompany or be noted in the Notice of Acknowledgment. Upon receiving the Notice of Acknowledgment with the changed conditions, the User concerned shall notify SKChem of its acceptance or rejection of SKChem's such Notice of Acknowledgment with the changed conditions. Failure by the User to expressly accept the changed conditions within seven (7) days after SKChem's dispatch of the Notice of Acknowledgment shall be deemed a rejection of such modified terms and conditions, and no sales contract will be formed. (3) A sales contract will be deemed to be concluded when (i) SKChem sends a Notice of Acknowledgment as acceptance to the User concernedin case SKChem does not make any changed conditions to the Purchase Order, or (ii) when the User concerned notifies SKChem of its acceptance of SKChem's Notice of Acknowledgment with the changed conditions in case SKChem makes some changed conditions to the Purchase Order. - Article 13 Service Contracts Users can request SKChem on the SKChem website to provide certain customer services,and SKChem may, in its sole discretion, accept or reject such request by sending a notice to that effect to the User. - Article 14 Privacy Policy and the Protection of User's Information (1) SKChem is firmly committed to the privacy of its Registered Users and the integrity of the SKChem website. (2) To use the Service provided by SKChem, Users shall provide the following information to SKChem when registering as a member: a. Trade name (corporate name); b. Representative's name; c. Taxpayer identification number; d. Location of business (address of principal office); e. Types of business; f. E-mail address; g. ID to be used on the SKChem website; and h. Password to be used with the ID, etc. (3) SKChem shall make commercially practicable efforts to protect the User's information. The User's information provided to SKChem shall not be used for any purposes other than for use in relation to the Service and business contemplated by this TCU, and such information shall not be provided to third parties by SKChem without prior consent from the User concerned, except in the following cases: a. Where services by an affiliated company or allied business are necessary for SKChem to perform the Service or other services requested by Users, SKChem may report to such affiliated company or allied business such User's information as is reasonably necessary for the performance of services by such affiliated company or allied business; b. Where User's information is necessary for the preparation of statistics, academic studies, or market surveys, etc., the User's information may be provided to third parties as long as the User's identity is not disclosed; or c. Where, in accordance with relevant laws and ordinances, User's information is requested by an authority legally empowered to demand such information. (4) From time to time Users may request an inspection or correction of the information they have provided to SKChem, and SKChem will take commercially reasonable steps to comply with such a request without undue delay. In the case of a correction request, SKChem where practicable shall not use the information regarding the User concerned until the correction is completed. - Article 15 Obligations of SKChem (1) SKChem shall not do anything against good public order and custom or prohibited by this TCU or any relevant laws, and will make commercially reasonable efforts to provide Users with the Service in a continuous and stable manner. (2) SKChem shall not forward e-mail messages designed to advertise for commercial purpos es to the Users who do not want to receive them. - Article 16 Protection of User's ID and Password (1) Users shall be responsible for the protection and maintenance of their own IDs and passwords. (2) Users shall not disclose their own IDs and passwords to any third party. (3) Users shall immediately notify SKChem if they recognize theft of their own IDs and passwords by any third party and shall comply with SKChem's direction in response thereto. (4) Users accept all liability arising in any way as a result of User's failure to maintain or protect the confidentiality of their IDs and/or passwords in accordance with this Article 16. - Article 17 User's Obligations in Use of the SKChem Website In addition to the limitations of use provided in Article 3 above, Users shall not do any of the following: (1) Registration of false entries; (2) Unauthorized change of information posted on the SKChem website; (3) Transmission or announcement of information (e.g., computer programs) not permitted by SKChem; (4) Infringement upon SKChem's or any third party's copyright or intellectual property rights; (5) Acts impairing SKChem's or any third party's honor or interfering with the performance of their business; or (6) Publishing or posting information on the SKChem website which is obscene or contains violent messages, pictures, or voices, or otherwise against good public order and custom. - Article 18 Linked Website The SKChem website may contain links to or be linked from other sites. You understand and agree that when you use a link to move between sites, you are entering or leaving a private third party site at your own risk, and SKChem bears in no way any responsibility for the contents of such sites, activities in relation to such sites or outcome of use of such sites including, without limitation, the infection of your computers with viruses and/or trojans and any other resulting losses or damages whatsoever. - Article 19 Indemnity You agree to indemnify and hold SKChem, and its subsidiaries, affiliates, officers, agents, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of content you submit, post, transmit or make available through the Service, your use of the Service, your connection to the Service, your violation of this TCU, or your violation of any rights of another. - Article 20 DISCLAIMER OF WARRANTIES YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (1) SKCHEM MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE QUALITY, STABILITY, FUNCTIONALITY, NON-INFRINGEMENT, FITNESS FOR ANY PARTICULAR USE OR PERFORMANCE OF: (i) THE COMMUNICATION NETWORKS THROUGH WHICH SKCHEM ACTIVITIES TAKE PLACE; (ii) THE SERVICE PROVIDED BY SKCHEM HEREUNDER; OR (iii) ANY SOFTWARE USED BY SKCHEM TO PROVIDE OR OTHERWISE SUPPORT SKCHEM ACTIVITIES OR THE SERVICE. YOU ACKNOWLEDGE AND AGREE THAT YOU AND SKCHEM USE COMMUNICATION NETWORKS FOR THE CONDUCT OF SKCHEM ACTIVITIES OVER WHICH NEITHER YOU NOR SKCHEM HAVE CONTROL. ACCORDINGLY, YOU AGREE THAT SKCHEM ASSUMES NO LIABILITY FOR INTERRUPTIONS OR DELAYS IN THE PROVISION OF THE SERVICE RESULTING IN ANY WAY FROM DISRUPTION, FAILURE OR UNAVAILABILITY OF SUCH NETWORKS. FURTHER, YOU AGREE THAT SKCHEM SHALL HAVE NO LIABILITY WHATSOEVER, HOWEVER CAUSED, FOR ANY INTERRUPTION OR SUSPENSION TO THE SERVICE IT PROVIDES HEREUNDER. (2) YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.ALL CONDITIONS, WARRANTIES AND REPRESENTATIONS EXPRESSED OR IMPLIED BY STATUTE, COMMON LAW OR OTHERWISE IN RELATION TO SKCHEM ACTIVITIES OR THE SERVICE ARE DISCLAIMED TO THE FURTHEST EXTENT PERMITTED BY THE LAWS OF THE REPUBLIC OF KOREA. THIS DISCLAIMER SHALL ENCOMPASS WITHOUT LIMITATION THE ACCURACY, RELIABILITY, COMPLETENESS, MERCHANTABILITY, FITNESS FOR ANY PURPOSE, NON-INFRINGEMENT, SATISFACTORY QUALITY OF ANY PART OF ANY INFORMATION OBTAINED BY ANY PARTY THROUGH OR PROVIDED OR IN ANY WAY THROUGH THE SKCHEM WEBSITE. (3) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. - Article 21 LIMITATION OF LIABILITY YOU EXPRESSLY UNDERSTAND AND AGREE THAT SKCHEM SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SKCHEM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES),RESULTING FROM: (i) THE USE OR THE INABILILTY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE. - Article 22 Ownership of Copyrights and Limited Use (1) SKChem shall have ownership of any copyrights and other intellectual property rights with respect to the materials prepared and posted on the SKChem website by SKChem. (2) Users shall not copy, transmit, publish, circulate, broadcast, or use for commercial purposes other than contemplated in this TCU the information obtained in the course of using the SKChem website and shall not allow any third parties to use such information without prior consent from SKChem. - Article 23 Governing Agreement You acknowledge that the SKChem website is accessible to Users inside and outside of the Republic of Korea. Accordingly, the SKChem website provides an English and a Korean version of the TCU. This English version shall be the governing agreement between SKChem and a User where (i) the User accesses the SKChem website from a point or terminal located outside of the geographical boundaries of the Republic of Korea or (ii) the User represents or acts on behalf of a company or entity whose primary place of business is located outside of the Republic of Korea, even if the point or terminal of access is located within the Republic of Korea. - Article 24 Jurisdiction and Applicable law (1) All disputes, controversies, claims or differences arising between SKChem and Users out of, in relation to, or in connection with the use of the SKChem website or the Service provided by SKChem on the SKChem website, shall be resolved by a court of competent jurisdiction in the Republic of Korea pursuant to the Civil Procedures Act of the Republic of Korea without giving effect to the conflict of laws principles thereof; provided, however, that where there is a separate agreement between the parties concerned about jurisdiction, they shall comply with it. (2) This TCU and legal actions instituted in accordance with Article 24 (1) above shall be governed by the laws of the Republic of Korea. Addendum Article 1 (Effective Date) This TCU shall be effective as of 1st, nov, 2000.