with good chemistry great things happen

Supriya Jain Rahul Sharma Rohit Batura Prateek Arora Mohit Sharda
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Definitions
Ashland Channel Partner, Distributor or Partner Direct Supply Sales Support Commission or SSC Basic Price
Ashland India Pvt Ltd Ashlands sales & distribution partners

An order where Ashland invoices and supplies product directly to user/fabricator/molder Commission offered to Partner for their effort in securing a Direct Supply order for Ashland

This is the base price quoted by Ashland on Ex-Works or ExWarehouse basis. Freight, Excise, CENVAT, VAT, CST, Octroi and any other applicable taxes/surcharges will be in addition to the Basic Prices This discount is offered if the Partner pays the invoice value (including all taxes) in full before dispatch of goods. Payment is expected with the confirmed Purchase Order In some cases, Ashland may agree to offer a discount to the Partner in order to win specific business. This discount is called Price Support ONLY the Sr Sales Mgr will provide and track Price Support approvals Ashland may develop programs to reward Partners for their business and support by offering pre-specified Rebates

Cash Discount

Price Support Rebates

Ashland India Private Limited Distribution

Products

AIPL

ASHLAND DISTRIBUTION

Credit Limit Volume Pricing Payment Terms Order Placing

AIPL will offer a open credit limit to ASHLAN DISTRIBUTION 5000 per month. Monthly Basis Index Pricing. 60 days L.C. For In Stock Lead Time is 7 Days. For Made on Order Lead time is 7-10 Days ( Minimum Volume 5 MT)

Exclusivity
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Not Applicable

Ashland Distribution to Channel Partners

1. Ashland Appoints the channel partners on regional basis. 2. Agreement Singed by both parties for 1 year. 3. Selection process of Channel Partners is on basis of experience, financial credibility

and industry knowledge

Customer Segmentation: 3 types of accounts

Ashlands direct accounts

RED RED

Ashland will supply, from smallest to largest quantity Ashland & Partner will develop together. Ashland leads the relationship Partner may supply. Partner may request Ashland to supply directly for large orders Partner leads the relationship with these accounts Partner may supply

YELLOW YELLOW GREEN GREEN

Ashland will provide Partners with a list of RED accounts. The list of YELLOW accounts will be developed jointly
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Customer Segmentation - Details

RED

YELLOW Ashland + Partner

GREEN Partner

Relationship Owned by

Ashland

Product supplied from

Direct Supply

Partner stock

Partner stock

Can Partner request Direct Supply? Whose credit risk and guarantee? Price Support from Ashland?

Not applicable

Yes

Yes

Ashland

Partner - always

Partner - always

Not applicable

Price Support available

Not applicable

SSC: Sales Support Commission

Commission offered to Partner for their effort in securing a Direct Supply order for Ashland

Generally, SSC is calculated as SSC = (Customer Price Partner Price INR1/kg) x volume of order The INR1 is a handling cost for Ashland. This MAY be reduced or waived if the order is large enough. Exceptions to be managed on a case-by-case basis by Sales Manager In cases where Ashland agrees to provide Price Support for a specific order, then SSC will be calculated based on the terms of the Price Support SSC sales (Direct Supply) will ALWAYS be covered by Partners bank guarantee. Otherwise, SSC is NOT applicable

Commercial Terms Page 1 of 3

1. Credit Limit
Ashland will work with Partner to assign a Credit Limit, based on sales history and expected sales All Direct Supply Orders where the Partner earns SSC will also be covered by the Bank Guarantee

2. Bank Guarantee

All sales to Partners are to be covered by Bank Guarantees. The Bank Guarantee is required for an amount equal or higher than the Partners Credit Limit. The Bank Guarantee should be in a format prescribed by or acceptable to Ashland. All Direct Supply Orders where the Partner earns SSC will also be covered by the Bank Guarantee

3. Credit Period 4. Pricing

Standard Credit Period for Partners is 30 days. The 30 days will commence on the date of dispatch (3-5 days grace is possible to account for delivery time) A price list will be provided on the 1st of each month, and in cases of high price volatility, on the 16th of every month as well. Existing prices will prevail until an updated price list is issued. All prices are Basic Prices exfactory (Gujarat) or ex-warehouse (Bhiwandi), as specified All price lists will be signed and sent out by the Sr Sales Manager. That is the only price that Ashland will honor

5. Payment

All sales are made against a Post Dated Cheque for the full amount of the invoice, including taxes and surcharges. Cheque to be received with confirmed PO. A Cash Discount is offered if the Partner pays the invoice value (including all taxes) in full before dispatch of goods. The value of this Cash Discount will be updated by Ashland as needed. Payment is expected with the confirmed Purchase Order

6. Cash Discount

Commercial Terms Page 2 of 3

7. Order Placing
For in stock grades, Ashland requests 7 days from date of receipt of PO to date of dispatch (Lead Time) Lead Time for made-to-order grades may be longer. There may also be Minimum Order Quantity (MOQ) limitations of such grades Ashland encourages the practice of providing monthly requirements by the 21st day of the previous month

8. Rebates 9. Stock Transfer 10. Exclusivity 11. Sales are Final 12. Quality, Shelf-life, etc 13. Minimum Order Quantity 14. Sales Targets

Volume rebates may be available against specific grades. Please contact Senior Sales Manager for details ONLY where possible, Ashland may agree provide products on a stock transfer basis Ashland requires that its Partners do not carry ANY products that are competitive to Ashlands product lines. This requirement needs to be strictly adhered to. In case of doubt, please ask the Senior Sales Mgr All sales are Final, i.e., not returnable to Ashland Ashland proudly stands behind the global quality and consistency of its products. Shelf life of each grade is provided in the respective TDS. In case of performance related concerns, please contact your Territory Sales Manager immediately Partners to pay attention to MOQ requirements in order to sustain profitability for both themselves and Ashland The Senior Sales Manager will set short term & long term sales targets for each Partner. Performance against target will be tracked expeditiously. Please refer to Agreement body for details

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Commercial Terms Page 3 of 3

15. Partner Performance Review
At least once every month, Partner will provide Ashland with details of sales for the current month, and forecast for the next month. Every quarter, Partner will be required to visit Ashlands office in Mumbai at their own expense for a detailed Quarterly Performance Review. Partner will need to provide any information requested by Ashland, including but not limited to customer-specific sales volume, price, contact information, etc.

16. Partner Training 17. Customer Education

Ashland may organize technical, sales or other types of training programs for Partners. Partner and/or Partners appropriate employees will be required to participate in these programs at Partners expense In the first year, Partners will be required to organize at least 1 training seminar/workshop for their customers, per quarter, at Partners expense. For subsequent years, 1 event will be required per 6 months. Ashland will provide personnel and information to support these events. Ashland prides itself on its world-class technical support capabilities. Ashland will support Partners on technical issues. However, limitations will apply depending on size of the sales Ashland will endeavor to provide Partners with sales and promotional literature. Partner agrees to comply with Ashlands directions and guidelines or appropriate use of this literature. Ashland may also provide promotional material or display material for the Point of Purchase. Partner agrees to display these in a manner consistent with Ashlands policies

18. Technical Support 19. Ashland promotional material

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Channel Partners

Retail Outlets

1. Open Market on Retailers ( No exclusivity ) 2. No Formal Agreement 3. AIPL or ASHLAND distribution doesnt have direct interaction with retailers.

4. Channel is managed completely by Distributers.

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Terms and Conditions :Credit Limit Volume Pricing

No Credit Limit Extended 1 MT MRP is setup by ASHLAND DISTRIBUTION with margin of 15% for Channel Partner and 20% for retailer.

Payment Terms Cash Discount

Advance. 2 Percent ( From Channel Partner to Retailer )

Exclusivity

Not Applicable

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