Exhibit 2.1
Translated From Japanese
Exclusive Distributor Sales Agreement
This contract is entered into between
Timothy World and Kyushu Tesco as follows:
1. PURPOSE
This contract is entered into for the
purpose of selling the Fluorescent Light
Systems developed by Kyushu Tesco. Timothy
World will receive the exclusive
right to sell the system.
According to the agreement between the two
parties, they will enter into
individual transaction agreements with
respect to sale of equipment under said
system. At such time agreements are formed
conditions may be set on an ad-hoc
basis.
2. SUMMARY OF INDIVIDUAL TRANSACTION
AGREEMENTS
Each individual transaction agreement shall
be formed in accordance with the
general principles of clause 4 of this
agreement.
3. TRANSACTION CONDITIONS
With regard to the condition of goods,
regulations, price of goods,
transportation of goods and other
references, the parties may agree such terms
on a transaction by transaction basis.
4. INDIVIDUAL TRANSACTION DETAILS
a) Transactions for sale of goods shall be
on the following basis;
o A product order request in writing
will be supplied
o Once an order request has been
supplied, within 30 days of this acceptance
of the
order shall be issued
o In accordance with the above and
with the individual transaction
agreement,
at the same time a purchase acceptance form shall be issued
with the
product name, amount, price and assignee detailed.
o When the goods are delivered an
acceptance of goods form shall be
exchanged.
b) If the details of the purchase
acceptance form and the