[CONFIDENTIAL TREATMENT REQUESTED]
EXHIBIT 10.20
**Confidential portions of this Exhibit have been omitted pursuant to the Rules
and Regulations of the Securities and Exchange Commission. The symbol
"[++++++++]" has been used to identify information which is the subject of a
Confidential Treatment Request.**
Dated 7/th/ February, 2001
AMENDMENT
to the
SUPPLY AGREEMENT
dated 13/th/ April, 1999
originally entered into between
SHELL INTERNATIONAL TRADING AND SHIPPING COMPANY LIMITED
for and on behalf of SHELL TRADING INTERNATIONAL LIMITED
and
ICI CHEMICALS & POLYMERS LIMITED
and the parties to which are now
SHELL INTERNATIONAL TRADING AND SHIPPING COMPANY LIMITED
for and on behalf of SHELL TRADING INTERNATIONAL LIMITED
and
HUNTSMAN ICI PETROCHECMICALS (UK) LIMITED,
(now known as HUNTSMAN PETROCHEMICALS (UK) LIMITED
pursuant to a deed of novation dated
19/th/ April, 2000
THIS AMENDMENT (hereafter referred to as "Amendment") is made on 7 February,
2001.
Between:
1. HUNTSMAN PETROCHEMICALS (UK) LTD, a company incorporated under the laws of
--------------------------------
England, with registered number 3767075 and whose registered office is
situate at Xxxxxxxx Xxxx Xxxx, Xxxxxxxxxx, XX00 0XX.
(hereinafter referred to as "HUNTSMAN")
2. SHELL TRADING INTERNATIONAL LIMITED, a company incorporated under the laws
-----------------------------------
of England, acting through its agent SHELL INTERNATIONAL TRADING AND
SHIPPING COMPANY LIMITED ("STASCO"), a company incorporated under the laws
of England and Wales, and having its principal office at Xxxxx-Xxx Xxxxx,
Xxxxxx, Xxxxxx XX0X XXX.
(hereinafter referred to as "STIL")
WHEREAS:
A. By a Supply Agreement dated 13/th/ April, 1999 (the "Agreement") between
ICI CHEMICALS & POLYMERS LIMITED and STIL, the parties were to negotiate
price formula adjustments under clause 8 f).
B. By a deed of novation dated 19/th/ April 2000 the Agreement was transferred
by ICI CHEMICALS & POLYMERS LIMITED to HUNTSMAN.
C. The parties have now reached an agreement which will require the amendment
of certain terms of the Agreement.
IT IS THEREFORE AGREED AS FOLLOWS:
ARTICLE 1: AMENDMENT
1.1 The last paragraph of clause 8 a) of the Agreement shall be amended by
deleting the existing provisions relating to the calculation of the
Reformate price P(R) per metric tonne and replacing them with the
following:
"The Reformate price P(R) per metric tonne
= [++++++++]
For purposes of clarity, as the "[++++++++]" will always result in a
negative number, in construing the effect of the above amendment the
parties agree that [++++++++] shall be the number which is closest
numerically to 0 ([++++++++])
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For the purposes of the calculation of the Reformate price only pursuant to
clause 8 a) the parties hereto further agree that the Agreement shall be
construed in such a manner so that the pricing in each monthly invoice
issued pursuant to clause 14 a) shall be based upon the definitions in the
existing agreement, but in the final reconciliation calculations made
pursuant to clause 9, the price of Reformate shall be based upon the
following definitions:
P(Bz\\Q\\) = [++++++++]
P(N\\Q\\) = [++++++++]
P(PUL\\Q\\) = [++++++++]
The above formula and definitions are valid for both Optimix A, Optimix B1
and Optimix B2 as defined in Appendix 2 of the Agreement.
1.2 Clause 13 b) of the Agreement shall be deleted and replaced with the
following:
"This Agreement shall continue until terminated by either party giving not
less than 12 months' notice, but no termination shall be effective under
this clause prior to 31 December 2002."
1.3 Clause 8 f) of the Agreement shall be deleted.
1.4 Unless defined herein, and unless the context otherwise requires, terms
defined in the Agreement shall have the same meanings herein, and the
recitals hereto, as ascribed to them in the Agreement.
1.5 Appendices 2, 5, 6, 7a and 7c are amended by replacing such appendices with
those attached hereto.
1.6 All of the above amendments shall be deemed to be effective as from 1
October 2000.
ARTICLE 2: CONTINUATION OF THE AGREEMENT
The Agreement shall be read subject to this Amendment No. 1 and have as
expressly amended herein, the Agreement shall remain in full force and effect in
accordance with its terms.
ARTICLE 3: GOVERNING LAW AND ARBITRATION
Article 21a of the Agreement shall apply to this Amendment No. 1, mutalis
mutandis.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be signed
by their duly authorized representatives on the dates shown below.
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SIGNED
for and on behalf of
SHELL INTERNATIONAL TRADING AND
SHIPPING COMPANY LIMITED
as agents for
SHELL TRADING INTERNATIONAL LIMITED
By: /s/ Xxxx Xxxxxxxx
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Name: Xxxx Xxxxxxxx
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Title: VP, Products
----------------------
Date: 25/1/2001
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SIGNED
HUNTSMAN PETROCHEMICALS (UK) LIMITED
By: [Authorized Officer]
-------------------------
Date: 7/2/2001
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