GlobalDairyTrade ("GDT") is an Internet-based electronic trading platform developed by CRA International, Inc. d/b/a Charles River Associates and Fonterra Co-operative Group Limited. The trading platform enables Fonterra Co-operative Group Limited (including its related companies and entities in which it has a direct or indirect equity or participatory interest from time to time, "Fonterra") and other approved dairy product producers or traders (and their related companies and entities) ("Authorised Sellers") to offer to sell commodity dairy products to certain qualified buyers ("Qualified Bidders"). The GDT trading platform is operated by CRA International, Inc. (including its related companies and entities, "CRA" or "Trading Manager"). The GDT trading platform ("Trading Platform") comprises the following:

• this bidding Website, and its content, data, software and tools ("Auction Website" or "Site"), which is accessible by only Qualified Bidders and Authorised Sellers, and
• the information Website, www.globaldairytrade.info and its content, data, software and tools ("Information Website").

The terms of use below (the "Terms of Use") set forth the terms and conditions of your right to access and use this Site.

By accessing and using any portion of this Site, you represent and warrant that (a) you have the power, competence and authority to agree to the Terms of Use and Qualified Bidder Obligations (as defined herein); (b) you are at least eighteen (18) years old; (c) you shall not use any rights granted hereunder for any unlawful purpose; (d) you shall use the Site only as set forth in these Terms of Use; and (e) you agree with Fonterra, any Authorised Seller, and CRA to be legally bound by these Terms of Use. If you do not agree to abide by these Terms of Use, please immediately discontinue your access to and use of this Site and do not return. Any breach of these Terms of Use immediately terminates your right to access and use this Site and all rights and licenses granted to you by these Terms of Use. These Terms of Use will survive any such termination. The terms "you" and "User" refer to anyone who accesses this Site. As you browse through this Site you may encounter links to other Websites that are subject to different terms of use. If you visit those Websites, you may be legally bound by the specific terms of use posted on such Websites. If there is a conflict between these Terms of Use and the terms of use of a third-party's Website that is linked to this Site, these Terms of Use will govern your visit to this Site, and the third-party Website's terms of use will govern your visit to the third-party Website.

These Terms of Use provide you with a personal, revocable, non-exclusive, non-transferable license to view certain information and materials provided on or through the Site about Fonterra, Authorised Sellers, CRA, and the Trading Platform for personal, non-commercial purposes, which license is conditional on your continued compliance with these Terms of Use. All rights (including with respect to this Site, the Information Website, and their contents) not specifically granted to you by these Terms of Use are retained by Fonterra and CRA (and to the extent applicable, Authorised Sellers). Your access to and use of this Site are conditional upon your being a Qualified Bidder. As a Qualified Bidder, the agreements you have entered into as part of the qualification process (and any amendments thereto) ("Qualified Bidder Obligations") also govern your use of this Site and set out the terms on which dairy products are bought and sold via the Trading Platform. In the event of an inconsistency between these Terms of Use and the Qualified Bidder Obligations the latter will prevail to the extent of the inconsistency.

From time to time, Fonterra and/or CRA reserve all rights to modify the Terms of Use. Accordingly, a User should continue to review the Terms of Use whenever accessing or using the Site. A User's access or use of the Site after the posting of modifications to these Terms of Use will constitute such User's acceptance of the Terms of Use, as modified. To the extent you have any questions about or complaints concerning these Terms of Use, please contact us at help@globaldairytrade.info.

OWNERSHIP

This Site (including, but not limited to, textual content, design, video, audio, posted announcements, trading results, graphics, logos, business names, trademarks, trade names, icons and sound recordings) and the software, methods, material and content, data and tools underlying and forming part of this Site (the "Content") are owned, licensed, or controlled and remains at all times the property of Fonterra, CRA, or their third-party licensors or suppliers, with all rights other than those provided herein reserved, and are protected by copyrights, trademarks, service marks, and/or other proprietary rights and laws of the United States and other countries. You acknowledge that Fonterra and CRA, and where applicable, their third-party licensors and suppliers, retain all right, title and interest in and to this Site. Use of this Site does not confer any ownership rights in or to this Site (or any portion of it). No Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted, or commercialized in any form or by any means, in whole or in part, without Fonterra and CRA's prior written permission in each instance. Any use of the Content other than as specifically authorized herein, without the prior written permission of Fonterra and CRA, is strictly prohibited and shall immediately terminate your right to access and use this Site and all rights and licenses granted to you by these Terms of Use. Such unauthorized use also may violate applicable laws including copyright and trademark laws and applicable communications regulations and statutes.

AVAILABILITY OF SITE

All or a portion of this Site may be unavailable from time to time for maintenance or other reasons. Fonterra and CRA assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, communications or Content. Fonterra and CRA also are not responsible for issues involving login credentials, or for any technical malfunction or other problems of any telephone network or service, computer systems, servers or providers, computer or mobile phone equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any Website, this Site, the Information Website or combination thereof, including injury or damage to any person's computer or other hardware or software, related to or resulting from using or downloading materials in connection with the Internet and/or in connection with this Site.

USE OF THIS SITE

You are prohibited from using this Site for any unlawful or unauthorized purpose. No part of the information or materials provided on this Site may be reproduced or distributed in any form or by any means, or stored in a database or retrieval system, without the prior written permission of Fonterra and CRA. You shall not, nor shall you permit any third-party to: (i) modify, translate or otherwise create derivative works of this Site; (ii) reverse engineer, decompile, decode, disassemble or translate this Site or output thereof, or otherwise attempt to reduce to human readable form or derive the source code, protocols or architecture of this Site; (iii) use or study this Site, or output thereof, for the purpose of developing any software that is intended to replace, or that has functions, structure or architecture similar to, this Site, or any part thereof; (iv) publish, or otherwise make available to any third-party, any benchmark or other testing information or results concerning this Site; (v) permit any other person who is not authorized under these Terms of Use or the Qualified Bidder Obligations to access or use all or any part of this Site, (vi) copy this Site, distribute this Site, remove or obscure any proprietary labelling on or in this Site, create any derivative works based on this Site, or modify this Site, or (vii) otherwise reproduce or distribute the Content in any form or by any means, or store in a database or retrieval system, in each case, except to the extent expressly permitted by law, these Terms of Use, or the Qualified Bidder Obligations.

NO WARRANTIES

YOUR USE OF THIS SITE AND THE MATERIALS AND INFORMATION PROVIDED ON OR THROUGH THIS SITE IS AT YOUR OWN RISK AND IS SUBJECT TO ALL APPLICABLE LOCAL, STATE, NATIONAL AND INTERNATIONAL LAWS AND REGULATIONS. YOU ARE ENTIRELY LIABLE FOR ACTIVITIES CONDUCTED BY YOU OR ANYONE ELSE IN CONNECTION WITH YOUR USE OF THIS SITE OR THE MATERIALS OR INFORMATION PROVIDED ON OR THROUGH THIS SITE.

IF YOU ARE DISSATISFIED WITH THIS SITE OR WITH THESE TERMS OF USE, YOUR SOLE REMEDY IS TO STOP USING THIS SITE.

THIS SITE AND THE MATERIALS AND INFORMATION PROVIDED ON OR THROUGH THIS SITE ARE PROVIDED "AS IS" AND "AS AVAILABLE" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, ACCORDINGLY. FONTERRA, ANY AUTHORISED SELLERS OR CRA, THEIR OFFICERS, DIRECTORS, PERMIT HOLDERS, EMPLOYEES, AFFILIATES, SUBSIDIARIES, AGENTS, THIRD-PARTY SUPPLIERS AND OWNERS OF MATERIALS, AND ASSIGNS ("GDT PARTIES") SHALL NOT BE RESPONSIBLE OR LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, LOST PROFITS OR LOST OPPORTUNITIES, WHETHER OR NOT GDT PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES FOR: (i) ANY ERRORS OR OMISSIONS IN THE MATERIALS OR OTHER RESOURCES AND DOCUMENTS THAT ARE REFERENCED BY OR LINKED TO THE MATERIALS; (ii) ANY DELAYS, ERRORS OR INTERRUPTIONS IN THE TRANSMISSION OF ANY INFORMATION; OR (iii) LOSS OR DAMAGE ARISING THEREFROM OR OCCASIONED THEREBY, OR BY ANY REASON OF NONPERFORMANCE. THE FOREGOING SHALL APPLY REGARDLESS OF WHETHER A CLAIM ARISES IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE.

None of Fonterra, CRA, any Authorised Seller, or any of their affiliates, directors, officers, shareholders, employees, advisors, or agents assumes any obligation to verify, audit, update or correct any information or materials provided on or through this Site.

You should not rely on this Site or advice, materials, or information provided on or through this Site in making any investment decision or trading in any instrument, securities, commodities or futures, forward or option contract. Prior to using any information or materials provided on or through this Site you should independently determine and accept, without reliance upon Fonterra, any Authorised Seller, CRA, or any of their affiliates, directors, officers, shareholders, employees, advisors or agents, all risks and consequences of doing so.

If you use this Site for the purposes of a business, then you agree that the New Zealand Consumer Guarantees Act 1993 shall not apply.

EXCLUSION OF LIABILITY

Under no circumstances, including, but not limited to negligence, shall any GDT Parties be liable to you or any other person, regardless of cause, in connection with,

• use of or reliance on any statement or representation (written or oral) made by or on behalf of Fonterra, Authorised Sellers, or CRA,
• use of, reliance on, an inability to use, an interruption in the use of, or the unavailability or failure of, this Site (or any portion thereof) or any information, materials or service provided on or through this Site,
• the corruption of any data, information or materials, or
• any errors, faults or omissions,

nor shall they be liable for any direct, compensatory, incidental, special, consequential, indirect, punitive or other loss or damages or legal fees or disbursements, including, without limitation, lost income, lost profits or opportunity costs, arising in connection with or as a consequence of any of the foregoing.

INDEMNITY

You agree to indemnify, defend and hold harmless all GDT Parties from any and all liability, loss, claim and expense (including solicitor costs) related to your breach of these Terms of Use. You agree, at your expense, to indemnify, defend and hold harmless GDT Parties, their officers, directors, permit holders, employees, affiliates, subsidiaries, agents, third-party suppliers and owners of materials, and assigns from any and all claims, suits, actions, or other proceedings based on or arising in connection with the Site or any links on the Site, including, but not limited to: (a) a violation of the Terms of Use by you or any other person using your computer (or account); (b) your use of the Site; (c) a claim that any use of the Site by you or any other person using your computer (or account) infringes any intellectual property rights of any third-party, or any right of publicity or privacy, is libelous or defamatory, or otherwise results in injury or damage to any third-party; (d) any deletions, additions, insertions or alterations to, or any unauthorized use of, the Site by you or any other person using your computer (or account); (e) any misrepresentation or breach of representation or warranty made by you contained herein; or (f) any breach of any covenant or agreement to be performed by you hereunder. GDT Parties' cooperation in such defense is made without waiver of any attorney-client, work-product, or other legal privileges. You agree to be responsible and liable for any and all costs, damages, and expenses, including, but not limited to, reasonable attorneys' fees and costs awarded against or otherwise incurred by or in connection with or arising from any such claim, suit, action, or proceeding attributable to any such claim.

SECURITY

None of the GDT Parties guarantees the security of your data. The confidentiality of any communication or material transmitted to/from this Site over the Internet cannot be guaranteed.

You are responsible for keeping your login credentials, including your password, secret and secure. Without limiting the foregoing, you agree:

• not to permit any other person (other than one of your authorised representatives) to use your login credentials; and
• not to disclose, or provide to any other person (other than one of your authorised representatives), your login credentials, or any other information in connection with your status as a Qualified Bidder, that may allow them to gain access to password-protected portions of this Site.

ANTI-HACKING

You agree not to:

• use or attempt to use any "deep-link", "scraper", "robot", "worm", "virus", "bot", "spider", "data-mining", "computer code", or any other automated device, program, tool, algorithm, process or methodology or manual process having similar processes or functionality to access, acquire, copy or monitor any portion of this Site, any data, information or materials found on or accessed through this Site or any other content without the prior express written consent of Fonterra and CRA;
• obtain or attempt to obtain through any means any materials or information on this Site that have not been intentionally made publicly available either by their public display on this Site or through their accessibility by a visible link on this Site;
• in any way bypass or circumvent any other measure employed to limit or prevent access to portions of this Site or their content;
• violate the security of this Site or attempt to gain unauthorized access to this Site, data, materials, information, computer systems, or networks connected to any server of Fonterra or CRA or third parties under contract to Fonterra or CRA, through hacking, password mining or any other means;
• interfere or attempt to interfere with the proper working of this Site or any activities conducted on or through this Site, including accessing any data, content, materials, or other information prior to the time that it is intended to be available to the public on this Site; or
• take or attempt any action that, in the sole discretion of Fonterra and/or CRA imposes or may impose an unreasonable or disproportionately large load or burden on this Site or the related infrastructure.

GENERAL

None of the GDT Parties assumes any responsibility for Websites linked from this Site. Links to those Websites are provided only as a convenience, and the inclusion of any link does not imply the endorsement, investigation, or verification by the GDT Parties of the linked Website.

If any provision of these Terms of Use becomes or is held to be invalid, unenforceable or illegal for any reason, or in any respect, that provision shall be severed from the remaining Terms of Use, which shall continue in full force and effect.

No failure by Fonterra or CRA to exercise or enforce any right available to it under these Terms of Use constitutes a waiver of such right.

Those who access this Site from locations outside New Zealand are responsible for compliance with local laws. New Zealand law governs this Site and all who use it submit to the non-exclusive jurisdiction of the New Zealand courts.

Any dispute, difference or claim arising out of or in connection with these Terms will be referred to and resolved by arbitration in accordance with the UNCITRAL Arbitration Rules ("Rules"). The place of the arbitration will be Singapore. The tribunal will consist of one arbitrator appointed in accordance with the Rules. For the purpose of article 6 of the Rules, the appointing authority will be the Singapore International Arbitration Centre ("SIAC"), on the basis of the SIAC International Panel. The language of the arbitration will be English.

EMAILS AND NEWSLETTERS

Fonterra may send you emails relating to your activities on this Site, and for promoting and marketing GlobalDairyTrade. Fonterra also may send you electronic newsletters. Newsletters will contain clear and obvious instructions for how you can unsubscribe from the mailing list.