Sales Contract of MarineEngine.doc

Sales Contract (No.03-09/HDMB) Date: MAR 15, 2009 This sales contract is made in Wuzhou by and between both following parties: Party A: GUANGXI WUZXHOU ABC IMPORT & EXPORT CO.,LTD Add: xxxxxxxxTel: +86-774xxxxx Fax: +86-774xxxxx Represented by: Mr.xxx DEPUTY MANAGERAccountNo:xxxxxxxxxxxxxBank: WUZHOU BRANCH, BANK OF CHINA ( Swift Code: BKCHCNBJ49A )HEREAFTER REFER TO AS THE SELLER Party: ABC IMPORT-EXPORT CO., LTDAdd: xxxxxxxxxTel: +84-xxxxxxx fax:+84-xxxxxxxRepresentedby: xxxxxxAccount No.: xxxxxxxxBank: BANK FOR AGRICULTURE AND RURAL DEVELOPMENT, HA NOI HEREAFTER REFER TO AS THE BUYERIt has been mutually agreed by both the seller and the buyer to enter into this contract on the following terms and conditions.Article I COMMODITY, QUANTITY, PRICE AND STANDARDS1-Commodity and QuantityDescriptionsQtyUnit Price(USD)Total Price (USD)Marine Diesel Engine Model: G8300ZC18B (1765kw/2400PS/550rpm) Coupled with:1. Gearbox Model: MG42.45/2:1/Electric control2.Coupling Model: HGT5020 IIID3. Two Air compressors Model 0.36/3BF2 Sets 230,000460,000Total: Two (02) full sets460,000TOTAL VALUE IS USD FOUR HUNDRED SIXTY THOUSAND CIF HAIPHONG VIETNAMThe contract is attached with technical specifications verified and stamped by both parties.2-Country of origin: China, completely new goods3-Quality Certificate: CCS and NOx 4-Users manuals in English ARTICLE II PACKING SPECIFCATIONS1-Packing: The packing should be in accordance with export standards and suitable for transport by sea.2-Marking: ABC IMPORT-EXPORT COMPANY LIMITEDARTICLE III PLACE AND MODE OF DELIVERY 1-CIF HAIPHONGThe goods shall be delivered not later than 150 days from the date of receipt 30% by T/T subject to confirmation by the sellers bank.2-transhipment: Not allowed3-partial delivery: Not allowed4-place of loading: China port5-place of delivery: Haiphong port VietnamArticle IV PAYMENT 1. Payment The first payment, say 30% of the total contract price, shall be made by T/T within two weeks after the signature of the sales contract. The second payment, say 70% of the contract price shall be made by LC two months before delivery of the goods. 2-Documents against payment include: Bill of lading: 3 sets originalCommercial invoice: 3 originalsPacking list: 3 originalsCertificate of quantity and quality issued by factory: 1 original Certificate of originCertificate of CCS and NOx ARTICLE V NOTIFICATION ON LOADING Immediately after loading, the seller must notify the buyer by fax the documents as specified above.ARTICLE VILIABILITY1-the buyers liabilityIn the event that the buyer fails to make payment and take delivery within ten working days after receipt of the documents as specified in article iv, the buyer shall pay 5% of the total amount of the contractto the seller for each delayed week as penalty. In no case the penalty exceed 10% of the total amount of the contract. 2- Seller s liabilityIn the event that the seller fails to deliver the commodity within the time as specified (except in the case of force majeures) the seller shall pay 5% of the totalamount of the contract to the buyer for each delayed week as penalty. In no case the penalty shall exceed 10% of the total amount of the contractARTICLE VIIARBITRATION Should there be any dispute, both parties would negotiate and discuss in an amicable way for solution. Should the solution cannot be reached, the International Arbitration Center under Vietnam Industrial and Commercial Chamber will be appointed for the settlement of the dispute. Decision of the International Arbitration Center under Vietnam Industrial and Commercial Chamber will be final and binding upon both parties.ARTICLE VIIIGUARANTEE AND AFTER SALE SERVICE The seller ensures delivering the buyer brand-new product without any faulty or defects. Duration of the guarantee is twelve (12) months as the date of shipment. The seller shall be responsible for the test operation based on the sellers notice. All the cost occurred from the sellers person on the test operation shall be the sellers responsibility. ARTICLE IX FORCE MAJEURESIn the event of force majeures such as: war, fire or other natural disasters, etc. that lead to the violation of the contract, the violator of the contract would be free from being responsible for the violationARTICLE X GENERAL PROVISIONS This contract comes into effect since the date of signature of both parties, and both parties pledge to conduct in complying with the terms and conditions of this contract. Any changes or revisions of the contract w