煤炭CIF CONTRACT 模板 与外方合同20150908

1、AGREEMENT FOR SALE AND PURCHASE OF COAL煤炭购销合同BETWEEN:XXXXXX (“SELLER”)（“卖方”）ANDXXXXXX (“BUYER”)（“买方”）REFERENCE NO. XXXDATED XXXAGREEMENT FOR SALE AND PURCHASE OF COALNO. XXXTHIS AGREEMENT FOR SALE AND PURCHASE OF COAL NO. XXX (THE “AGREEMENT”) IS ENTERED IN THIS XXX, BY AND BETWEEN:本合同（合同号：XXX）由以下各方

2、签订于XXX：XXX, A COMPANY INCORPORATED UNDER THE LAWS OF XXX, HAVING ITS REPRESENTATIVE OFFICE AT XXX (HEREINAFTER REFERRED AS “SELLER”, WHICH EXPRESSION SHALL, UNLESS EXCLUDED BY OR REPUGNANT TO THE CONTEXT, BE DEEMED TO INCLUDE ITS LEGAL HEIRS, SUCCESSORS AND PERMITTED ASSIGNS);XXX，依据XXX法律注册，其办公地址为XXX

3、。（以下简称“卖方”。）ANDXXX, A COMPANY INCORPORATED UNDER THE LAWS OF XXX, HAVING ITS REPRESENTATIVE OFFICE AT XXX. (HEREINAFTER CALLED “BUYER”, WHICH EXPRESSION SHALL, UNLESS EXCLUDED BY OR REPUGNANT TO THE CONTEXT, BE DEEMED TO INCLUDE ITS LEGAL HEIRS, SUCCESSORS AND PERMITTED ASSIGNS);XXX，依据XX法律注册，其办公地址为X

4、XX。（以下简称“买方”。）SELLER AND BUYER HEREINAFTER REFERRED TO JOINTLY AS THE “PARTIES” AND INDIVIDUALLY AS “PARTY”.卖方和买方共同称为“各方”。RECITALS :序言：- WHEREAS, SELLER AGREES TO SELL STEAM COAL OF THE SPECIFICATIONS SET OUT IN THIS AGREEMENT TO BUYER AND BUYER AGREES TO BUY STEAM COAL FROM SELLER UNDER THE TERMS A

5、ND CONDITIONS OF THIS AGREEMENT. 卖方同意向买方销售且买方同意依据本协议中规定的条款从卖方购买煤炭，且双方均理解各方应遵循互信真诚的原则履行各自义务。IN CONNECTION TO THE ABOVE, THE PARTIES HEREBY AGREE, AS FOLLOWS:1. DEFINITIONS定义IN THIS AGREEMENT, UNLESS THE CONTEXT OTHERWISE REQUIRES, THE FOLLOWING TERMS SHALL RESPECTIVELY HAVE THE FOLLOWING MEANINGS:本合同

6、中涉及的名词除非另有规定，否则按照以下定义来阐释：1) A FRACTION OF A CENT IN ANY CALCULATION SHALL BE ROUNDED UP TO THE NEAREST CENT IF SUCH FRACTION IS ONE HALF OF A CENT OR MORE, AND SHALL BE ROUNDED DOWN WHEN OTHERWISE.小于一分的部分，按照四舍五入来计算到分。2) A FRACTION OF A TONNE IN ANY CALCULATION SHALL BE ROUNDED UP TO THE NEAREST TONN

7、E IF SUCH FRACTION IS ONE HALF OF A TONNE OR MORE, AND SHALL BE ROUNDED DOWN WHEN OTHERWISE.小于一吨的部分，按照四舍五入来计算到吨。3) “ADB” MEANS AIR DRIED BASIS.ADB指空干基状态。4) “APPLICANT” MEANS THE ONE WHO IS GOING TO OPEN THE L/C.申请人指开立信用证的那一方。5) “ARB” MEANS AS RECEIVED BASIS.ARB指收到基状态。6) “ASTM STANDARDS” MEANS THE ST

8、ANDARDS PRESCRIBED BY THE AMERICAN SOCIETY FOR TESTING AND MATERIALS. AND “ISO STANDARDS” MEANS INTERNATIONAL ORGANIZATION FOR STANDARDIZATION.ASTM STANDARDS指美国材料与试验协会标准，ISO STANDARDS指国际标准化组织标准。7) “ATDN SHINC” MEANS ALL TIME DAY OR NIGHT SUNDAY HOLIDAY INCLUDED.ATDN SHINC指任何时间，不论白天、黑夜，包括星期天和假日。8) “B

9、ENEFICIARY” MEANS THE ONE WHO IS GOING TO GET BENEFITED BY L/C.BENEFICIARY指信用证的受益人。9) “BILL OF LADING” OR “B/L” MEANS THE BILL OF LADING ISSUED BY THE VESSEL OWNER TO THE SELLER IN RESPECT OF THE STATED AMOUNT OF COAL IN A PARTICULAR SHIPMENT.BILL OF LADING或 B/L指船东收到货物后出具的货物收据，提单还代表所载货物的所有权，是一种具有物权特

10、性的凭证。10) “BUSINESS DAY(S)” MEANS A DAY (OTHER THAN SATURDAY, SUNDAY OR PUBLIC HOLIDAYS) ON WHICH BANKS ARE OPEN FOR BUSINESS IN INDONESIA, SINGAPORE AND CHINA.BUSINESS DAY(S)指除周六日、公共假期外的印尼、新加坡和中国的银行工作日。11) “CERTIFICATE OF SAMPLING AND ANALYSIS” MEANS A CERTIFICATE OF ANALYSIS IN RESPECT OF THE PROPE

11、RTIES OF COAL, BASED ON THE SPECIFICATIONS AS STATED IN CLAUSE 5. CERTIFICATE OF SAMPLING AND ANALYSIS指品质证书。12) “CERTIFICATE OF WEIGHT” MEANS A CERTIFICATE OF WEIGHT, CERTIFYING THE BILL OF LADING WEIGHT, PREPARED IN ACCORDANCE WITH CLAUSE 9. CERTIFICATE OF WEIGHT指重量证书。13) “COAL” MEANS STEAM (NON-CO

12、KING) COAL IN BULK, PRODUCED BY MINE IN SOUTH KALIMANTAN, INDONESIA, AS STATED IN CLAUSE 3.2 AND WHICH SHALL BE PURCHASED BY BUYER UNDER THIS AGREEMENT.COAL指产于印尼南加里曼丹的买卖双方交易的煤炭。14) “COMMERCIAL INVOICE” MEANS THE INVOICE PREPARED BY SELLER TO BUYER UNDER THIS CONTRACT. COMMERCIAL INVOICE指此合同项下卖方出具给买方

13、的商业发票。15) “ETA” MEANS EXPECTED TIME ARRIVAL OF THE VESSEL.ETA指船舶预计抵达时间。16) “CIF” MEANS COST, INSURANCE AND FREIGHT, IN ACCORDANCE WITH INCOTERMS 2010.CIF指包含成本、保费和运费的价格。17) “FORCE MAJEURE EVENT” MEANS ANY OCCURRENCE OR OMISSION AS A RESULT OF WHICH THE PARTY RELYING ON IT IS PREVENTED FROM, OR DELAYE

14、D IN, PERFORMING ANY OF ITS OBLIGATIONS (OTHER THAN A PAYMENT OBLIGATION) UNDER THIS AGREEMENT AND WHICH IS BEYOND THE REASONABLE CONTROL OF THAT PARTY AND NOT CAUSED BY THAT PARTYS FAULT OR NEGLIGENCE, INCLUDING (WITHOUT LIMITATION) BLOCKADE OF THE PORTS OF LOADING OR DISCHARGE, ACTS OF GOD, FORCES

15、 OF NATURE, INDUSTRIAL ACTION AND ACTION OR INACTION BY A GOVERNMENT OR SEMI-GOVERNMENTAL BODY, AUTHORITY OR AGENCY. FORCE MAJEURE EVENT指不可抗力条款。18) “GOVERNMENT” MEANS THE GOVERNMENT OF INDONESIA, SINGAPORE AND CHINA INCLUDING ANY AGENCY, MINISTRY OR POLITICAL SUBDIVISIONS, WHETHER FEDERAL, STATE, LO

16、CAL OR FOREIGN, OR ANY AGENCY OR INSTRUMENTALLY OF ANY SUCH GOVERNMENT OR POLITICAL SUBDIVISION OR ANY COURT OR ARBITRATOR.GOVERNMENT指印尼、新加坡和中国的相关政府机构。19) “IMSBC CODE” MEANS INTERNATIONAL MARITIME SOLID BULK CARGOES CODE. IMSBC CODE指国际海运固体散货安全操作规则。20) “INDEPENDENT SURVEYOR” MEANS INDEPENDENT INSPECT

17、ION AGENCY AT INDONESIAN LOADING PORT, AS MUTUALLY AGREED BY BOTH PARTIES. INDEPENDENT SURVEYOR指双方认可的独立检验机构。21) “INDONESIAN MAJOR HOLIDAYS” MEANS 2 (TWO) DAYS OF IDUL FITRI, 1 (ONE) DAY OF WAFAT ISA AL MASIH (GOOD FRIDAY), 1 (ONE) DAY OF IDUL ADHA, 1 (ONE) DAY OF INDEPENDENCE DAY, I (ONE) DAY OF CHR

18、ISTMAS DAY, AND 1 (ONE) DAY OF NEW YEARS DAY. INDONESIAN MAJOR HOLIDAYS指印尼的主要节假日，包含开斋节2天、GOOD FRIDAY1天、回教新年1天、独立日1天、圣诞1天和元旦1天。22) “KCAL” MEANS KILOCALORIE (S) AS DEFINED IN THE “INTERNATIONAL SYSTEM OF UNITS”.KCAL指千卡。23) “KG” MEANS KILOGRAM (S) AS DEFINED IN “INTERNATIONAL SYSTEM OF UNITS”.KG指千克。24)

19、 “LAYTIME” MEANS TIME ALLOWED TO LOAD THE CARGO OF THE COAL ON TO THE MOTHER VESSEL.LAYTIME指船舶允许装货的时间。25) “LOADING PORT” MEANS THE PORT AT WHICH THE COAL IS TO BE LOADED IN INDONESIA, AS STATED IN CLAUSE 3.4 HEREIN.LOADING PORT指条款3.4所指的印尼装货港。26) “GAR” MEANS THE GROSS AS RECEIVED CALORIFIC VALUE OF T

20、HE COAL.GAR指收到基高位热值。27) “NAR” MEANS NET AS RECEIVED BASIS, ON WHICH GAR IS CALCULATED.NAR知收到基低位热值。28) “NOR” MEANS NOTICE OF READINESS.NOR指船舶准备就绪通知书。29) “PWWD SHINC” MEANS PER WEATHER WORKING DAY SUNDAY HOLIDAY INCLUDED.PWWD SHINC指晴天工作日，包括周日和节假日。30) “STATEMENT OF FACTS” OR “SOF” MEANS A STATEMENT PRE

21、PARED BY THE VESSELS AGENT AND SIGNED BY THE VESSEL MASTER OR HIS AUTHORIZED REPRESENTATIVE AT THE LOADING PORT WHICH SHOWS THE DATE AND TIME OF ARRIVAL OF THE VESSEL AND THE COMMENCEMENT AND COMPLETION OF LOADING. IT DETAILS THE QUANTITY OF CARGO LOADED EACH DAY, THE HOURS WORKED AND THE HOURS STOP

22、PED WITH THE REASONS OF STOPPAGES AND IS USED AS A BASIS FOR CALCULATION OF DEMURRAGE AND DISPATCH. STATEMENT OF FACTS或SOF指装卸时间实时记录，是滞期费和速遣费的计算依据。31) “TONNE”, “METRIC TONNE” OR “MT” MEANS THE UNIT MEASURING THE QUANTITY OF THE COAL, IN WHICH 1 METRIC TONNE IS EQUIVALENT TO 1,000 KILOGRAMS, AS DEFINE

23、D IN INTERNATIONAL SYSTEMS OF UNITS.TONNE、METRIC TONNE或MT指重量单位公吨。32) “WEATHER WORKING DAY” MEANS A DAY OF 24 CONSECUTIVE HOURS ON WHICH WORK FOR LOADING COAL ON BOARD A VESSEL MAY BE CARRIED OUT WITHOUT LOSS OF TIME DUE TO THE WEATHER.WEATHER WORKING DAY指晴天工作日。33) “CNY” SHALL REFER TO THE CURRENCY O

24、F THE PEOPLES REPUBLIC OF CHINA AND “USD” SHALL REFER TO THE CURRENCY OF UNITED STATES OF AMERICA.CNY指中国货币单位人民币元，USD指美国货币单位美元。34) “VESSEL(S)” MEANS SINGLE DECK, OCEAN GOING BULK CARRIERS RATED LLOYDS 100A OR EQUIVALENT, SUITABLE TO ENTER, BERTH AND LEAVE THE LOADING PORT NOMINATED BY SELLER AND IN C

25、OMPLIANCE WITH CLAUSE 10.VESSEL(S)指符合条款10的散货船。REFERENCES TO CLAUSES ARE TO CLAUSES OF THIS AGREEMENT. THE HEADINGS IN THIS AGREEMENT ARE FOR CONVENIENCE ONLY AND SHALL NOT AFFECT THE CONSTRUCTION OR INTERPRETATION OF THIS AGREEMENT. 引用条款是本合同的条款。本合同的标题仅为方便起见,不影响本合同内容的注释或解释。2. TERM OF AGREEMENT合同期限THE

26、 PARTIES HEREBY AGREE THAT THE TERM OF THIS AGREEMENT SHALL COMMENCE FROM THE DATE OF SIGNING OF THIS AGREEMENT UNTIL THE SALE AND DELIVERY OF THE CONTRACTED QUANTITY UNDER THIS AGREEMENT HAS BEEN FULLY PERFORMED BY THE PARTIES AND ALL THE OBLIGATIONS WITH RESPECT TO THIS AGREEMENT HAVE BEEN FULLY C

27、OMPLETED OR UNTIL BOTH PARTIES MUTUALLY AGREE TO TERMINATE THIS AGREEMENT, WHICHEVER COMES EARLIER. 经友好协商，现各方同意,本合同有限期自本合同签订之日起直至双方完成合同项下全数货物的销售和运输或各方完全履行合同项下各方对应的责任和义务或双方同意终止合同，以先发生者为止。3. QUANTITY AND DELIVERY货量和运输3.1 QUANTITY AND DELIVERY PERIOD货量和交货期SELLER AGREES TO SELL AND DELIVER AND BUYER AGR

28、EES TO PURCHASE AND LIFT A QUANTITY OF 65,000 (SIXTY FIVE THOUSAND) MTS OF COAL PROVIDED THAT SUCH QUANTITY MAY BE VARIED +/- TEN PERCENT (10%) AT OWNERS OPTION. THIS QUANTITY SHALL BE DELIVERED BEFORE XXX. 合同货量为65,000吨（+/- 10%），以实际装船数量为准，装运时间不得迟于XXX。3.2 MINE/ORIGIN原产地THE COAL IS A SINGLE MINE COAL

29、FROM THE MINE(S) LOCATED IN INDONESIA.产于印尼单一煤矿的煤炭。3.3 DISCHARGING PORT卸货港ANY PORT(S) IN MAINLAND CHINA.中国大陆任意港口。 4. SPECIFICATION煤炭品质THE COAL SHIPPED BY SELLER SHALL MEET THE FOLLOWING MINIMUM SPECIFICATIONS AS PER ISO STANDARD: 双方约定的煤炭品质如下（ISO标准）：TYPICAL典型值REJECTION拒收值TOTAL MOISTURE (ARB)全水（收到基）25%

30、27%INHERENT MOISTURE (ADB)内水（空干基）AS ANALYZED-ASH (ADB)灰（收到基）5.5%7%VOLATILE MATTER (ADB)挥发分（空干基）38% 43%SULPHUR (ADB)硫（收到基）0.9%1%NCV (ARB)低位热值（收到基）4,800 KCAL/KG4800千卡/千克4,600 KCAL/KG小于4,600千卡/千克HGI可磨性指数 4742SIZE (0-50MM)粒度(0-50MM)100%95%5. PRICE价格USD A*101.53% (USD A*101.53%) PER METRIC TON CIF ANY PO

31、RT(S) IN MAINLAND CHINA, INCOTERM 2010到中国大陆任意港口的含保费到岸价为A*101.53%美元该处为对应180天信用证支付1.5%手续费计./吨。6. PRICE ADJUSTMENTS价格调整THE FOLLOWING PRICE ADJUSTMENT BASED ON QUALITY DETERMINATIONS MADE IN ACCORDANCE WITH CLAUSE 8 SHALL APPLY TO SHIPMENTS OF COAL MADE UNDER THIS AGREEMENT. 根据条款8所做出的品质结果来进行如下价格调整。7.1 N

32、CV (ARB)低位热值（收到基）IF THE ACTUAL NCV IS FOUND TO BE HIGHER OR LOWER THAN 4,800 KCAL/KG (ARB), THE CIF PRICE WILL BE CALCULATED, UNTIL THE REJECTION LIMIT, AS FOLLOWS:ACTUAL NCV (ARB) ADJUSTED PRICE =- X USD(B*103%)/MT + USD (A*103%-B*103%)/MT 4,800 KCAL/KG 若装货港化验证书上的低位热值（收到基）高于或低于4800千卡/千克时，将按以下公式来计算发

33、票价格： 实际低位热值（收到基）调整后的发票价格 = - X (B*103%)美元/吨 + (A*103%-B*103%)美元/吨 4800 千卡/千克7. SAMPLING AND ANALYSIS取样化验ALL SAMPLES AND SAMPLING ANALYSIS NECESSARY PURSUANT TO THIS AGREEMENT SHALL BE CONDUCTED BY MUTUALLY AGRRED INDEPENDENT INSPECTION AGENCY, IN ACCORDANCE WITH ISO STANDARDS.所有取样化验由双方约定的独立检验机构根据ISO

34、标准来进行。8.1 APPOINTMENT OF INDEPENDENT INSPECTION AGENCY独立检验商委托THE INDEPENDENT INSPECTION AGENCY WHO SHALL PERFORM THE SUPERINTENDING DURING LOADING OF CARGOES SHALL BE APPOINTED AND PAID BY SELLER. 卖方自费委托双方同意的装货港独立检验商。8.2 COLLECTION, SAMPLING AND ANALYSIS采样、制样和化验(a) SELLER SHALL ARRANGE FOR THE INDEP

35、ENDENT INSPECTION AGENCY TO COLLECT A SAMPLE AT THE LOADING PORT AND TO DETERMINE THE SPECIFICATION OF THE COAL ON THE PERFORMING VESSEL.卖方安排独立检验商在装货港进行采样化验。(b) THE SAMPLE COLLECTED FROM EACH SHIPMENT OF COAL SHALL BE EXTRACTED AND ANALYZED IN ACCORDANCE WITH ISO STANDARDS. THE CARGO COMPOSITE SAMPL

36、E SHALL BE DIVIDED INTO 3 (THREE) PARTS TO BE DISTRIBUTED, AS FOLLOWS:采样制样和化验须根据ISO标准来执行。采集回来的样品应制成以下三份：(1) 1 (ONE) SAMPLE FOR SHIPMENT ANALYSIS;一份作为装船化验；(2) 1 (ONE) UMPIRE SAMPLE TO BE RETAINED BY INDEPENDENT INSPECTION AGENCY FOR 90 180(NINETYone hundred an eigty) DAYS AFTER THE COMPLETION OF LOAD

37、ING FOR MUTUALLY AGREED THIRD COUNTRY INSPECTION IN CASE OF ANY DISPUTES ARISES DUE TO THE DIFFERENCES OF LOADING PORT AND DISCHARGE PORT QUALITY, AS PER STANDARD PRACTICE. COST OF SUCH ANALYSIS SHALL BE BORNE BY THE PARTY ORDERING SUCH THIRD COUNTRY INSPECTION; AND一份作为仲裁样，由独立检验商自装完货后保存90180天；(3) 1

38、(ONE) SAMPLE FOR BUYER, IF NECESSARY.若有需要，一份给买方。8.3 COSTS费用THE COSTS FOR SAMPLING AND ANALYSIS CONDUCTED BY INDEPENDENT INSPECTION AGENCY SHALL BE FOR THE ACCOUNT OF SELLER. 独立检验商的费用由卖方承担。8.4 CONCLUSIVE CERTIFICATE结算依据THE CERTIFICATE OF SAMPLING AND ANALYSIS SHALL BE ISSUED BY MUTUALLY AGREED INDEPE

39、NDENT INSPECTION AGENCY AND SUCH QUALITY IN ACCORDANCE WITH THE CERTIFICATE OF SAMPLING AND ANALYSIS SHALL BE FINAL AND BINDING ON SELLER AND BUYER FOR THE PURPOSE OF THIS AGREEMENT. THE QUALITY DETERMINED AND STATED IN THE CERTIFICATE OF SAMPLING AND ANALYSIS SHALL FORM THE BASIS SETTLEMENT FOR THE

40、 SELLERS INVOICE.由双方同意的独立检验研机构出具装货港品质证书，该证书作为最终结果，对双方均有约束力，并作为双方的结算依据。8.5 BUYERS RIGHT TO APPOINT买方委托的权利BUYER SHALL HAVE THE RIGHT, AT ITS OWN EXPENSE AND FOR ITS OWN PURPOSE, TO APPOINT ANY OTHER INDEPENDENT AGENCY ONLY TO WITNESS THE LOADING PROCESS OF SUCH SHIPMENTS AT BUYERS OWN COSTS.买方有权自费委托任何

41、其他独立检验机构进行监督装货。9 DETERMINATION OF WEIGHT重量测量9.1 BILL OF LADING WEIGHT提单上的重量THE BILL OF LADING WEIGHT FOR EACH SHIPMENT SHALL BE DETERMINED AT THE LOADING PORT BY AN INDEPENDENT MARINE SURVEY CONDUCTED BY MUTUALLY AGREED INDEPENDENT INSPECTION AGENCY. THE MUTUALLY AGREED INDEPENDENT INSPECTION AGENCY

42、 SHALL PROVIDE THE CORRESPONDING CERTIFICATE OF WEIGHT FOR THE SHIPMENT AT THE LOADING PORT BASED ON THE DETERMINATION OF WEIGHT OF EACH SHIPMENT OF COAL. THE WEIGHT DETERMINATION IN ACCORDANCE WITH THE CERTIFICATE OF WEIGHT SHALL BE FINAL AND BINDING ON BOTH PARTIES FOR THE PURPOSE OF THIS AGREEMEN

43、T AND SHALL CONSTITUTE THE BASIS SETTLEMENT FOR THE SELLERS INVOICE. 在装货港由双方同意的独立检验机构进行水尺测量并出具对应的重量证书，该证书显示的重量作为提单上的货物重量，且该证书作为最终结果，对双均有约束力，并作为双方的最终结算依据。9.2 COST OF DRAFT SURVEY水尺费用THE COSTS OF DRAFT SURVEY AT LOADING PORT SHALL BE FOR THE ACCOUNT BY SELLER.装货港的水尺费用由卖方承担。9.3 BUYERS RIGHT TO OBSERVE买

44、方监看的权利BUYER SHALL HAVE THE RIGHT, AT ITS OWN EXPENSE, TO APPOINT A REPRESENTATIVE OR NOMINATED AGENT TO WITNESS THE WEIGHT DETERMINATION AT THE LOADING PORT. 买方有权自费委托代表或指定代理去监看装港的水尺测量过程。10 SHIPPING TERMS船务条款10.1 THE SELLER IS OBLIGED TO INFORM THE BUYER ABOUT THE NOMINATION OF THE VESSEL 7 DAYS PRIO

45、R TO FIRST DAY OF LAYCAN INCLUDING NAME OF THE VESSEL, YEAR OF BUILT, DEADWEIGHT, DRAUGHT, DEMURRAGE RATE, FLAG AND ETA TO LOADING PORT.卖方有义务在（7天）装运期第一天的7天前通知买方对应履约船舶信息，包括船名、船龄、滞期费率、预计抵装港时间等。10.2BUYER SHALL ENSURE THE READINESS OF ALL DOCUMENTATION (INCLUDING VALID IMPORT LICENCE, IF ANY) AND ARRANG

46、EMENTS FOR DISCHARGE, AT DISCHARGE PORT, PRIOR VESSELS ARRIVAL AT DISCHARGE PORT. CARGO SHALL BE DISCHARGED FREE OUT.买方确保船抵卸货港前已备妥所有进口清关文件并安排好卸货。10.3NOTICE OF READINESS (NOR) AT DISCHARGE PORT TO BE TENDERED BY MASTER OR VESSEL AGENT, ON VESSELS ARRIVAL AT THE DISCHARGING PORT ANY TIME DAY OR NIGHT,

47、 SUNDAYS HOLIDAYS INCLUDED, WHETHER IN FREE PRATIQUE OR NOT, WHETHER IN BERTH OR NOT, WHETHER IN PORT OR NOT, WHETHER IN CUSTOMS CLEARANCE OR NOT.船舶一抵达卸港就递交船舶准备就绪通知书（NOR）。10.4BUYER SHALL PROVIDE SUITABLE SAFE BERTH FOR CARRYING VESSEL UNLOADING AT DISCHARGING PORT. 买方应安排好合适的泊位给船舶卸港。10.5THE SELLER OR

48、 THE VESSEL OR VESSELS AGENT SHALL SEND TO THE BUYER7, 5, 3, 2 AND 1 DAY NOTICES OF VESSELS ESTIMATED ARRIVAL AT DISCHARGE PORT.卖方或船舶或船舶代理应通知买方7、5、3、2、1天的船舶抵卸港船报。10.6 BUYER GUARANTEES A DISCHARGING RATE OF 6000 MT PWWD OF 24 CONSECUTIVE HRS SHINC BY SHORE/VESSEL EQUIPMENT. DEMURRAGE / DISPATCH RATE

49、WILL BE ADVISED BY THE SELLER AT THE TIME OF VESSEL NOMINATION AS PER RELEVANT C/P. DEMURRAGE / DISPATCH MONEY TO BE SETTLED BETWEEN BUYER AND SELLER WITHIN 15 DAYS OF COMPLETION OF DISCHARGE.买方保证卸货率为6000吨/天。卖方宣船时通知买方租船合同上对应的滞期费率/速遣费率。卸完货后15天内双方结算滞期费/速遣费。请卖方告知大致的 滞期费率/速遣费率的价格.10.7BUYER SHALL UNLOAD

50、THE COAL AT ITS OWN EXPENSE AND RISK. STEVEDORING COSTS, CUSTOM CLEARANCE OF THE CARGO AND THE COST THEREOF IS FOR THE BUYERS ACCOUNT. LIGHTERAGE (IF ANY) TO BE FOR THE BUYERS ACCOUNT.卸港产生的一切费用，包括工人费、货物清关费、减载费等相关费用由买方承担。10.8LAYTIME TO COMMENCE 12 HOURS AFTER NOR TENDERED AT DISCHARGING PORT, UNLESS

51、USED, IF USED, ACTUAL TIME USED TO COUNT. ANY TIME LOST BY VESSEL IN WAITING FOR BERTH SHALL ALSO COUNT AS LAYTIME. LAYTIME TO CEASE UPON COMPLETION OF DISCHARGE. NOR递交12小时后开始计算卸港时间，若提前卸港，以实际所用时间来计算。等待靠泊的时间作为卸港时间。卸货完毕时卸货时间计算终止。10.9STEVEDORING DAMAGE, IF ANY, TO BE SETTLED DIRECTLY BETWEEN BUYER AND

52、VESSEL OWNERS.若存在任何工人损害，由买方和船东自行解决。11 PAYMENT TERM11.1付款条款BUYER SHALL OPEN AN IRREVOCABLE LETTER OF CREDIT (L/C) FOR 100% OF THE CONTRACT VALUE, PAYABLE AT 18090 DAYS AFTER SIGHT, FOR THE SHIPMENT FROM A PRIME INTERNATIONAL BANK IN FAVOR OF SELLER COVERING THE RELEVANT SHIPMENT QUANTITY, +/- 10%. L/

53、C TO BE OPENED FOR THE SHIPMENT 15 (FIFTEEN) DAYS PRIOR TO VESSELS ETA TO THE LOADING PORT IN FAVOR OF SELLER CONFIRMING THE ADVISING BANK DETAILS FOR THE SHIPMENTS.买方须于船舶抵装货港15天前开出符合卖方要求的100%合同总价值+/- 10%的18090天远期信用证到卖方指定银行。SELLER SHALL PROVIDE THE NAME AND BANK DETAILS BEFORE OPENING THE L/C AND BU

54、YER SHALL SEND THE DRAFT COPY OF L/C TO SELLER FOR MUTUAL AGREEMENT BEFORE OPENING THE L/C TO SELLER BANK. THE DISCUSSION OF THE DRAFT L/C SHALL BE REACHED WITHIN 3 (THREE) BUSINESS DAYS SINCE BUYER SENT THE DRAFT L/C TO SELLER. IN THE EVENT BUYER OPENS THE L/C TO SELLER WITHOUT MUTUAL AGREEMENT OF

55、THE DRAFT L/C, SELLER HAS THE RIGHT TO REJECT THE L/C ISSUED BY BUYER, AND BUYER SHALL BE FULLY RESPONSIBLE FOR ANY DELAY/DETENTION ARISING OUT OF NOT PROVIDING SUCH L/C IN TIME.买方发给卖方草本信用证后的3个工作日内双方达成一致并做出双方满意的草本信用证来。双方未对草本信用证达成一致意见前，买方开出信用证到卖方指定银行，卖方有权拒收此信用证，且买方须承担由此造成的一切延误和损失。L/C TO BE PAYABLE TO

56、 THE SELLERS BANK ON PRESENTATION OF FOLLOWING CREDIT COMPLIANT ORIGINAL DOCUMENTS TO L/C ISSUING BANK COUNTER :信用证 议付文件如下：(a) SELLERS SIGNED COMMERCIAL INVOICES IN 3 (THREE) ORIGINALS AND 3 (THREE) COPIES.卖方发票，三正三副。(b) FULL SET (3/3) OF ORIGINAL CLEAN ON BOARD BILL OF LADING.提单，三正三副。(c) 3 (THREE) ORIGINALS AND 3 (THREE) COPIES OF CERTIFICATE OF WEIGHT ISSUED BY AN INDEPENDENT INSPECTION