外贸合同样本 (2)

1、精选CONTRACTNo.: XQ06JKGZF013 Date: Dec 16, 2006The Buyer:Beijing Xingqiao International Engineering Technology Co., Ltd.No.A2 Baiyun Road West, Xicheng District, Beijing 100045, ChinaTel: 86-10-63370806 Fax: 86-10-63370800The Seller: TheEnd-User:Hohhot Chunhua Water Development Co. Ltd 1. This Contra

2、ct is made by and between the Buyer and the Seller, under Gongzhufu Wastewater Treatment Plant for Hohhot Environmental Improvement Project, whereby the Buyer agrees to buy and the Seller agrees to sell the undermentioned goods and ancillary service on the terms and conditions as below:ITEM NOCOMMOD

3、ITY SPECIFICATIONSUnitQUANTITYModel&TypeUNIT PRICE (USD)TOTAL PRICE (USD)Aa-3Comminution Fine screenB=1400mm， Qmax=1460m3/hSet2AMD3220/N=3.7KWAa-4Spiral conveyer without shaft(level)280，transport distance=5mSet1280，transport distance 5mBa-3-1Rotation brushSet2Ba-3-2Screw gasketSet2Ba-3-3Muller gaske

4、tSet2Ba-3-4FusePics3Ba-3-5Indicator lightPics3 2. TOTAL VALUE: CIP Hohhot Railway Station, China /CPT Xinggang China / EXW USD:3. COUNTRY OF ORIGIN AND MANUFACTURERS: 4. TIME OF DELIVERY: within 45 days after the opening date of the Letter of Credit (L/C).5. PORT OF SHIPMENT:6. PORT OF DESTINATION:

5、Hohhot Railway Station, China / Xinggang China7. PACKING:7.1 Unless otherwise specified in the contract, the supplied goods shall be packed by export standard protective measures. Such packing shall be suitable for long distance ocean and/or air, and inland transportation and well-protected against

6、dampness, moisture, shock, rust and rough handling so as to ensure that the goods will safely arrive at the construction site without any damage due to the abovementioned reasons. The Seller shall be liable for any rust, damage and loss caused by inadequate or improper packing provided by the Seller

7、.7.2 The packing, marking, and documentation within and outside the packages shall strictly comply with such special requirements and shall be expressly provided for in the contract, including additional requirements if any specified in attachment, and in any subsequent instructions ordered by the B

8、uyer. 7.3 The following documents shall be shipped with each shipment package: 7.3.1 One (1) copies of the Packing List and the Quality Certificate. 7.3.2 All set of machine set-up and/or operation Instructions for each machine type, if such Instructions are applicable to the machine being shipped.7

9、.3.3 In case the goods are packed in the coniferous wooden materials, the Seller has to submit to the Buyer a Plant Quarantine Certificate issued by the Seller proving that heat treatment or other effective measures approved by Chinese Competent have been carried out.7.3.4In case the goods are packe

10、d in the non-coniferous wooden or non-wooden material, the Seller has to submit to the Buyer written statements proving that the non-coniferous wooden or non-wooden material was used.8. SHIPPING MARK The Seller shall mark the following content in English on the four adjacent sides of each package wi

11、th fadeless paint : A. CONSIGNEE: Beijing Xingqiao International Engineering Technology Co., Ltd. B. CONTRACT NUMBER: XQ06JKGZF013 C. SHIPPING MARK: XQ06JKGZF013 Hohhot Train, China / / Xinggang China D. PORT OF DESTINATION: Hohhot Railway Station, China / Xinggang China E.NAME OF GOODS AND ITEM NO.

12、, CASE NO. F. GROSS/NET WEIGHT (KG). G. DIMENSION (LENGTH X WIDTH X HEIGHT IN CM)9. SHIPPING ADVICE The Seller shall, within forty eight (48) hours after completion of the loading of the goods, notify the Buyer by fax of Contract No., description of goods, quantity of goods on board, gross weight, v

13、olume (M3 ), invoiced value.10.INSURANCEInsurance is to be covered by the Seller, for 110%（one hundred and ten percent）of the CIP/CIF Value of the shipped good covering All Risks and War Risk with the Buyer as the beneficiary. The insurance has to be effected in the Contract Currency showing claims

14、payable in China.11.PAYMENTThe Buyer shall, open an irrevocable Letter of Credit (L/C), in favor of the Seller, for an amount equivalent to 100% the total contract price. The Seller shall present a draft drawn on the opening bank at 90 days sight and the following required to the negotiating bank fo

15、r the payment in accordance with the stipulation of the L/C, which shall permit payments in the following manner and percentage. The L/C shall be valid up to the date of the last payment. The banking charges incurred in the China shall be borne by the Buyer. Whereas the banking charges incurred outs

16、ide the China shall be borne by the Seller. (The L/C shall be opened after the acceptable Performance Security is received by the Buyer.)11.1 Payment on deliveryNinety percent (90%) of the contract price will be paid on delivery against the following document:11.1.1Four (4) originals and three (3) c

17、opies of Sellers manually signed Commercial Invoice covering 100%(one hundred percent) of the contract value of the shipped Goods and showing description of the plant and equipment, quantity, unit price and Contract No.11.1.2For train transportation, One set of Memorandum marked “Freight Prepaid” co

18、nsigned to the Buyer.11.1.3Three (3) original and three (3) copies of packing list identifying contents of each package.11.1.4 Three (3) originals and three (3) copies of Quality and Quantity Certificate issued and signed by the manufacturer. 11.1.5One (1) original and three (3) copies of railway tr

19、ansportation Insurance Policy or Certificate for 110% of the invoice value of the shipped Goods in Contract currency against All Risks and War Risk, with the Buyer as the beneficiary and showing claims payable in China.11.1.6One (1) copy of fax Shipping Advice according to Clause 9 of this Contract.

20、11.1.7Three (3) originals and four (4) copies of the Certificate of Country of Origin issued by the manufacturer.11.1.8 One original and one copy of Phytosanitary Certificate (Plant Quarantine Certificate) issued and signed by the seller in the manufacturers country in case the goods are pac

21、ked in the coniferous wooden materials, One original and one copy of Statement of Non-Coniferous Wooden or Non-Wooden Packing Materials issued and signed by the Seller in case the goods are packed in the non-coniferous wooden or non-wooden material.11.1.9The Sellers Declaration certifying th

22、at One original Phytosanitary Certificate or One original Statement of Non-Coniferous Wooden or Non-Wooden Packing Materials has been sent along with shipment.11.1.10 One Original and Four copies of Performance Security issued from a reputable bank, the security in the amount of fifteen percent (15%

23、) of the total Contract price. The currency may be in Japanese Yen or an equivalent amount in Chinese Yuan or other freely convertible currency, bank guarantees issued as surety for the Contract shall be valid for 365 days after the date of the Acceptance Report11.1.11 Two originals of the one-year

24、Quality Warranty issued and signed by the Seller.11.1.12 Three original and four copies of the Cargo Receipt which issued and signed by the End-User, See Attachment 1. 11.2Payment on Acceptance Ten percent (10%) of the contract price will be paid against the following document: 11.2.1 Three original

25、 and Five copies of the Acceptance Report which issued and signed by the End-User, See Attachment 212.TECHNICAL DOCUMENTATION One complete set of technical documents corresponding to each item listed in TECHNICAL ATTACHMENT written in English and Chinese shall be packed and dispatched together with

26、each consignment.13.INCIDENTAL SERVICES The Seller should provide the following services:13.1 Performance or supervision of on-site assembly and /or start-up of the supplied goods13.2 Furnishing of tools required for assembly and /or maintenance of the supplied goods13.3 Furnishing of a detailed ope

27、rations and maintenance manual for each appropriate unit of the contract.13.4 Training the end-user provided by the Seller should be composed of:13.4.1The project site installation, adjustment and maintenance training , and 13.4.2The Seller should train and make the user master the professional skil

28、ls in its specific training institution. The detailed training plan should be provided by the seller upon delivery of goods.14. GUARANTEE OF QUALITY The Seller shall guarantee that the commodity hereof is made of the best materials with first class workmanship, brand new and unused, and complies in

29、all respects with the quality and specifications stipulated in the Contract. The guarantee period shall be within twelve (12) months after the date when the goods have been correctly mounted and properly operated and maintained at the project site (the Final Acceptance Report which issued signed by

30、the End-User is received), or for 18 (eighteen) months after the date of shipment from the port of loading in the country of origin, whichever period concludes earlier. 15 INSPECTION AND CLAIMS15.1. Within 90 days after the arrival of the goods at destination, should the quality, specification, or q

31、uantity be found not in conformity with the stipulations of the Contract except those claims for which the insurance company or the owners of the vessel are liable, the Buyer shall, on strength of the Inspection Certificate issued by the China Commodity Inspection Bureau, have the right to claim for

32、 replacement with new goods, or for compensation, and all the expenses (such as inspection charges, freight for returning the goods and for sending the replacement, insurance premium, storage and loading and unloading charges etc.) shall be borne by the Seller. As regards quality, the Seller shall g

33、uarantee that if, within 18 months from the date of arrival of the Goods at destination, damages occur in the course of operation by reason of inferior quality, bad workmanship and the use of inferior materials, the Buyer shall immediately notify the Seller and put forward a claim supported by inspe

34、ction certificate issued by the China Commodity Inspection Bureau.15.2. The certificate so issued shall be accepted as the base of a claim. The Sellers, in accordance with the Buyers claim shall be responsible for the immediate crimination of the defect(s), complete or partial replacement of the com

35、modity or shall devaluate the commodity according to the state of defect(s). Where necessary, the Buyer shall be at liberty to eliminate the defect(s) themselves at the Sellers expenses. If the Seller fails to answer the Buyer within one month after receipt of the claim fore said the claim shall be

36、reckoned as having been accepted by the Seller. 16. DELAYS IN THE SELLERS PERFORMANCE16.1Delivery of the goods shall be made by the Seller in accordance with the time schedule specified by the Buyer in the Contract.16.2If at any time during performance of the Contract, the Seller should encounter co

37、nditions impeding timely delivery of the goods, the Seller shall promptly notify the Buyer in writing of the fact of the delay, its likely duration and its cause(s).16.3Late Delivery and Penalty: in case of delayed delivery, except for Force Majeure, the Seller shall pay to the Buyer for every week

38、(5 working days) of delay a penalty amounting to 1% of the total value of the goods whose delivery has been delayed. Any fractional part of a week (5 working days) is to be considered a full week. 16.4 The Seller shall arrange the technical expert/installation engineer to install the instrument prov

39、ide the on-site training within 10 working days after the instruments being delivered to the project site. The Seller shall pay to the buyer for every week (5 working days) of delay amounting to 0.5% of the total value of the goods whose installation has been delayed. Any fraction part of a week (5

40、working days) is to be considered a full week. 17. FORCE MAJEURE 17.1. If either of the parties to the Contract be prevented from executing the Contract by such cases of Force Majeure as war, serious fire, flood, typhoon and earthquake and other cases agreed upon by both parties as cases of Force Ma

41、jeure, the time for execution of the Contract shall be extended by a period equal to the effect of those causes. 17.2. The prevented party shall notify the other party by cable or telex or fax within the shortest possible time of the occurrence of the Force Majeure and within fourteen (14) days ther

42、eafter send by registered airmail to the other party, a certificate for evidence issued by the relevant authorities for confirmation. Should the effect of Force Majeure continue for more than one hundred and twenty (120) consecutive days, both parties shall settle the further execution of the Contra

43、ct through friendly negotiation and reach an agreement within a reasonable time.18. TAXES AND DUTIES All taxes arising outside of China in connection with the execution of this Contract shall be borne by the Seller.19. ARBITRATIONAll disputes arising from the execution of or in connection with the C

44、ontract shall be settled through friendly consultation by both parties. In case no settlement can be reached within thirty (30) days of commencement of such consultation, the disputes shall be submitted to the Foreign Trade Arbitration Commission of the CCPIT (China Council for the Promotion of Inte

45、rnational Trade) in Beijing, following the “Provisional Rules of Procedure of the Foreign Trade Arbitration Commission of the CCPIT”. The decision by the Commission shall be accepted as final and binding upon both parties.20. PATENT RIGHTS The Seller shall be liable for the losses of the Buyer again

46、st any third partys claims for infringement of patent, technical know-how, trademark, or industrial design right arising from the use of the goods or any part thereof in the Peoples Republic of China.21. APPLICABLE LAW This Contract shall be interpreted in accordance with the laws of the Peoples Rep

47、ublic of China.22. EFFECTIVENESS OF THE CONTRACT AND MISCELLANEOUS 22.1. The Contract shall become effective after the master contract becoming effective. 22.2. The Contract is made in the English language in two originals, one for each party.22.3. It is the responsibility of the Seller to arrange export license(s), if required for the goods covered by this contract from his own country at his own expense.22.4Should any of the contents of the Contract be amended and/or supplemented by mu