Buyer: Contract No.:
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Buyer:
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Contract
No.:
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Seller:
Shenyang Taiyu Machinery & Electronic Equipment
Co., Ltd
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Date
of signature:
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1.
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Supply
scope
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For
details, refer to “Attachment I”.
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2.
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Technical
Standard of Goods
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For the
plate heat exchanger, the standard GB16409-1996 is implemented.
For the
plate heat exchanging set, the standard CJ/T191-2004 is
implemented.
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3.
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Warranty Clauses
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3.1 The
seller must guarantee that the design, manufacture and material of the provided
goods are proper and can meet the requirements of national technical standards
and "Attachment I".
3.2 The
warranty period of the warranty clauses is 12 months beginning from the
delivery.
3.3
In the conditions of item 3, within the warranty period, if the buyer finds the
quality defects of the goods which are not the responsibility of the seller, the
buyer can require the treatment from the seller within 7 days. The buyer is
liable to keep the loss from occurring and increasing. Or the seller is not
responsible for the compensation of the increased loss.
3.4 Received
notice of the quality of the buyer, the seller shall repair or change the goods
with quality problems in 7 working days after receiving the quality notice, and
the buyer shall provide the necessary assistance.
3.5 The
seller is not responsible in the following condition:
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3.5.1
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The
damages of goods which are caused by the modification by the buyer or the
third part without the agreement of the seller in
advance;
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3.5.2
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the
damages of goods which are caused by the operations, maintenances and
services of the buyer or the third part without the coherences of the
instruction, guidance, requirement the operating manual and specifications
supplied by the seller;
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3.5.3
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The
damages caused by the responses of the buyer or the third part such as the
accident and the dereliction of
duty.
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3.6 In
no event of default by the buyer, the seller shall provide the guarantees in
item 3.1 to item 3.4 freely. If the repair or replacement of the
goods in the conditions of item 3.5.1 to item 3.5.4, the seller can require all
the costs of the actual amount, such as the costs of service charges,
maintenance and materials, etc.
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4.
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Delivery
Methods and Acceptance of Goods
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4.1 Delivery
methods: FOB on the location specified by the Customer (not responsible for the
unloading and installation of the product).
4.2 The
seller can contact the delivery units and deliver the goods with the truck
transport or railway transport after being authorized by the buyer. Freight and
transportation risk shall be of the buyer's responsibilities. The seller is
responsible for the loading of the finished products at the plant. The
transportation of the goods in the contract shall be: truck
transport.
4.3 The
buyer shall accept the goods in 15 days after receipt of the goods. And the
buyer shall inform the seller in written form within 20 days after the receipt
of the goods if there is any problem with the received goods. Otherwise the
acceptance shall be considered to be qualified.
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5.
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Payment and Term
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The buyer
shall pay 30% of the total contract amount to the seller within five working
days after the sign of the contract; the seller must immediately start the
production after receiving the down payment. The buyer shall pay the rest
contract amount 5 days before delivery and within 60 days after the signing of
the contract.
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6.
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Dispute
Resolution
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6.1 Any
disputes on the contract and its attachments shall be immediately resolved with
friendly consultation. If one part requests a consultation by a written notice
to the other party, the other party shall immediately start consultation. If the
dispute has not been resolved after written notice is given 20 days, either
party have the right to sue at the local People's Court of
Shenyang.
6.2 In
the negotiation and litigation process, in addition to the controversies, the
two parts shall continue to fulfill their obligations in the contract except the
controversial part.
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7.
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Compensation Agreement and Return
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7.1 Delay
in delivery: if the seller can not deliver the goods in accordance with the
provisions of the contract on time, the seller shall compensate for the buyer.
The compensation for every month’s delay shall be the [2] % of the price of the
delayed goods and the total amount of the compensation can not exceed the [5] %
of the price of the delayed goods. Once the seller agrees to pay compensation,
the buyer shall not refuse to accept the goods for any reason. The delay in
delivery due to the force majeure is not compensable.
7.2 The
delayed collection or delayed payment: for the delayed collection of the goods,
with the exception of force majeure reasons, the buyer shall pay the seller the
goods storage cost with [1.5%] of the contract amount monthly. For the delayed
payment, the buyer shall pay the seller [2 ‰] of the contract amount as the
compensation payment each day; the seller can suspend the shipment and services
as well as cancel the contract if the delayed payment date exceeding 60
days.
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7.3 Return
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7.3.1
For the common standard products without any quality problem, use and
broken packaging, when the buyer requires the return for special reasons,
the seller can deduct the [50%] of the amount for the accepted returns
after the storage acceptance for returned goods is approved. The cost of
shipments in return shall be charged by the
buyer.
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3
Return
deadline: Within 10 days after the collection of goods by the
buyer.
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7.3.2
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The
seller can deduct the [50%] of the return costs from the contract amount
if the buyer requires the return of the uncollected goods in the
collection time stipulated in the
contract.
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8.
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Indirect Loss
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In any
case, the seller is not responsible for the indirect losses caused by the sign
and the performance of the contract as well as the use of the goods in the
contract.
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9.
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Liability
Limitation
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In any
case, the maximum of the seller's compensation liability is 5% of the contract
amount.
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10.
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Validity
of the Contract
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The
contract shall be valid after the contract is signed by both authorized
representatives.
The
contract is valid from the effective date of the contract to the expiration and
the time when the buyer makes all the payments.
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11.
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Intellectual
property rights and technical
secrets
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The
relative intellectual property rights and technical secrets of the goods in the
contract, including but not limited to, product design, technical documents,
drawings and so on, belong to the seller. The buyer shall have the duty of
confidentiality, shall not copy any of the above information and shall not
disclose them to any third parties.
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12.
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Other
Clauses
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12.1 The
contract is made out in six duplicates, and each Party shall hold three copies
of the text.
12.2 Any
modification or addition of this contract takes effect only when it is signed in
written form by the authorized representatives of the both parts.
12.3 Any
notice, requests and letters related to the contract must be in written
form.
12.4 All
the attachments of the contract are the components of the contract and have the
same legal effect with the clauses in the contract.
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Buyer:
Representative：
Address：
Tel：
Fax：
Post
code：
Tax
registeration No.:
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Seller:
Shenyang
Taiyu Machinery & Electronic Equipment Co.,
Ltd
Representative:
Address: ▇▇-▇
#, ▇▇▇
▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇
Tel: (
▇▇▇▇ ) ▇▇▇▇▇▇▇▇
Fax: (
▇▇▇▇ ) ▇▇▇▇▇▇▇▇
Post
code： 110027
Depositary
bank: Shenyang Economic and Technological Development Zone
Branch
of Agricultural Bank of China
Account
No.：06-182001040008276
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5
Attachment
I: Supply Scope
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No.
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Product
name
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Type
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Quantity
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Unit
price （￥）
(with
VAT)
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Total
price（￥）
(with
VAT)
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1
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|||||
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2
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|||||
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3
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Total
price（with
VAT） ￥
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The total
sale price is ￥ ，RMB
which includes the packaging cost excluding Freight and insurance. We will
manufacture strictly in accordance with the manufacturing process, perform the
strict test before delivery and supply a complete test report.
Date of
delivery：
____, 2008