Sales contract sample

					         NANTONG DONGHAI MACHINE TOOL CO., LTD
        ADD: No.118 Southwest Road Libao Town, Hai’an County,Jiangsu, P.R. China Zip:226631
                      Tel:0086-513-88289666 Fax:0086-513-88281009
                       e-mail:yl@ntdh.com.cn http:// www.ntdh.com.cn



                                      Sales Contract
                                                                               No.: ntdh-vnid07001
                                                                              Date : May 12th, 2007


     The Buyer: VIETNAM INDUSTRIAL DEVELOPMENT JOINT STOCK COMPANY
     Address: Floor 2 No 73, Nguyen Hong Street, Lang Ha Ward, Dong Da District, Hanoi, Vietnam
     Tel: 84-4 2753268
     Fax: 84-4 2753265
     Represented by: Mr. Thai Van Quyen – Director


     The Seller: NANTONG DONGHAI MACHINE TOOL CO., LTD
     Address: No.118 Southwest Road Libao Town, Hai’an County, Jiangsu, P.R. China
     TEL: 0086-513-88289666
     FAX: 0086-513-88281009
     Represented by: Mr. Alen Yung -Manager

     The Contract is made by and between the Buyer and the Seller, whereby the Buyer agrees to buy and
     the Seller agrees to sell the under – mentioned commodity according to the terms and conditions
     stipulated below:


     ARTICLE 1 – SCOPE OF THE CONTRACT:
     1.1 Description of goods, quantity and price :


No     Description of goods              Model             Unit price (USD)      Q’ ty (set)      Amount
                                                            CIF Hai Phong                          (USD)

1        QC11Y hydraulic            QC11Y-16x6000              54,500.00             01           54,500.00
        Guillotine Shearing
             Machine




                                                                                                    1
2    WE67Y Hydraulic Press          WE67Y-600/6000               88,500.00              01           88,500.00
           Brake



3   Cutting blade for QC11Y-                                      125.00                02            250.00
            16X6000



4    Press brake for WE67Y-                                       130.00                02            260.00
             600/6000



                                    Total amount (USD)                                              143,510.00
SAY U.S DOLLARS ONE HUNDRED FORTY THREE THOUSANDS FIVE HUNDRED AND TEN ONLY.




    1.2    Specifications :            Specifications and standard equipments of contracted
                                       machines are specified in attached Appendix 01 of this
                                       contract
    1.3    Quality :                   The machine must be produced in 2007. All contracted goods
                                       must be 100% brand new.
    1.4    Manufacture :               NANTONG DONGHAI MACHINE TOOL CO.,LTD.
    1.5    Country of origin :         China.
    1.6    Contract value:             USD 143,510(one hundred forty three thousands five hundred
                                       and ten US Dollars only).


    ARTICLE 2: PACKING / MARKING:
    2.1   The packing is based on the manufacture’s export standard and the packing has to guarantee the
          safety of long term transport.
          Some parts of the painting need to be repaired at the buyer’s factory.
    2.2   The Seller must be responsible for any damage or breaking of the goods until the moment goods
          are delivered to the Buyer at CIF HAI PHONG (HAI PHONG PORT) due to inadequate
          packing, due to rust arising form not enough protection through grease applying and due to
          damage from not enough protection from humidity.
    2.3   Marking : VNID - NTDH0705




                                                                                                       2
ARTICLE 3 – DELIVERY:


3.1 Time of delivery: The shipment of all the commodities of this contract will be ready around 75
    days since the date L/C is issued.
3.2 Term of Delivery: CIF HAI PHONG. ( HAI PHONG PORT) – HAI PHONG – Vietnam
3.3 The Seller has to transport cargo from the factory to HAI PHONG PORT and be responsible for
    all kinds of CIF HAI PHONG charges
3.4      Five (05) days before releasing cargo ex- factory, the Seller must inform the Buyer Plan of
        transport cargo to HAI PHONG PORT and date cargo is ready at HAI PHONG PORT.
3.5      Transshipment: Allowed.
3.6      Partial shipment: Allowed.
3.7      Within three ( 03) working days after releasing cargo ex- factory , the seller must send the
        following documents to the Buyer by carrier :
       - 01 original signed and stamped Commercial Invoice, showing description of goods, unit price,
            and total amount in USD.
       - 01 original detailed packing List giving detailed description of goods, dimension, net weight
            and gross weight.
       - 01 Certificate of Quality and Quantity issued by the manufacture.
3.8     Within 5 days after the contract signed, the Seller will send foundation drawings and drawing of
        Counter weight to the Buyer by fax to serve the installation and machine. All these technical
        documents must be written in English or English and Chinese.

ARTICLE 4 – PAYMENT:
4.1.     Within five (05) working days after signing the contract, the Buyer shall open the L/C at sight
         in USD with 100% contract value for the seller after signature of contract.

         BANK NAME:THE INDUSTRIAL AND COMMERCIAL BANK OF CHINA
         NANTONG BRANCH
         BENEFICIARY:NANTONG DONGHAI MACHINE TOOL CO.,LTD
         ADD:No.118 Southwest Road Libao Town, Hai’an County, Jiangsu, P.R. China
         TEL:0086-513-88289666
         BENEFICIARY A/C NO.:1111120109914120754
         SWIFT CODE:ICBKCNBJNTG


4.2      Payment of 100% contract value shall be made upon presentation of the following Documents to
         the Issuing bank by the Seller:(This is L/C international article)
             - 02 original signed and stamped Commercial Invoice, showing description of goods, unit
                  price, and total amount in USD.
             - 02 original detailed packing List giving detailed description of goods, dimension, net
                  weight and gross weight.


                                                                                                           3
          -   01 copy Certificate of Origin issued by Chamber of Commerce of China.
          -   02 original Certificate of Quality and Quantity issued by the manufacture.
          -   The original Bill of Loading
          This item should be prepared according the requirements on the L/C.
4.3 L/C shall be valid in 96 day from the data of L/C issuing.
4.4 All document sets for payments shall be made in English and all transferred via the bank by which
the buyer opens the L/C and these Bonds and documents must be accepted by the Buyer and the
Seller.
4.5 All bank charges outside Vietnam are for the Seller’s account.


ARTICLE 5: INSTALLATION, COMMISIONING AND TRAINING:
5.1 Within 5 days after receiving the Buyer’s notification in paper, the Seller will send 04 skilled and
experienced experts to Vietnam to supervise, train technicians and workers of the end-user’s in
assembling, operation, commissioning of the machines and accessories.
 - The Buyer will bear visa application fee, two-way air tickets for 03 of 04 above mentioned experts
and will bear expense for the trip within Vietnam including accommodation boarding local travel for
04 experts.
- The Seller will bear visa application fee, two-way air tickets for 01 of 04 above mentioned experts
and any salary for the Seller’ s experts.
 - Time of supervision and training duration in Vietnam plan to be within 5-10 working days, the
buyer will help to prepare the necessary tool.
5.2 After the commissioning and trading period, Protocol of goods Handover will be signed by the
    Buyer, the End -user and the Seller.


ARTICLE 6 – WARRANTY AND AFTER SALE SERVICE:
6.1 Duration of warranty of the machine (except any consumable parts and standard accessories
proposed in Appendix 01 of this contract) is 12 months from the date Protocol of Goods Handover is
signed.
6.2 The Seller is responsible for setting and bearing all charges and expenses related to the costs for
workmanship and materials caused from faulty designed of the machinery and /or poor workmanship
within the period of warranty.
6.3 In case of endeavor, the Buyer must notify the Seller by cable or writing. At the Buyer‘s decision
of its necessity and time for the troubles caused by the manufacture‘s faults, the Seller has to send its
technicians to the site to check it ,repair and make the minutes on troubles reason in time after sending
the cable.


ARTICLE 7 –ARBITRATION:
7.1 Throughout the execution course of this contract, all disputes shall be settled by negotiation
between both parties.
If the both parties not to reach the amicable agreement, disputes shall be referred to the China Council
for the Promotion of International Trade Nantong Branch. All awards of arbitrators shall be final and
binding on both parties.
7.2 The fee for arbitration and the other charges shall be borne by the losing party.


                                                                                                           4
ARTICLE 8-PENALTY:
Except cases stipulated in Article 9 , in case of delay in goods delivery , the penalty for mentioned
delays shall be counted in the amount of 0,3% of the contract value for each completed week of delay .
However , total delay time should not exceed 01 month after the latest delivery time mentioned in this
contract otherwise the Buyer has right to terminate this contract and all arising cost and damage
caused by this delay will be borne by the Seller .

ARTICLE 9- FORCE MAJEURE:
9.1 War, fire, floods, and earth wakes… which may be occurred in equipment manufacturing country
and in Vietnam shall be considered as force majored.
9.2 If force majored situation arise, the Sell err should notify the Purchaser in writing of such
condition with the certification of the local authority in power within 07 days. Beyond this period, the
event shall not be considered as force majored.
9.3 If there is not direct reply in writing of the Buyer, the Seller will continue to execute his
    obligations as stipulated in this contract in possible abilities and seek for any countermeasure in
    order to excite the contract. The delay time of force majored will be counted in equipment
    acceptance and handover time.


ARTICLE 10- GENERAL REGULATIONS:
This contract comes into effect since the date the seller receives L/C payment order by fax. Any
amendment and addition clause to these conditions shall be valid only if made in written form and
duly confirmed by both parties.
The present contract was made in English at May 2007 in duplicate of equal force two of which are
kept by each party.




FOR THE SELLER                                                           FOR THE BUYER




                                                                                                       5
                                          APPENDIX 01
                              (CONTRACT NO: VNID-NTDH 05/07)


I . Specification of HYDRAULIC GUILLOTINE SHEARING MACHINE.
Features on the QC11Y Hydraulic Guillotine Beam Shearing Machine
+Steel welded structure,
+Guillotine beam design
+Integration hydraulic system
+SIEMENS/SCHNEIDER main electric elements
+Electric back gauge with trimming and mechanical digital display
+Manually blade clearance adjustment
+Variables shearing angle
+Time delay relay controlling stroke
+Counter controlling the number of shearing
+Standard front extensive arms
+Foot pedal

1 . M a i n P a r a m e t e rs f o r Q C 1 1 Y- 1 6 x 6 0 0 0 S h e a r i n g M a c h i n e
1          Max.Shearing thickness                 M.S              16        mm
2               Shearing width                           6000                mm

3                Plate strength                           450               N/mm2

4               Shearing angle                          0.5-2.5º

5           Max.back gauge range                         1000                mm

6                   Strokes                              5-20                min-1

7         Distance between Uprights                      6230

8                 Blade length                           6150                mm

9                 Table height                           1040

                                  Model                  Y225S-4/B5

10   Electromotor                 Power                   37                 KW

                                  Rev                    1480                r/min

11     Electromotor               Model                  Y802S-4




                                                                                              6
             for                  Power              0.75         KW
         Back gauge
                                   Rev              1500          r/min

                                  Model             NB5-G80F or NT5-G80F

12       Gear Pump                 Flux              80           L/min

                              Pressure               32           Mpa

                                  Length            6670

13       Dimension                Width             2550           mm

                                  Height            3054

14         weight                 About             36000          Kg
2. Standard accessories for HYDRAULIC GUILLOTINE SHEARING MACHINE.
                                      Model: QC11Y-16x6000
Packing List
1. Main machine: QC11Y-16x6000 Shearing Machine one unit
2. Electric box key: one set
3. Food pedal: YDT1-11 one unit
4.    Bolt: M24x5000 four sets
5.    Spanner: one sets
6.    Thickness gauge: one unit
7.    O seal: 12x1.9 four
8.    O seal: 22x2.5 two
9.    O seal: 24x2.4 eight
10.   O seal: 35x3.2 two
11.   O seal: 60x3.5 eight
12.   O seal: 70x3.5 one
13.   Gasket: diameter 14mm one
14.   Gasket: diameter 16mm two
15.   Gasket: diameter 27mm six
16.   Gasket: diameter 33mm three
17.   Gasket: diameter 42mm three




                                                                           7
II . Specification of HYDRAULIC press brake MACHINE.
1 . M a in Pa ra me t e rs f o r W E6 7 Y - 6 0 0 /6 0 0 0 P re s s B ra k e

      1                  Nominal Pressure                       6000            KN

      2              Length of Working table                    6000           mm

      3    Distance between uprights                            4600           mm

      4                     Throat depth                        500            mm

      5                     Ram Stroke                          300            mm

      6                     Open height                         700            mm

      7                  Stroke adjustment                      180            mm
                                       Approach
                                                                 80            mm/s
                                        speed
      8      Ram stroke speed          Working speed              8            mm/s

                                      Returning speed            70            mm/s

                                           Model                      NB5-G80F

      9    Crescent gear pump                Flux                80            L/min

                                           pressure              32            Mpa
                                           Model                      Y225M-4/B5

     10        Electromotor                Power                 45            KW

                                             Rev                1480           r/min

                                           Length               6100           mm

     12         Dimension                  Width                3430           mm

                                           Height               5620           mm

     13           weight                   About               58000            kg


2. Standard accessories for HYDRAULIC press brake MACHINE.



                                                                                       8
                                    Model: WE67Y-600/6000
Packing list
1. Main Machine: WE67Y-600/6000 one
2. Foot pedal: one
3. Bolt: M45x800 eight sets
4. Control panel key: two units
5. Electric box key: two units
6. Front extensive arm: one group
7. O seal: 11x1.9 GB1235-76 nine
8. O seal: 20x2.4 GB1235-76 ten
9. O seal: 25x2.4 GB1235-76 two
10. O seal: 35x3.1 GB1235-76 four
11. O seal: 45x3.1 GB1235-76 two
12. Gasket: diameter42   two
13. Gasket: diameter22   three
14. Gasket: diameter14   three
15. Gasket: diameter33   two
16. Gasket: diameter60   two



FOR THE SELLER                                              FOR THE BUYER




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