CONTRACT

合同

No. (合同号）: ？

买方：？

卖方：？

This 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:

按照下列条款，买方同意购买，卖方同意出售下述货物。买卖双方特立约如下：

1.价格、数量及技术规范Pricing and Specification:

2.PACKIN G: To be packed in new strong wooden case(s) /carton(s) or in container(s), suitable for long distance ocean/parcel post/air freight transportation and to change of climate, well protected against rough handling, moisture, rain, corrosion, shocks and anti-frozen.The Sellers shall be liable for any damage of the commodity and expenses incurred on account of improper packing and for any rust attributable to inadequate or improper protective measures take by the packing（.包装：产品用坚固的包装，适于长途海洋运输/邮寄/空运及气候的变化，能够防湿、防潮、防腐蚀、防震、防冻。）卖方应对包装不良导致的货损负责。

3.SHIPPMENT TERMS :CIF ALGER BY AIR ；transshipment and partial shipment is allowed；POD：BEIJING,CHINA

4.Delivery terms：Delivery within 70days after the date of the contract.Should the supplier fail to make delivery on time, with the exception of Force Majeure ,the rate of penalty is charged at 0.1% for every 10 days.

5..Insurance：Insurance shall be covered by the supplier for 110% of the invoice value against all risks.

6.PAYMENT TERMS: Payment shall be effected within 10 days after receiving the documents of belows( term 7).

7.DOCUMENTS:

(1)Full set of clean on board ocean bills of lading marked“Freight Prepaid”and

consigned to the Buyers.

(2)Invoice in one original and 3 copies indicating Contract number and

shipping mark,made out in details as per the contract.

(3)Weight Memo/Packing List in one original and 3 copies ,issued by the

Manufacturers.

(4)Insurance Policy or Certificate in the original and 3 copies Covering 110% of

invoice Value against ALL Risks,War Risks.

8.GUARANTEE OF QUALITY:

The Sellers guarantee that the commodity hereof is made of the best

materials wity first class workmanship brand new and unused,and complies in all respects with the quality and specification stipulated in this contract.The guarantee period shall be 12 months counting from the date on which the commodity arrives at the port of destination.

9.CLAIMS:

Within 90 days after the arrival of the goods at destination, should the quality, specifications, or quantity be found not in conformity with stipulations of the contract except those claims for which the insurance company or the owners of the vessel are liable, the Buyer shall, on the strength of the Inspection Certificate issued by the China Commodity Inspection Bureau, have the right to claim for 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

10. FORCE MAJEURE:

The Sellers shall not be held responsible for the delay in shipment or non-delivery of the goods due to Force Majeure,which might occur during the process of manufacturing or in the course of loading or transit.The Sellers shall advise the Buyers immediately of the occurrence mentioned above and within fourteen days thereafter,the Sellers shall send by airmail to the buyers for their acceptance a certificate of the accident issued by the Competent Guvernment Authorities where the accident occurs as evidence thereof.

Under such circumstances the Sellers,however,are still under obligation to take all necessary measures to hasten the delivery of the goods.In case the accident lasts for more than 10 weeks,the Buyers shall have right to cancel the contract.

11.ARBITRATION:

All disputes in connection with this Contract or the execution therof shall be settled friendly through negotiations.In case no settlement can be reached,the case may then submitted for arbitration to China Foreign Economic and Trade Arbitration Committee in accordance with the Provisional Rules of Procedures promulgated by the said Arbitration Committee.The Arbitration shall take plce in Beijing and the decision of the Arbitration Committee shall be final and binding upon both parties;neither party shall seek resource to a law court or other authorities to appeal for revision of the decision.Arbitration fee shall be borne by the losing party.Or the Arbitration may be settled in the third country mutually agreed upon by both parties.

12. EFFECTIVENESS OF CONTRACT:

This contract shall come into force from the date of signature of this contract by both parties.

13. SPECIAL PROVISIONS

Unless otherwise stipulated in this contract, the terms and conditions of this contract shall be interpreted in accordance with INCOTERMS 2000 provided by International Chamber of Commerce. Chinese language in this contract shall have priority in interpretation.