Contract for Exporting Mining Equipment

Contract No. _

This Contract is made and entered into on the 15th,Oct. in Sulaiminiyh by and between Mass Iraq Cement Co,Ltd ( as the Buyer) and China Jiangsu Grand Economic Devolpment Co.,Ltd. a company incorporated under the laws of China(hereinafter referred to as the seller).

Whereas, the Buyer desires to engage the Seller to provide the Mining Equipment, all related design, technical document, technical service and technical training and to obtain from the Seller a license of know- how and other technical information in relation with the Equipment 'dsesign, erection, commissioning, operation and maintenance. Now it is hereby mutually agreed as follows:

Article 1 Definitions

1.1“ Acceptance ” means the Buyer accepted the Eqtu i npmacecnordance with Article xx.

1.2“ Commissioning ” means the operation of the Equipment in accordance with Article 9.4 for the purpose of carrying out Performance Test.

1.3“ Contract m”eans this Contract signed by and between the Buyer and the Seller, including Appendices attached which shall form an integral part of this Contract.

1.4“ Effective Date of the Contract ” means the date when the Contract enfotercrseiunptoon fulfillment of all the conditions stated in Article 16.1.

1.5“ Equipment ” means the equipment, machinery, instruments, spare parts and materials supplied by the Seller as listed in Appendix 3.

1.6“ Erection ” means the installation of the Equipment including placing and connectinpgarts to their positions according to the design drawing.

1.7“Job Site ” means the site where the Equipment shall betelodc a nd/or erected, namely Mass Iraq Cement Plant.

1.8“ LastShipment ”means the shipment with which the accumulated invoice value of shipped

goods has reached 100 percent of the total the Equipment price.

1.9 “ PerformanceTest ”means the tests for examining whether the Equipment is able to meet guarantee figures .

1.10 “ Technical Document me ”ans the technical indices, specifi cations, drawings, manual and instructions related to the design, erection, test-run, commissioning, acceptance, operation and maintenance of the Equipment to be provided by the Seller.

means the technical instruction, aesasnisdtagnucidance rendered by the

Seller. ” means the trainingbyretnhdeeSr e dller.

1.13 “Test Run ” means the initial run of a single machine or the whole system of the Equipment without materials.

1.14 “ WarrantyPeriod ”means the period of the warranty given by the Seller as specified in Article 10.2, during which the Seller is responsible for the defects of the Equipment as per Article 10. Article 2 Scope of the Contract

2.1 The Seller 's Obligation

2.1.1 The Seller shall supply the Equipment and spare parts, provide the design, Technical Document, and conduct the Technical Service and Technical Training, and grant a non-exclusive and non-

transferable right to use the know-how and other technical information related to the Equipment 's design, Erection, Commission, operation and maintenance.

2.1.2 The Seller shall procure and supply the Equipment and spare parts which is listed in Appendix , the specification is detailed in Appendix .

2.1.3 The Seller shall provide design in respect to the Equipment and submit to the Buyer the Technical Document .

2.1.4 The Seller shall conduct the Technical Services at the Job Site.

1.11 “ Technical Service

1.12 “ Technical Training