CONTRACT OF SALE NUMBER(销售合同编号):
CONTRACT DATE(合同日期)
TRADING AG (“Seller”), has sold and Co., LTD (“Buyer”) China hereby agrees to purchase the following material on the following specific terms and conditions:
贸易股份(“卖方”)出售，中国(“买方”)特此同意
在以下特定条款和条件下购买以下材料:
1. MATERIAL AND QUALITY（材料与质量）:
Zinc Concentrates with typical assays as below
锌精矿与典型分析如下
Zn（锌） : 45 -47% Ag（银）: 68 Grs/dmt
As（砷）:0.04% Co（钴）:0.01%
Cd（镉）:0.14% Cu（铜）: 0.04%
Cao（氧化钙）:0.27% Co2（二氧化碳）:0.70%
Fe（铁）: 10% Ge（锗）: 0.008%
Hg（汞）:0.0139% K2O（氧化钾）: 0.03%
Mn（锰）:0.03% MgO（氧化镁）:0.33%
Ni（镍）: 0.009% Na2O（氧化钠）:0.02%
Pb（铅）: 3.26% SiO2（氧化硅）: 8.5-10%
S（硫）:30.0% Sb（锑）: 0.005%
For the balance of its composition, the material shall b e free of constituent’s deleterious elements harmful to the smelting and refining process.
2. QUANTITY（数量）:
10000(ten thousand ) Dry Metric Tons, +/- 10% (plus/minus ten percent) Zinc Concentrates, in Seller’s option.
10000(一万)干吨，±10%锌精矿,在卖方选项
3. SHIPMENT（装运）:
In containers, during July 2005, subject to Seller’s receipt of fully workable Letter of Credit opened by Buyer in favor of Seller in accordance with the provisions of Clause 7 and also subject to suitable vessel/container availability. Furthermore, no vessel nomination will be done until the fully workable Letter of Credit is in place.
2005年7月通过集装箱，
4. DELIVERY（交付）:
The concentrates shall be delivered on the basis CIF (Incoterms 2000) CY Fangcheng/Beihai or main China Port to be declared timely by buyer.
All THC and other cost at the disport for buyer’s account.
货物按照CIF或港或其他中国主要港口的集装箱堆场进行交付且买方要及时知会交付地点。所有码头操作费及其他费用由买方承担。
5. PRICE（报价）:
The price of the material shall be the sum of the following payable metals:
材料的价格应为以下金属的应付款项总和:
5.A) Payable Metals（应付款金属）:
5.A.1 Zinc（锌）:
Buyer shall pay 85% (eighty five percent) of the final zinc content, subject to minimum
deduction of 8 (eight) units, at the official LME Cash Settlement quotation for Special High
Grade Zinc as published in Metal Bulletin, averaged over the Quotational Period.
买方应当支付含物的85%
5.A.2 No other metals shall be payable.
5.B) Deductions:
5.B.1 Treatment Charge (“T/C”):
The Treatment Charge shall be U.S. Dollars245.00 (two hundred forty five point zero zero) per dry metric tons of material flat CIF CY Fangcheng/Beihai or Main China port.
5.B.2 No other deductions shall be applicable.
6. QUOTATIONAL PERIOD:
6.A.1 The Quotational Period (“QP”) for zinc shall be the average of the second month following the
month of shipment (“M+2”), as evidenced by the onboard date of Bill of Lading.
6.A.2 Subject to receipt of fully workable Letter of Credit, Buyer shall, prior to the last LME
trading day before QP starts,price the total material at any time, basis QP LME price for
zinc. The minimum quantity for which Buyer is allowed to fix a price each time is 500mt.
6.A.3 However, if the material is not priced prior to the commencement of the QP, then the price
for that portion shall be fixed as per 6.A.1 above.
6.A.4 Furthermore any material priced prior to commencement of the contractual QP can be
unpriced at anytime. All valid pricing or unpricing orders will have to be issued in writing
and signed. Such pricing/unpricing orders can be carried out if Letter of Credit value
covers the outstanding value of the material at the market price of the pricing order and the
unpricing orders will be carried out only if 90% letter of Credit value covers the outstanding
value of the material at the market price at the time of the unpricing order.
6.A.5 Each time material is unpriced in accordance with Clause 6.A.4 above, Seller will be
entitled to earn a Commission of Dollars 8.00 per metric ton of material unpriced or 15%
of the gross unpricing profit, whichever is the greater. Seller shall remit any remaining
profit, after deducting the Commission, to Buyer within 7 banking days after finalisation of
this Contract.
6.A.6 The final price of the material shall be the weighted average of each of the prices fixed as
per the above provisions after taking into account any of the material, which has been
unpriced and any over/under pricing over the QP.
7. PAYMENT:
7.A.1 100% payment by irrevocable documentary Letter of Credit. Buyer shall make 90%
provisional payment in Dollars, net cash, either at sight or 90 days after sight against
Seller’s presentation of the following shipping documents:
➢Full set 3/3 Original clean on board Ocean Bills of Lading made out to order and blank endorsed, with notify party to be advised timely by Buyer.
➢Full set original certificate of insurance for 110% of the CIF material value.
➢Provisional Weight certificate indicating moisture in percentage, wet metric tons and dry metric tons, issued by Seller.
➢Provisional assay certificate issued by Seller.
➢Certificate of origin issued by Seller.
➢Provisional Invoice issued by Seller.
Payment shall be secured by way of an irrevocable documentary Letter of Credit issued by
a first Class Chinese bank nominated by Buyer to Seller and accepted by Seller and
advised through First class European bank to be advised by Seller.
Third party Letter of Credit acceptable, Buyer shall provide with LC opening
company's information promptly after signing of the contract.
The Letter of Credit shall be opened before June 27, 2005 using pre-shipment weights,
assays and prices averaged over two full calendar weeks prior to Seller’s presentation of
calculations for purpose of opening the letter of Credit plus relevant adjustment covering
110%. Such Letter of Credit shall be issued in a form and substance acceptable to Seller
and shall be payable either at sight or 90 days after onboard date of bill of lading. The
Letter of credit shall be available for negotiation and payment at the counters of any bank.
All issuing bank charges are for Buyer’s account.
All advising/negotiating bank charges for Seller’s account.