BRIGHT RUBY RESOURCES PTE LIMITED 铁矿石采购CFR Contrac合同

CONTRACT FOR SALE AND PURCHASE OF ******* IRON ORES

between

XXXXXXXXXXXXXXXX

and

Dated:

CONTRACT FOR SALE AND PURCHASE OF

INDIAN IRON ORE FINES

Contract No.：xxxxxxxx

This Contract is made on*****, 2012by and between ***********(hereinafter called "Seller") and Bright Ruby Resources Pte limited (hereinafter called "Buyer"), whereby Seller agrees to sell to Buyer and Buyer agrees to buy from Seller Iron Ores on the following terms and conditions.

Article 1. DEFINITION:

In this Contract the following terms shall, unless, otherwise context requires, have the following meanings:

(1)"Metric ton" means one thousand (1,000) kilograms.

(2)―Wet metric ton‖ or ―WMT‖ means a metric ton determined on wet basis. ―Dry metric ton‖ or

―DMT‖ means a metric ton of Ore on dry basis. ―Wet basis‖ or ―Natural wet basis‖ refers to fines in natural wet state. "Dry basis" refers to Fines dried at 105 degrees centigrade.

(3)"Dollar(s)" or the sign "$" and "Cent(s)" or the sign "¢" respectively mean dollars and cents in the

freely transferable lawful currency of the United States of America.

(4)―Iron Ore Fines‖ or ―Ore‖ mean the processed iron ore Fines.

Article 2. COMMODITY:

****** Iron Ore Fines

Country of Origin: *******

Packing: In bulk

Partial Shipment: Not Allowed

Combines shipment: Not allowed

Transshipment: Not Allowed

Article 4. SHIPMENT PERIOD:

Laycan:

Latest date of shipment: *******

Article 5. LOADING AND DISCHARGING PORT:

Loading Port ：****************

Discharging Port ：**********port, P.R.China (or any main Chinese port at buyer’s option)(The final discharging port shall be declared by Buyer upon the vessel passes the Singapore, or within 5 working days after the date of vessel sail out from loading port.)

Article 6. GUARANTEED SPECIFICATIONS:

(1) Chemical Composition: (on the dry basis)

Iron (Fe) 58.00% basis/ 57minimum

Below 57.00% Rejection

Alumina (Al2O3) *.00% maximum

Silica (SiO2) *.00% maximum

Sulphur (S) 0.0*% maximum

Phosphorus (P) 0.0*% maximum

(2)Free Moisture Loss at 105゜Centigrade: 10.0% maximum

(3)Physical Composition: (on natural basis)

0mm — 10mm **% minimum

Oversize +10mm **% maximum

Undersize －0.15mm **% maximum

Article 7. BASE PRICE:

USD**** PDMT CFR FO *****, P.R.CHINA, BASED ON 58% FE ON THE DRY BASIS IN RESPECT OF FINES, FRACTION PRO RATA, and adjusted if applicable under article 8 below(Such price already includes the taxes and duties levied in country of origin, if any subsequent tax/duties increase levied, it shall be borne by the Seller itself)

Article 8. PRICE ADJUSTMENT:

A)FE content

In respect of the shipment of iron Ore which does not meet the FE specification set forth in Article 6, the base price referred to in Article 7 shall be adjusted in accordance with FE content as determined pursuant to the provision of Article 10 as follows:

1)If Fe above 58.00%, the base price shall be increased by US$2.50per DMT for each 1% of Fe,

fraction pro rata.

2)If Fe below 58.00%, down to and including 57%, the base price shall be decreased by

US$4.00per DMT for each 1% of Fe, fraction pro rata.

3)If Fe content is below 57%, the price adjustment as mentioned above in this Article is not

applicable. Instead, in this case, the Buyer is entitled to reject the Ore if FE content is below 57% either basis loading port analysis arranged by Seller or Buyer’s loading port analysis at loading port or CIQ certificate arranged by Buyer at discharging port. Without prejudice to Buyer’s rights of reject the cargo, both parties shall discuss and negotiate a new price in amicable manner to settle this off-spec cargo. If no price agreement can be reached within 5 working days upon the date of CIQ certificate is provided by Buyer to Seller, then Buyer’s right of rejection shall be exercised in such manner:

a)Within 10 working days upon the date of CIQ c is provided by Buyer to Seller, the Seller

should refund and/or repay to the Buyer all the incurred payments and costs to exchange

the relevant shipping documents. Seller agrees that the Buyer is entitled to retain the Ore

at Seller’s risk until the Buyer has been fully reimbursed by the Seller of all the payments

and costs, including but not limited to the provisional payment paid under letter of credit

by the Buyer, L/C opening charges, negotiation banking charges, insurance, port

disbursement, storage charges, customs VAT, and pro-rated interest at [ 3.5 ]% per