产品研发合同-英文版

GENERAL CONTRACT BETWEEN AND UNIVERSITY OF ALBERTA OF THE PACKER RUBBER FOR STAGED FRACTURING TOOL

Introduction

Accompanying with the fast growing of fracturing operation in petroleum industry in China, the usage of the staged fracturing tools will be expanded markedly.

By the invitation of Prof. Gu, University of Alberta (shall mean the Party B) will help Poly-Doctor Petroleum Technology Co. Ltd. Beijing (shall mean the Party A) to develop a packer rubber for staged fracturing tool. The site of the packer rubber manufacturing plant is selected in Alberta.

(More information please is noticed in the attachment of the Proposal of the packer rubber production line for staged fracturing tool in Alberta, Canada. Internal Order No: UAlberta-2012-11)

Parties in this Contract

Entrusting Party (Party A):

Entrusted Party (Party B): University of Alberta

116 St, 85 Ave

Edmonton, AB

Canada

T6G 2R3

Articles of Rights and Obligations of two Parties

The following articles have been discussed and agreed upon between Party A (stands for …) and Party B (stands for University of Alberta):

The scope of supply for this Contract is Party B helps Party A to build a packer rubber for staged fracturing tool (required technical specification is attached in the technical index).Party A entrusts Party B to research and develop technique proposal of a packer rubber for staged fracturing tool. The following articles are reached and abided by the both parties.

Article 1: Definitions

1.1 Technique proposal of a packer rubber for staged fracturing tool (hereinafter referred to as “the Solution”) shall mean all the required techniques to construct the general idea which will commit the attached technical index requirements in attachment. The Solution shall include all technical details of all designing schemes and experimental verification for key parameters.

1.2 "Technical documentations" shall mean all the necessary documents to design the Solution and all the verification documents that Party B will use in designing the Solution.

1.3 “R&D” shall mean research and development.

Article 2: Contents & Scopes of Contract

2.1The requirements of the Contract Solution

2.1.1 T echnical Content:

(a) Design technical proposal;

(b) Key features verification;

(c)Detailed technical requirements see technical index attachment.

2.2 The obligations of both parties

2.2.1Party B shall submit the R&D plan to Party A within two months after this

Contract comes into effect.

2.2.2With the confirmation of the both parties, within the validity of the Contract,

Party A shall designate Mr. …as P arty A’s project contact person. Party B shall appoint Mr. …as Party B’s project contact person. If any changes of the contact person occur, one party shall inform the other party based on written materials in due time. If one party fails to promptly inform the other party, it shall be held responsible for any influence or damage caused by the untimely notification during the performance of the Contract.

2.3 Delivery

Party B shall deliver the Contract Solution to Party A before November 1st 2012, which shall be in accordance with the contents as specified in the technical index of Internal Order No: UAlberta-2012-11 of the attachment of the Contract.

2.4 Assessment & Acceptance

Confirmed by the both parties, Party A shall adopt the signed standards and methods to examine and accept the Contract Solution by Party B.

2.4.1 To ensure that the Contract Solution supplied by Party B is correct, reliable and

advanced，Party A and B shall jointly perform the assessment and acceptance of the technical Solution and core parameters in accordance with the provisions of items 2.1 - 2.3 of the Contract and technique attachment. If the technical Solution are qualified, both parties shall jointly sign a certificate of acceptance in two copies, one for each party.

2.4.2 If the Solution is not able to meet the requirements of the Contract, both parties

shall hold friendly discussions to analyze the reasons and take measures to correct any defect and prepare for the second assessment and acceptance of the Contract Solution, and the second assessment shall be delivered to Party A after 120 days of the date of Delivery. If the Solution are still not qualified after the second assessment and acceptance and the responsibility lies in Party B ,Party B shall be responsible for all the losses thus caused, Party A shall have the right to terminate the Contract and