纯英文购销合同

CONTRACT

CONTRACT NO. : OT-LBY-20130126 DATE: JAN 26, 2013

THE BUYER: XXXXXXXXcompany

Add: XXXXXX

Tel:

THE SELLER:

Address: XXXXXXXXXXX LIBYA

Tel: XXXXXXX Fax: XXXXXX

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:

2. PACKING: To be packed in new strong wooden case(s) or in carton(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 Seller shall be liable for any damage and loss of the commodity and expenses incurred on account of improper packing and for any rust attributable to inadequate or improper protective measures taken by the Seller in regard to the packing. One full set service and operation instructions concerned shall be enclosed in the case(s). Shipping marks is as following:

XXXXX-20130126

XXXXXXXX

3.TIME OF DELIVERY: Till 1 weeks CIF after contract signature

4. DESTINATION AND TRANSPORTATION:

XXXXXXX company

XXXXXXX

Tel:XXXXXX

Consignee:XXXXXXXXX

Transportation: LAND TRANSPORT to XXXXX

5.INSURANCE:Under CIF terms, insurance shall be effected by the Seller with Buyer as the beneficiary for 110% of

invoice value of the goods shipped against all risks.

6. PA YMENT:50% in advance with the order , balance by bank remittance at receipt and inspection of the spare

parts

7. DOCUMENTS:

(1) Bill of Lading / Airway Bill

(A) In case of sea-freight:

Three original clean on board ocean bills of lading marked ""Freight Prepaid ", Contract No. and shipping mark

made out to consignee and blank endorsed, notifying the Buyer with typing its complete address and

telephone number.

(B) In case of airfreight:( N/A)

One original and one copy of airway bill mar ked "Freight to Collect (FCA)”/”Freight Prepaid (CIP and CPT)”,

Contract No. and shipping marks and consigned to the Buyer.

(2) Invoice signed in 2 originals and 2 copies indicating Contract No. and shipping mark (In case of more than one

shipment, the invoice shall be issued separately), made out in details as per the relative contract.

(3) Packing List in 2 originals and 2 copies issued by the manufacturer with indication of shipping weight, number of

package and date of corresponding invoice.

(4) Certificate of Origin in one original and two copies.

(5) One copy of e-mail to the Buyer advising particulars of shipment immediately after shipment is made as per the

stipulations of Clause 7. In addition, the Seller shall, within 7 days after shipment, send by registered airmail one set of the aforesaid documents directly to the Buyer.

8. GUARANTEE OF QUALITY/ INSPECTION:

The Seller guarantees that the commodity hereof is complete Original spare parts for geophysical equipment made by the best materials with first class workmanship, brand new and unused, and complies in all respects with the quality, performance and specifications stipulated in this contract and conforms to the technical manuals of the commodities contracted. Should the quality and specifications of the goods be not in conformity with contract, the Buyer reserves the right to cancel the contract and to claim against the Seller for all of losses arising therefrom. 9. SHIPPING ADVICE:

The Seller shall, immediately upon the completion of the loading of the goods, advise by fax/telex the Buyer of the Contract No., commodity, quantity, invoiced value, gross weight, name of vessel and date of sailing, etc.. If any package of which the weight is above 9 metric tons and dimensions reach or exceed 12 meters in length, 2.7 meters in width and 3 meters in height, the Seller shall advise the Buyer of the weight and measurement of each package.

The detail of inflammable and dangerous goods if any, shall also be indicated. In case the Buyer fails to arrange insurance in time due to the Seller not having informed in time, all losses resulting therefor shall be borne by the Seller.

10. CLAIMS:

Within 90 days after the arrival of the goods at destination, should the quality, specifications, or quantity be found not in conformity with the stipulations of the contract, the Buyer shall have the right to claim for replacement with new goods, or for compensation, and all the expenses (such as inspection charges, freight, insurance premium, storage and loading and unloading charges, Customs service charges and etc. for returning the goods to the Seller and for sending the replacements to the Enduser’s plant site) shall be borne by the Seller. As regards quality, the Seller shall guarantee that if, within 18 months from the date of arrival of the goods at destination, damages occur in the course of operation by reason of inferior quality of bad material or bad workmanship, the Buyer shall notify the Seller immediately in writing and put forward a claim supported by Inspection Certificate issued by local Inspection Branch of the State Administration for Entry-Exit Inspection and Quarantine of Algeria.

The Certificate so issued shall be accepted as the base of a claim. The Seller, in accordance with the Buyer's claim shall be responsible for the immediate elimination of the defect(s), complete or partial replacement of the commodity or shall devaluate the commodity according to the state of defect(s). Where necessary, the Buyer shall be at liberty to eliminate the defect(s) himself at the Seller's expenses. If the Seller fails to answer the Buyer within one month after receipt of the aforesaid claim, the claim shall be regarded as having been accepted by the Seller.

11. FORCE MAJEURE:

Neither party shall be held responsible for failure or delay to perform all or any part of this Contract due to war, serious fire, flood, typhoon and earthquakes or other events that are unforeseeable at the time of the execution of this Contract and could not be controlled, avoided or overcome by such party. However, the party who's performance is affected by the event of Force Maijeure shall give a notice to the other party of its occurrence as soon as possible and

a certificate or a document of the occurrence of the Force Majeure event issued by the Competent Government

Authorities, or the Registered Notary Public shall be sent to the other party not later than fourteen days after its occurrence. Under such circumstances, however, either party is still under the obligation to take all necessary measures to expedite the execution of the contract. In case the accident lasts for more than 10 weeks, either party shall have the right to cancel the contract.

12. LATE DELIVERY AND PENALTY:

Should the Seller fail to make delivery on time as stipulated in the contract, with exception of Force Majeure causes specified in Clause 11 of this contract, the Buyer shall agree to postpone the delivery on condition that the Seller agrees to pay a penalty which shall be deducted by the paying bank from the payment. The penalty, however, shall not exceed 5% of the total value of the goods involved in the delivery. The rate of penalty is charged at 0.5% for every

7 days, odd days less than 7 days should be counted as 7 days. In case the Seller fails to make delivery 10 weeks

later than the time of shipment stipulated in the contract, the Buyer shall have the right to cancel the contract. If the contract is canceled for late delivery, the Seller, in spite of the cancellation, shall still pay the aforesaid penalty to the Buyer without delay, and also shall indemnify the Buyer for the interest loss and bank service fees.

13. ARBITRATION: