1楼 wusongmaol
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|  发帖时间 - 2005/7/27 13:30:48
| Contract №Shurtan settlement “____”_______ 2005
Shurtan Gas Chemical Complex, Shurtan settlement, Kashkadarya region, Republic of Uzbekistan, hereinafter referred to as the Buyer, represents by Mr. A. S. Sultanov, The Director of the Complex, acting with the authority of the Charter, on the one part, and the company "_____________" (country), hereinafter referred to as the Seller, represents by Mr. ___________, acting with the authority of the Charter, on the other part, have concluded this Contract as follows:
1. Subject of the Contract
1.1 The Seller will deliver the Buyer buy on the DDU terms (without unloading) at destination point Shurtan Gas Chemical Complex, Shurtan, Uzbekistan (INCOTERMS-2000) Antioxidants (Irgafos 168, Irganox 1076) as specified in Attachment №1, which makes an integral part of this Contract.
1.2 Technical specification of Antioxidants hereinafter referred to as “ Goods”, is specified in Attachment № *域名隐藏* y of origin of Goods is ________.Tariff code is (Irgafos 168) – ___________ Tariff code is (Irganox 1076) – ___________
2. Price and Total value Of the Contract
2.1 Total value of the Contract on the DDU terms at Shurtan Gas Chemical Complex, Shurtan, Uzbekistan (INCOTERMS 2000) is _________ (with words) EURO including total cost of manufactured Goods, packaging and transportation costs.
2.2 The Goods prices are fixed in the Attachment No.1 to the Contract The prices are fixed and firm, not subject to escalation during the whole Contract validity term.
2.3 The Seller will pay the customs duties and taxes levied in the Seller’s country subsequently to the execution of this Contract.
2.4 The Price does not include customs duties levied in Uzbekistan. Customs duties, as well as other duties and taxes in Uzbekistan will be paid by the Buyer.
3. Terms of Payment
3.1 Payments for the Goods delivered under the present Contract will be made in EURO by an irrevocable confirmed and documentary Letter of Credit to be opened by the Buyer in favor of the Seller at Uzpromstroibank, for the agreed part of goods to the shipping. Replenishment of the letter of credit up to the total value of the contract or the opening of separate letters of credit shall be acceptable.
*域名隐藏* requisites of the Seller:
3.3 Total sum of the Letter of Credit will be _________ (with words) EURO.
3.4 Payment of the irrevocable confirmed Letter of Credit will be made "at sight" against presentation of the following documents in the Bank: a) Seller invoice in the name of the Buyer, one original and two (2) copies. b) Packing list showing the contents of each parcel, one original and two (2) copies. c) Certificate of origin, three (3) copies.d) One (1) copies of railroad waybill with a mark of receipt by the destination station- Kengsoy railway station and customer’s service of Republic of Uzbekistan at the border of Uzbekistan to be send by Fax to "Seller". For the bank as to be accepted as presented.
3.5 It will be written in the Letter of Credit that: · Shipment is allowed from any point in _______ · partial shipment of Goods is allowed · transshipment is allowed · early shipment is allowed The duration of the Letter of Credit is one hundred twenty (120) days since the opening date. All the expenses connected with changing the terms of the Letter of Credit are to be covered by the party which acted as an initiator of such changes.
3.6 Bank requisites of the Buyer:PROMSTROYBANK Temiryulskoe otdelenieAddress: Uzbekistan, Karshi , 730000 Account No: 20210840204039001005MFO 00854, INN 203195074
3.7 The Goods is to be shipped within the duration of the Letter of Credit.
3.8 The Seller has the right to control the articles and terms of the Letter of Credit before its opening and the final execution of the document.
3.9 All expenses and commission duties paid in Seller's bank in execution of this Contract shall be borne by the Seller. All expenses and commission duties paid in Buyer's Bank shall be borne by the Buyer.
3.10 Commission duties connected with confirmation of the Letter of Credit shall be borne by the Seller. Seller shall have the right to nominate the confirming bank prior to opening of Letter of Credit.3.11 Within three (3) days from the date of arrival of Commodity at the destination station the Buyer shall provide the Seller with copy of a letter, indicated in 3.4. The letter must be enclosed to railroad waybill marked by the destination station confirming the arrival of cargo, fax
4. Quality
4.1 The quality of the Goods to be sold under this Contract should be conform to the determined standards and technical requirements of the Supplier, be confirmed by the Certificates of quality provided by the manufacturer.
4.2The quality of the Goods to be delivered should meet the requirements of international standards (ISO-9001) of the latest edition and technical requirements of the Buyer.
5. Marking of Parcels, Packing
5.1 Marking shall be made according to the requirements of the determined standards.
5.2 Marking shall be made clearly with indelible paint in English and shall contain the following information: · Contract No. · The Seller · The Buyer · The Consignee · Parcel No. · Gross weight, kg · Net weight, kg The parcel number is to be indicated by a fraction: the numerator showing the number of the specific parcel, and the denominator showing the total quantity of parcels in the shipment.
5.3 The Seller will ship the Goods in a standard export packing.
5.4 The Seller bears the responsibility for all loss and damage that can be possibly done to the Goods due to improper packing.
5.5. The goods should be checked for damage or loss when arriving at point of destination. An inspection report confirmed by the independent body of expert company should be send by the Buyer to the seller by fax.
5.6 Packing shall provide protection of the Goods against any foreseeable damage that may occur during transportation. Packing shall be suitable for crane or manual handling.
5.7 The Seller will provide a packing list in English mentioning Contract No. and gross and net weights.
5.8 The Seller will attach all the necessary tariff codes of Goods and Safety Manual to shipment documents.
6. Delivery Terms and Delivery Procedure
6.1 The Goods shipment time is ____ (with words) days since the date of confirmation of the Letter of Credit.
6.2 The Goods delivery time (including the Goods shipment time) on the DDU terms is ___ (with words) days since the date of confirmation of the Letter of Credit opened in the name of the Seller in consequence with article 3.1 of this Contract.
6.3 The date of delivery of the Goods is a date of a mark of Customers service of Republic of Uzbekistan on the railroad waybill at the border of Uzbekistan.
6.4 Destination point:Kengsoy railway station, 732602Shurtan Gas Chemical Complex, code 4604193, Shurtan settlement, Guzar region, Kashkadarja obl., intersection 153, 731325, Uzbekistan.
7. Delivery Notification
7.1 Within three (3) working days from Goods shipment date the Seller should by fax submit the following information to the Buyer: · name of the Goods · name of transporting organization · date of departure · destination point · Contract No. · Waybill No. · Total quantity of parcels shipped · Net weight and Gross weight
7.2 The Seller is obliged to attach the following documents to the Goods: a) Invoice (original)b) an original of an railroad waybill in the name of the Consignee c) Packing list (original) d) Certificate of Origin of Goods (original)e) Quality Certificate (original)f) Certificate of Analysis to be issued by the manufacturer (original)
8. Procedure for acceptance of Goods
8.1 The delivered Goods shall be accepted as for quantity according to the railway bills, specification (Attachment N1) and Packing lists issued for the Goods, and as for quality according to the Quality Certificate. An Act of Acceptance shall be made.
9. Guarantee
The Seller guarantees the following:9.1 The Goods to be delivered is manufactured in full conformation to the description, technical requirements, specifications and terms of this Contract, also tested and provides suggested quality. 9.2 The Goods will be delivered from Germany9.3 The Goods to be delivered complies with the requirements of adjusted standards (ISO-9001) of the latest edition.9.4 Guarantee for the goods shall be 12 months from the date of supply goods to the consignee on condition that instructions for storage are observed.
10. Penalties
10.1In case the Seller fails to deliver the Goods on due date specified in this Contract, the Seller will pay penalties to the Buyer at a rate of 0.5% of the total value of the Goods not delivered in time for each day of delay.
10.2 The total amount of penalties due for delayed delivery shall in no case exceed 5% of the total value of the Goods not delivered in time.
10.3 Payment of the penalties should be made by the Seller to the Buyer's account in a bank within thirty (30) days since the date of the Buyer's bill's receipt.
10.4 In case of acceptance by the Seller of Buyer's claim on amount and/or quality of the delivered goods, the Seller pays the fine to the Buyer for delayed replacement and/or additional delivery of the goods (item 11.5), within the limits of 0,5% per every day of delay, but not more than 5% from the cost of the goods subject to replacement and/or additional delivery.
10.5 In case of not using of the Letter of Credit provided for the benefit of the Seller, during term of its validity, the Seller, pays to the Buyer the fine at a rate of 5% from the amount of the unused Letter of Credit.
10.6 In case the Seller fails to deliver the Goods at all or partly within six (6) months since the date of estimated delivery (according to INCOTERMS 2000), the Buyer obtains the right to reject the part of the Contract, which refers to the part of the Goods not delivered without compensating any expenses to the Seller. However, the parties should try to come to an agreement before using this right.
10.7 The sum of penalty and penalty rates should not be reduced or increased by the Arbitrage Court.
11. Claims.
11.1 Claims may be sent in by the Buyer concerning the Goods in case of discrepancy between its quality or quantity and ones specified in this Contract.
11.2 Buyer shall have the right to submit a claim to the Seller on quality of goods within 45 (forty five) days from the date of delivery of goods. Claims on quantity of goods shall be made within 15 (fifteen) days as from the date of receipt DDU destination.
11.3 Claims should contain the quantity and name of the Goods and reasons for sending in.
11.4 Claim is sent in by fax or as a registered letter, with all the necessary documents confirming the Claim attached to it:a) Act from an independent body of expert authorized to perform this kind of tasks.
11.5. In case of shortage of the goods in amount and/or disparity of the goods in quality under the terms of the this Contract, the Seller should supply and/or substitute the Goods within 2 (two) months since the date of receipt of the Unsatisfactory Goods Report (UER) signed by both parties. The missing and/or substituting Goods is delivered on the DDU terms to Shurtan Gas Chemical Complex , Shurtan, Uzbekistan (without unloading) to the Consignee (all delivery expenses will be covered by the Seller). .
12. Force-Major.
12.1 Should any event of force-majeure occur, such as fire, flood, earthquake or other natural distresses, war, strike, the contractual date of delivery may be postponed corresponding to the duration of force-majeure circumstances.
12.2 Should any of such circumstances occur, the Seller shall immediately inform the Buyer by cable of the date the circumstance which hinders the execution of the Contract has arisen, and as soon as the force-majeure circumstance will have ended provide the information about the date of its *域名隐藏* notification should be confirmed by the Chamber of Commerce in the Seller's *域名隐藏* sending of the notification about the arising or ending of the force-majeure circumstance is delayed for more than thirty (30) days, the Seller loses his right to refer to this circumstance in future.
12.3 Should such circumstances arise in the Buyer's country, the Buyer shall within five (5) days notify the Seller by cable the date the circumstance which hinders the execution of the Contract has arisen, and as soon as the force-majeure circumstance will have ended provide the information about the date of its ending. This notification should be confirmed by the authorised organisations in the Buyer's country.
12.4 If by any reason of force-majeure the delay in delivery exceeds six (6) months the Buyer is hereby authorised to reject the Contract fully or partly without compensating any expenses to the Seller. However, the Parties should meet and try to settle the matter by means of negotiations before using this right.
13. The Law System to Be Applied and Arbitration.
13.1 All disputes or differences which may arise out or in connection with the present Contract shall be settled by the Parties in an amicable way.
13.2 In case that parties should fail to reach an agreement on arisen controversies, then such controversies shall be referred for settlement to Higher Economic Court or its equivalent in the defendant’s country in accordance with regulations of such court.
13.3 The award by such Higher Economic Court or its equivalent regarding the controversies shall be final and binding upon the parties hereto.
14. The Language Of the Contract.
14.1 The present Contract is signed in two languages English and Russian. The contract only will be valid when both texts have equally
15. The Date Of the Contract Coming Into Force.
15.1 This Contract comes into force after registration by the Authorized bodies of Republic of Uzbekistan.
15.2 The Contract shall be effective until 31.12.05.
16. Other conditions.
16.1 Neither party shall be entitled to transfer its rights and obligations under this Contract to any third party without written consent of the other party.
16.2 The Buyer's or the Seller's inability to complete one's obligations concerning one or several parts of this Contract does not exonerate him from the obligations concerning other parts of this Contract.
16.3 With this Contract coming into force all documents or agreements concerning this Contract, whether verbal or in writing, between the Seller and the Buyer prior to the date of Contract Signature are null and void.
16.4 All amendments in this Contract shall only be made in writing, signed by the authorised representatives of both parties and registered in the State Authorized organisations of Republic of Uzbekistan.
16.5 This Contract includes eight (8) pages, and its Attachment includes two (2) pages. The Contract has been signed in both English and Russian, one copy for each party.
17. LEGAL ADDRESSES OF PARTIES:
THE BUYER :SHURTAN GAZ CHEMICAL COMPLEXShurtan villageGuzar districtKashkadarya regionRepublic of Uzbekistan 731300THE BUYER’S BANK:Account: 20210840204039001005Bank: Uzpromstroibank, Uzbekistan Temiryul branch, Karshi cityCor. Account: 3611-4296, UzpromstroibankUzbekistan, Tashkent in Citibank N.A.,New *域名隐藏* by:ON BEHALF OF THE BUYER______________________ *域名隐藏* ovDirector
THE SELLER:Signed by:ON BEHALF OF THE SELLER______________________General Director
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