Contract
Contract No.: XJ1109012 Date:4th November, 2011
Seller: SHANGHAI XINXIN IMP& EXP CORPORATION 27 ZHONGSHAN ROAD SHANGHAI CHINA
Buyer: JEGKNO LTD CO. ITALY
This contract is made by and between the buyers and sellers; whereby the buyers agree to buy and the sellers agree to sell the under mentioned goods on the terms and conditions stated below:
(1) Name of Commodity, Specifications, Packing Terms and Shipping Marks: FOOTBALL, ART NO. FB262 (2) Quantity: 5664 PIECES 12 PIECES PER CARTON
(3) Unit Price: UNIT PRICE: USD 11.44 PER PIECE CIF GENOA (4) Total Amount: USD 64796.16
SAY U.S. DOLLARS SIXTY-FOUR THOUSAND SEVEN HUNDERD AND NINTY-SIX AND SIXTEEN CENTS.
(5) Time of Shipment: BEFORE THE END OF NOVEMBER 2011 (6) Port of Loading: CHINESE PORT (7) Port of Destination: GENOA ITALY (8) Term of Payment:
Upon receipt from the sellers of the advice as to the time and quantity expected ready for shipment, the buyer shall open, 20 days before shipment, with Citi bank, an irrevocable Letter of Credit in favor of the sellers payable by the opening bank against sight draft accompanied by the documents as stipulated in Clause (9) of this Contract.
买方在收到卖方关于预计装船日期以及准备装船的数量的通知后，应于装运前20天，通过花旗银行开立以卖方为受益人的不可撤销的信用证。该信用证凭即期汇票以及本合同第（9）条规定的单据在开证行付款。
(9) Documents:
To facilitate the buyers to check up, all documents should be made in a version identical to that used in this contract.
Bill of Lading: Full set of clean on board ocean Bill of Lading made out to order and blank endorsed, marked freight prepaid.
Commercial invoice: indicating contract number, shipping marks, name of carrying vessel and number of Letter of Credit
Packing List: indicating contract number, shipping marks, gross and net weights of each package.
Quality Certificate: showing the actual results of tests to be made which are called for by the contract.
Copy of telegram advising shipment according to Clause (11) of this Contract.
提单：全套清洁的已装船的海运提单，空白抬头，空白背书，标明运费已付。 发票：注明合同号、唛头、载货船名以及信用证号
装箱单：注明合同号及唛头，并逐件列明毛重、净重
品质证书：应列入根据合同规定的标准进行各种试验的结果 按照本合同第（11）条规定的装运通知电报的副本 (10) Terms of Shipment
For the goods ordered in this Contract, the carrying vessel shall be arranged by the sellers. The sellers shall advise the buyers by cable, 30 days before the contracted time of delivery, of the contract number, name of commodity, quantity, port of loading and other relevant information, enabling the buyers to arrange the business. The seller undertake to ship the contracted goods from the port of loading to the port of destination on direct liner, with transshipment allowed. But partial shipments are not permitted.
装运本合同货物的船只，由卖方租订舱位，卖方必须在合同规定的交货期限30天前，将合同号码、货物名称、数量、装运口岸等信息，以电报方式通知买方，以便买方办理相关事宜。卖方负责将本合同所列货物由装运港经直达班轮运到目的口岸，中途可以转船。
(11) Shipping Advice
The sellers shall upon completion of loading advise immediately the buyers by cable of the contract number, name of commodity, number of packages, gross and net weight, invoice value, name of vessel and loading date.
卖方在货物装船后，立即将合同号、品名、件数、毛重、净重、发票金额、载货船名、以及装船日期以电报方式通知买方。
(12) Insurance
The seller should cover the All risks and War risk for 110% of invoice value as per Ocean marine cargo insurance by PICC 01/01/1981.
卖方应按照发票金额的110%投保一切险与战争险，并依照中国人民保险公司与1981年1月1日正式生效的海运货物保险条款办理。
(13) Inspection and Claim:
The buyers shall have the right to apply for inspection after discharge of the goods at the port of destination. Should the quality and/or quantity/weight be found not in conformity with the contract or invoice, the buyers shall be entitled to lodge claims with the sellers on the basis of Survey Report, within 30 days after discharge of the goods at the port of destination, with eh exception, however, of those claims for which the shipping company and/or the insurance company are to be held responsible.
货卸目的口岸后，买方有权进行检验。如发现货物的品质、数量、重量与合同或发票不同，除属于保险公司、船公司的责任外，买方有权在货卸目的口岸后30天内，根据检验证书向卖方提出索赔，因索赔所发生的一切费用（包括检验费用）均由卖方负担。
(14) Force Majeure:
In case of force majeure, the sellers shall not held responsible for delay in delivery or non-delivery of the goods but shall notify immediately the buyers and deliver to the buyers by registered mail a certificate issued by government authorities or Chamber of Commerce as evidence thereof. If the shipment is delayed over one month as the consequence of the said force majeure, the buyers shall have the right to cancel this Contract.
由于人力不可抗拒事故，使卖方不能在合同规定期限内交货或不能交货，卖方不负责任。但卖方必须立即通知买方，并以挂号信函向买方提出有关政府机关或者商会所出具的证明，证明事故的存在。由于人力不可抗拒事故导致交货期限延期一个月以上时，买方有权撤销合同。
(15) Delay Delivery and Penalty:
Should the sellers fail to effect delivery on time as stipulated in this Contract owing to causes other than force majeure as provided for in Clause (14) of this Contract, the buyers shall have the right to cancel the relative quantity of the contract, or alternatively, the sellers may, with the buyers’ consent postpone delivery on payment of penalty to the buyers. The buyers may agree to grant the sellers a grace period of 15 days. Penalty shall be calculated from the 16th day and shall not exceed 5% of the total value of the goods involved.
除本合同第（14）条人力不可抗拒原因外，如卖方不能如期交货，买方有权撤销该部分的合同，或经买方同意在卖方缴纳罚款的条件下延期交货。买方可同意给予卖方15天优惠期。罚款率为每10天按货款总额的1%，不足10天者按10天计算。
(16) Arbitration:
All disputes arising in connection with this Sales Contract or the execution thereof shall be settled by way of amicable negotiation. In case no settlement can be reached, the case at issue shall then be submitted for arbitration to the China International Economic and Trade Arbitration Commission in accordance with the provisions of the said Commission. The award by the said Commission shall be deemed as final and binding upon both parties.
一切因执行本合同或与本合同有关的争执，应由双方通过友好方式协商解决。如经协商不能得到解决时，应提交中国国际贸易促进委员会对外经济贸易仲裁委员会。按照中国国际贸易委员会对外经济贸易仲裁委员会仲裁程序的相关规定进行仲裁。仲裁委员会的裁决为终局裁决，对双方均有约束力。仲裁费用除仲裁委员会另有决定外，由败诉一方负担。
(17) Additional Clauses:
The Buyer: The Seller: