合同号:SCAU01-06 日期:2011年12月31日 签约地点:中国大连 Contract No:SCAU01-06 Date :December 30th, 2011 Signed at:Dalian 此销售合同(以下简称合同)由以下双方于2011年12月30日在中国大连签订。 The sales contract (the Contract) is signed b
合同号:SCAU01-06      日期:2011年12月31日           签约地点:中国大连
Contract No:SCAU01-06  Date :December 30th, 2011          Signed at:Dalian
The sales contract (the "Contract") is signed between the following two parties on December 30th, 2011 (the "Signature Date") in Dalian, China.
卖方:大连食品贸易有限公司Sellers:Dalian Food Trading Co., Ltd
Address: No.1 Baiyun Road, Dalian, Liaoning Province, China        
电话:86-010-654321    传真:86-010-654322
Tel:86-010-654321   Fax:86-010-654322
Buyers:Tengfei Co., LTD
Address: No.6 Nanpingzhong Road, Los Angeles, USA         
电话:001-412-607412   传真:001-412-607413
Tel:001-412-607412   Fax:001-412-607413               
Either Seller or Buyer is referred in this Contract as a "Party", and together, the "Parties"
Both Parties of the Contract reach the following agreement according the terms hereunder:
The Buyer agrees to buy and the Seller agrees to sell the following products (the "Product").
1. 货号:010222   Article NO.010222
2. 名称,产品规格,数量和质量。
Name, Production Specification, Quantity and Quality.
共计8000箱Total 8000CARTON
产品规格Product Specification  
Canned Litchi  850G×24TINS/CTN   8,000CARTON      excellent
3. 每件价格和运输方式:Unit Price and Terms of Delivery
单价:荔枝罐头 20美元/每箱UNIT PRICE: Canned Litchi USD20 PER CARTON
运输方式:CIF 洛杉矶, 美国TERMS OF DELIVERY: CIF Los Angeles, USA
Prices are valid and unchanged within Two months. (From December 1st, 2011 to January 31st, 2012 )
4. 总数:160,000美元整Total Amount:USD160,000 ONLY
5.保险:由买方投保。INSURANCE:To be coverd by the Buyers.
SHIPPING MARK:On the surface of each package, the package number ,measurements, gross weight, net weight, the lifting positions, such cautions as “DO NOT STACK UP SIDE DOWN”, “HANDLE WITH CARE” and the following shipping mark shall be stenciled legibly in fadeless paint:
7. 装船时间:Time of Shipment:
 Time of Shipment: Before the end of January, 2012
(2)能否分装:不能  Partial Shipment: Not Allowed
(3)装货地点:中国大连  Loading Place should in Dalian of China
(4)目的地:美国洛杉矶 Port of Destination: Los Angeles of USA
8. 付款条件:Terms of Payment:
(2) 将如下一套单据与货物一起寄到买方处:
Sent one set of documents to the Buyer at sight the commodities are loaded as follows:
ⅰ 商业发票:由卖方开出的已签名原件
Commercial Invoice: Signed Originals Issued by the Seller
ⅱ 装箱单:由卖方开出的原件Packing List: Originals Issued by the Seller
ⅲ 数量和质量证明书:由生产商开出的原件
Certificate of Quantity and Quality: Originals Issued by the Manufacturer
9. 包装:用中国标准的出口包装
Packing: By the China export packing standards
Commodity Inspection: It is mutually agreed that the Certificate of Quality and Weight issued by the China Entry-Exit Inspection and Quarantine Bureau at the port of shipment shall be taken as the basis of delivery.
11. 异议和索赔:万一货物的质量出现问题,买方应该在货物到达目的港后的30天内以书面方式告知。对于数量问题,买方应该在货物到达目的港后的15天内以书面方式告知。应该明确的是,卖方对由保险公司,运输公司和其他的运输组织或邮局负责的事项,不负有赔偿责任。
Discrepancy and Claim: In case of quality discrepancy, claim should be filed by the Buyer within 30 days after the arrival of the goods at port of destination, while for quantity discrepancy, claim should be filed by the Buyer within 15 days after the arrival of the goods at port of destination. It is understood that the Seller shall not be liable for any discrepancy of the goods shipped due to causes for which the Insurance Company, Shipping Company, other Transportation Organization/ or Post Office are liable.
If quality problem occurs and quantity is less than 10PCS, the extra offered 1pc for each carton will be considered as the reimbursement and compensation.
If quality problem occurs and quantity is above is 10PCS, the Buyer should send the sample to the Seller within 30 days. Once the Seller confirmed the quality problem, the Seller will reimbursement the goods.
12. 不可抗拒力:由于一般公认的人力不可抗拒原因而不能交货或装船迟延,卖方不负责任。但卖方必须在事故发生时立即电告买方并在事故发生后15天内航空邮寄给买方灾害发生地点之有关政府机关或商会所发给的证件证实灾害存在。
Force Majeure: The Seller shall not be held responsible for late delivery or non-delivery of the goods owing to generally recognized "Force Majeure" causes. However, in such case, the Seller shall immediately cable the Buyer the accident and airmail to the Buyer within 15 days after the accident, a certificate of the accident issued by the competent government authorities or the chamber of commerce which is located at the place where the accident occurs as evidence thereof.
With the exception of late delivery or non-delivery due to "Force Majeure" causes, in case the Seller fails to make delivery within the time as stipulated in the contract, the Seller should indemnify the Buyer for all losses and expenses incurred to the latter directly attributable to late delivery or failure to make delivery of the goods in accordance with the terms of this contract. If the "Force Majeure" cause lasts over 60 days, the Buyers shall have the right to cancel the Contract or the undelivered part of the Contract.
13. 仲裁:一切因执行本合同所发生与本合同有关之争执,双方应友好协商解决。如双方协商不能解决时,此争执应提交中国国际贸易促进委员会对外贸易仲裁委员会,大连分会。按照该仲裁委员会仲裁程序暂行规则进行仲裁。仲裁委员会的裁决为终局裁决,对双方均有约束力,对仲裁费用除非仲裁委员会另有决定外,均由败诉一方负担。
Arbitration: Any dispute arising from or in connection with the Sales Contract shall be settled through friendly negotiation. In case no settlement can be reached, the dispute shall then be submitted to China International Economic and Trade Arbitration Commission (CIETAC), Dalian Commission for arbitration in accordance with its rules in effect at the time of applying for arbitration. The arbitral award is final and binding upon both parties. The fees for arbitration shall be borne by the losing Party, unless otherwise awarded.
14. 通知义务:所有通知都必须同时用英文和中文书写,通过传真/电子邮件/信使的方式,根据以下地址送达到双方。如果地址有任何的变更,变更的一方应该在地址发生变更后的7日内通知另外一方。
Notices: All notices shall be written in both English and Chinese and served to both parties by fax/e-mail/courier according to the following addresses. If any changes of the addresses occur, one party shall inform the other party of the change of address within 7 days after the change.
15. 其他条件:Other conditions:
This contract comes into effect from the signing date. Any amendment or additional clauses to this contract shall be valid only if made in writing and confirmed by the both parties.
(2)本合同有效期至2012年5月1日。This contract shall be valid up to 1st May, 2012.
This contract shall be made in both English and Chinese, in 2 copies effective since being signed/scaled by both parties, one for each party with the same value.
出卖人                                      买受人
The Sellers:                 The Buyers: