This CONTRACT is made and entered into force this 2^nd day of May, 2008 by and between ABC Technology Import Corporation, a company organized and existing under the law of the People鈥檚 Republic of China, and XYZ Company, a company organized and existing under the laws of Germany. After sound and definite negotiations, the Contract is read and scrutinized carefully, duly signed by the contracting parties and enacted as follows:

1.1    The buyer agrees to buy from the Seller and the Seller agrees to sell to the Buyer equipment, materials, design and technical documentations, patent and knowhow license, and technical services for a plant with a 54,000 KW phosphorus electric furnace which has a production capacity of 30,000 (thirty thousand) metric tons of yellow phosphorus per year and 70,000 (seventy thousand) metric tons of sodium tripolyphosphate per year, with phosphate rock as raw material using the Process stipulated in Article 10.1 to the Contract. (hereinafter referred to as 鈥渢he Contract Plant鈥?

1.2    For safe and normal operation of the Contract Plant the Seller shall supply within the battery limits all equipment, such as process equipment, machinery, electric installation, instrumentation and automatic control systems, special laboratory apparatus, special equipment and tools for construction and erection, easily worn-out spare parts, and spare parts necessary for two-year normal operation after acceptance of the Contract Plant ( hereinafter referred to as 鈥淓quipment鈥?, as well as materials, such as piping materials, materials for electric installations, for instrumentation and for automatic control system, other materials necessary for erection and lubricants(hereinafter referred to as 鈥淢aterials鈥?, except those to be supplied by the Buyer(as stipulated in Annex IV). Details of the major Equipment and the Materials supplied by the Seller are specified in Annex III to the Contract. For battery limits of the Contract Plant see attached Drawing No. 1 of the Contract.

1.3    The Seller undertakes to make all the engineering designs of the Contract Plant according to the basis of design stipulated in Annex I to the Contract, except the designs to be performed by the Buyer. The Seller shall supply to the Buyer complete designs and technical documentation (hereinafter referred to as 鈥淭echnical Documentation鈥?. Details are stated in Annex V to the Contract.

1.4    The Seller shall dispatch their experienced and competent technical personnel to the Contract Plant for technical instructions with respect to Erection, Mechanical Tests, Commissioning and Performance Test of the Contract Plant. The number of the personnel and the extent of the services and treatment conditions are specified in Annex VII to the Contract.

1.5    The Seller shall be responsible for the training of the technical personnel dispatched by the Buyer. The number of the personnel, training place, the object of the training and living conditions are specified in Annex VIII to the Contract.

1.6    Within 15(fifteen) years after acceptance of the Contract Plant the Seller agrees to sell to the Buyer spare parts, as well as all equipment and materials necessary for the Contract Plant according to the Buyer鈥檚 necessity on the most favorable terms.   锛?04璇嶏級

 

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