日期DATE: DEC 06, 2011
Thiscontract is made by and between the Buyers and the sellers; whereby the Buyersagree to buy and the Sellers agree to sell the under-mentioned commodityaccording to the terms and conditions stipulated below:
1. 商品明细Description ofgoods:
2. 原产国及制造商COUNTRY OF ORIGIN AND MANUFACTURERS: USA/STRATASYS
Tobe packed in strong carton(s). Suitable for long distance air freight/landtransportation and the change of climate well protected against moisture andshocks. One full set of opratinginstructions for each instrument or machine shall be enclosed in thePackage(s). The Sellers shall be liable for any damage of the commodity andexpenses incident thereto on account of improper packing and for any rustattributable to inadequately or improperly protective measures taken by theSellers in regard to the packing.
4. 装运唛头SHIPPING MARK:
TheSellers shall mark on each package with fadeless paint the package number,gross weight, net weight, measurement and the wordings:“keep away from moisture”,“handle with care”,“this side up ”etc; and
theshipping mark: DZ311207DS01-KX04
Kunming Airport, China
5. 装运期限TIME OF SHIPMENT: 本合同签订、免税办理完毕后30天, Within 30 days after thesigning of this contract and the issue of duty-free paper.
6. 装运港PORT OF LOADING美国主要机场, Main Airport of USA
7. 目的港PORT OF DESTINATION: KunmingAirport, China/中国昆明机场
8. 付款方式TERM OF PAYMENT: 100%电汇，买方在收到用户 款项时，在二个工作日内将合同全款汇到甲方指定账户。
Bank Account No.:
All banking charges inside China shall be borne by theBuyer while those outside China by the Seller.
1) One original Airway Bill marked “Freight Prepaid” indicating contractNo., name of commodity, and the notify party is the buyer. 一份注明运费已付的航空正本运单,显示合同号、货物名称，通知人为买方。
2) Manually signed invoice in 3 original(s) indicating Contract number madeout in details as per the relative Contract. 注明合同号和货物明细的商业发票正本一式三份。
3) Packing list in 3 original(s) with indication of gross and net weights,measurements and quantity of each item packed, type of outer packing, packingquantity and packing material. 注明毛、净重、尺码和所装货物每项的品名数量，外包装物类型，包装数量，包装材质的装箱单正本一式三份。
4) One set (included in 1 original and 1 copy) of Insurance Certificate. 全套（一正一副）保险单。
5) Certificate of Quality issued by the Seller in one original. 卖方签署的质量证明书正本一份。
6) Certificate ofOrigin in 1 original and 2 copies.商品原产地证明之正本一份副本两份。
7) Non-Wooden Packing Declaration in 1 original for the non-wooden packingmaterial or Seller’s Certification certifying that the package(s) has/have beenlabeled with IPPC mark. 采用非木质包装材料时提供非木质包装声明一份，或采用木质包装材料时提供书面声明确认木质包装上已有IPPC标识。
The seller shall send full set of above-mentioneddocuments to the buyer in one lot by Air Courier within 2 days after shipment.卖方应货物发运后两日内，将上述全套单证用快件寄给买方。
10. 装运通知 SHIPPING ADVICE:
Immediately the goods are completelyloaded, the Sellers shall fax to notify the Buyers of the contract number, nameof commodity, quantity, gross weight, invoiced value, flight number and theflight date.
11. 品质保证GUARANTEE OF QUALITY:
The Sellers guarantee that thecommodity hereof is made of the best materials with first class workmanship,brand new and unused, and complies in all respects with the quality andspecification stipulated in this Contract and conforms to the data sheets ortechnical manuals of the commodities contract.
The guarantee period shall be 12months counting from the date on which the commodity arrives at the port ofdestination, and counting from the date on which the Acceptance Certificate hasbeen signed by the representatives of both parties if the installation andinspection for acceptance of the commodities contracted are required, but nolater than 14 months counting from the date on which the commodity arrives atthe port of destination.
Within 90 days after the arrival ofthe goods at destination, should the specification, or quantity be found not inconformity with the stipulations of the Contract except those claims for whichthe insurance company or the Carriers are liable, the Buyer shall, on thestrength of the Inspection Certificate issued by Entry & Exit Inspectionand Quarantine Bureau of China, have the right to claim for replacement withnew goods, or for compensation or repair and all the expenses (such asinspection charges, repairing fee, freight for returning the goods and forsending the replacement, or the repaired goods, insurance premium, storage andloading and unloading charges etc.) shall be borne by the Sellers. As regardsquality, the Sellers shall guarantee that if, within the guarantee periodstipulated in Clause 11 of this Contract, damages occur in the course ofoperation by reason of inferior quality, bad workmanship or the use of inferiormaterials, the Buyers shall immediately notify the Sellers in writing and putforward a claim supported by Inspection Certificate issued by Entry & ExitInspection and Quarantine Bureau of China.
The Certificate so issued shall beaccepted as the base of a claim. The Sellers, in accordance with the Buyer’sclaim shall be responsible for the immediate elimination of the defect(s),complete or partial replacement of the commodity or shall devaluate thecommodity according to the state of defect(s). Where necessary, the Buyersshall be at liberty to eliminate the defect(s) themselves at the Sellers’expense. If the Sellers fail to answer the Buyers within one month afterreceipt of the aforesaid claim, the claim shall be reckoned as having beenaccepted by the Sellers.
13. 不可抗力FORCE MAJEURE：
The Sellers shall not be heldresponsible for the delay in shipment or non-delivery of the goods due to ForceMajeure, such as war, serious fire, flood, typhoon and earthquake, or otherevents agreed upon between both parties, which might occur during the processof manufacturing or in the course of loading or transit. The Sellers shalladvise the Buyers immediately of the occurrence mentioned above and withinfourteen days thereafter, the Sellers shall send by airmail to the Buyers fortheir acceptance a certificate of the accident issued by the CompetentGovernment Authorities where the accident occurs as evidence thereof.
Under such circumstances the Sellers,however, are still under the obligation to take all necessary measures tohasten the delivery of the goods. In case the accident lasts for more than 10weeks, the Buyers at its option may delete the undelivered goods from itspurchase order or appropriately extend the time of delivery .
The Buyers shall not be heldresponsible for failure or delay to perform all or any part of this Contractdue to Force Majeure.
14. 延迟交货和罚款LATE DELIVERY AND PENALTY：
Should the Sellers fail to makedelivery on time as stipulated in the Contract, with exception of Force Majeurecauses specified in Clause 14 of this Contract, the Buyers shall agree topostpone the delivery on condition that the Sellers agree to pay a penaltywhich 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 thelate delivery. The rate of penalty is charged at 0.5% for every seven days, odddays less than seven days should be counted as seven days. In case the Sellersfail to make delivery ten weeks later than the time of shipment stipulated inthe Contract, the Buyers shall have the right to cancel the contract and theSellers, in spite of the cancellation, shall still pay the aforesaid penalty tothe Buyers without delay.
All disputes in connection with thisContract or the execution thereof shall be settled friendly throughnegotiations. In case no settlement can be reached, the case may then besubmitted for arbitration to China International Economic and Trade ArbitrationCommission in accordance with its Rules of Arbitration promulgated by the saidArbitration Commission. The Arbitration shall take place in Beijing and thedecision of the Arbitration Commission shall be final and binding upon bothparties; neither party shall seek recourse to a law court nor other authoritiesto appeal for revision of the decision. Arbitration fee shall be borne by thelosing party. In the course of Arbitration, both parties shall continue toexecute the present Contract except those under arbitration.
16. 特殊条款SPECIAL PROVISIONS:
In witness thereof, this Contract is made Englishand Chinese, both of which shall have equal status in law, signed by bothparties in two original copies; each party holds one copy. Signed by fax iseffective.
THE BUYER: KunmingDe-Zhong Trading Co., Ltd. THE SELLER: Hong KongForever Technology Co., Ltd..