巴西铁矿石购销合同英语
BRIGHT RUBY RESOURCES PTE LIMITED 铁矿石采购CFR Contrac合同
CONTRACT FOR SALE AND PURCHASE OF ******* IRON ORESbetweenXXXXXXXXXXXXXXXXandDated:CONTRACT FOR SALE AND PURCHASE OFINDIAN IRON ORE FINESContract No.：xxxxxxxxThis Contract is made on*****, 2012by and between ***********(hereinafter called "Seller") and Bright Ruby Resources Pte limited (hereinafter called "Buyer"), whereby Seller agrees to sell to Buyer and Buyer agrees to buy from Seller Iron Ores on the following terms and conditions.Article 1. DEFINITION:In this Contract the following terms shall, unless, otherwise context requires, have the following meanings:(1)"Metric ton" means one thousand (1,000) kilograms.(2)―Wet metric ton‖ or ―WMT‖ means a metric ton determined on wet basis. ―Dry metric ton‖ or―DMT‖ means a metric ton of Ore on dry basis. ―Wet basis‖ or ―Natural wet basis‖ refers to fines in natural wet state. "Dry basis" refers to Fines dried at 105 degrees centigrade.(3)"Dollar(s)" or the sign "$" and "Cent(s)" or the sign "¢" respectively mean dollars and cents in thefreely transferable lawful currency of the United States of America.(4)―Iron Ore Fines‖ or ―Ore‖ mean the processed iron ore Fines.Article 2. COMMODITY:****** Iron Ore FinesCountry of Origin: *******Packing: In bulkPartial Shipment: Not AllowedCombines shipment: Not allowedTransshipment: Not AllowedArticle 4. SHIPMENT PERIOD:Laycan:Latest date of shipment: *******Article 5. LOADING AND DISCHARGING PORT:Loading Port ：****************Discharging Port ：**********port, P.R.China (or any main Chinese port at buyer’s option)(The final discharging port shall be declared by Buyer upon the vessel passes the Singapore, or within 5 working days after the date of vessel sail out from loading port.)Article 6. GUARANTEED SPECIFICATIONS:(1) Chemical Composition: (on the dry basis)Iron (Fe) 58.00% basis/ 57minimumBelow 57.00% RejectionAlumina (Al2O3) *.00% maximumSilica (SiO2) *.00% maximumSulphur (S) 0.0*% maximumPhosphorus (P) 0.0*% maximum(2)Free Moisture Loss at 105゜Centigrade: 10.0% maximum(3)Physical Composition: (on natural basis)0mm — 10mm **% minimumOversize +10mm **% maximumUndersize －0.15mm **% maximumArticle 7. BASE PRICE:USD**** PDMT CFR FO *****, P.R.CHINA, BASED ON 58% FE ON THE DRY BASIS IN RESPECT OF FINES, FRACTION PRO RATA, and adjusted if applicable under article 8 below(Such price already includes the taxes and duties levied in country of origin, if any subsequent tax/duties increase levied, it shall be borne by the Seller itself)Article 8. PRICE ADJUSTMENT:A)FE contentIn respect of the shipment of iron Ore which does not meet the FE specification set forth in Article 6, the base price referred to in Article 7 shall be adjusted in accordance with FE content as determined pursuant to the provision of Article 10 as follows:1)If Fe above 58.00%, the base price shall be increased by US$2.50per DMT for each 1% of Fe,fraction pro rata.2)If Fe below 58.00%, down to and including 57%, the base price shall be decreased byUS$4.00per DMT for each 1% of Fe, fraction pro rata.3)If Fe content is below 57%, the price adjustment as mentioned above in this Article is notapplicable. Instead, in this case, the Buyer is entitled to reject the Ore if FE content is below 57% either basis loading port analysis arranged by Seller or Buyer’s loading port analysis at loading port or CIQ certificate arranged by Buyer at discharging port. Without prejudice to Buyer’s rights of reject the cargo, both parties shall discuss and negotiate a new price in amicable manner to settle this off-spec cargo. If no price agreement can be reached within 5 working days upon the date of CIQ certificate is provided by Buyer to Seller, then Buyer’s right of rejection shall be exercised in such manner:a)Within 10 working days upon the date of CIQ c is provided by Buyer to Seller, the Sellershould refund and/or repay to the Buyer all the incurred payments and costs to exchangethe relevant shipping documents. Seller agrees that the Buyer is entitled to retain the Oreat Seller’s risk until the Buyer has been fully reimbursed by the Seller of all the paymentsand costs, including but not limited to the provisional payment paid under letter of creditby the Buyer, L/C opening charges, negotiation banking charges, insurance, portdisbursement, storage charges, customs VAT, and pro-rated interest at [ 3.5 ]% perannum on the provisional payment and above mentioned costs and expenses, and otherlosses due to Seller’s such failure to deliver Contractual quality Ore.b)In case the aforesaid payments and costs are not received by Buyer within the 10 workingdays, it is agreed by both parties that the Buyer has right to retain the cargo back, and inBuyer’s sole and absolute discretion re-sell the Ore by any appropriate means to a thirdparty at a price, which Seller hereby unconditionally and irrevocably agree is the marketprice. Such resell price shall also be considered as final settlement price for both parties tosettle this off-spec cargo.c)The Buyer are entitled to claim against Seller for the difference between the cargo valuebasis the final settlement price and the provisional payment as stipulated in article 11(2).Such difference must reimbursed by Seller to Buyer wihin 7 working days upon Buyer’snotice of reselling the shipment of ore and issuance of debit note. In addition, the Buyerreserves the right to claim all other losses and damages arising from the Seller’s suchdefault.B)Physical composition1)Oversized Ore:If the Fines above 10 mm exceeds the guaranteed maximum of **% set forth in Article 6. (3), the base price shall be decreased at the rate of US$0.50 per WMT for the excess part of fines, fraction prorata2)Undersized Ore:If the Fines below 0.15mm exceeds the guaranteed maximum of **% set forth in Article 6.(3), the base price shall be decreased at the rate of US$0.50 per WMT for the excess part of fines, fraction prorataC)Other chemical composition:If the shipment does not meet any of the chemical specifications other than FE provided in Article 6(1) the base price shall be decreased, fraction pro rata as follow:1)Alumina (Al2O3):At the rate of 0.05U.S. Dollars per DMT for each 1% in excess of *.0%, fraction prorata2) Silica (SiO2):At the rate of 0.05U.S. Dollars per DMT for each 1% in excess of *0%, fraction prorata3) Sulphur (S):At the rate of 0.05U.S. Dollars per DMT for each 0.01% in excess of 0.0*%, fraction prorata4) Phosphorus (P):At the rate of 0.05U.S. Dollars per DMT for each 0.01% in excess of 0.0*%, fraction prorataArticle 9. WEIGHING1) At the loading port an independent surveyor, M/s SGS Private Limited (hereafter called ―SGS‖),at Seller’s expense shall determine the weight of shipment of Ore by draft survey. The weight of Ore as ascertained and certified together with SGS’s analysis shall be the basis of Seller’s provisional invoice as stipulated in article 11(2). Buyer may at Buyer’s expense have its representative(s) present during the draft survey.2) B uyer shall, at Buyer’s expense apply to the China Entry-Exit Inspection Quarantine Bureau (hereaftercalled ―CIQ‖) for weighing at the port of discharge. The weight of shipment at the discharge port is to be ascertained by draft survey. The weight thus determined by CIQ shall be final as to wet quantity of the shipment of ore for Seller’s final invoice. The dry quantity shall be determined by deducting the free moisture loss referred to in Article 10 from such wet quantity. Seller may at Seller’s expense have its representative(s) present during the draft survey.3) If no draft survey is performed at the discharge port, Seller’s weight certificate at loading port asstipulated in article 9(1) will be regarded as final.Article 10. SAMPLING AND ANALYSIS1) At the loading port, M/s SGS India Priva te Limited (hereafter called ―SGS‖) shall at the Seller's expensedetermine in accordance to the ISO procedures the chemical, moisture and physical specifications of the Ore and shall provide/produce a certificate showing details of the determination which shall include each of the chemical elements referred to in Article 6 above, free moisture loss at 105°Centigrade and sizing analysis.Buyer may at Buyer's expense have its representative present at the time of such determination.2) In addition to the above determination arranged by Seller, the Buyer may at Buyer's own expenseappoint an independent surveyor to conduct sampling and analysis on the Buyer's behalf (hereafter called"the Buyer's load port analysis"). The Seller must furnish the Buyer with all information reasonably required by the Buyer for the Buyer's load port analysis and use its best endeavours to assist the Buyer in ensuring that the Buyer's load port analysis is carried out. If the Seller fails to furnish the Buyer with all information reasonably required by the Buyer or to use its best endeavours as aforesaid, 1) the Buyer has the right to terminate this contract by giving notice to the Seller and to recover from the Seller liquidated damages in accordance with Article 22 below, and 2) any monies paid to the Seller by the Buyer in respect of the shipment the subject of the contract shall be returned to the Buyer forthwith, 3) any incurred costs already paid by Buyer or any possible costs to be paid by Buyer shall be reimbursed by Seller or to be repaid by Seller for Buyer; and 4) Buyer has no obligation to pay Seller for any invoiced bill once this contract is terminated by Buyer’s notice.If the Buyer's load port analysis shows Fe below 57% rejection, 1) the Buyer has the right to terminate this contract by giving notice to the Seller and to recover from the Seller liquidated damages in accordance with Article 22 below, and 2) any monies paid to the Seller by the Buyer in respect of the shipment the subject of the contract shall be returned to the Buyer forthwith, 3) any incurred costs already paid by Buyer or any possible costs to be paid by Buyer shall be reimbursed by Seller or to be repaid by Seller for Buyer; and 4)Buyer has no obligation to pay Seller for any invoiced bill once this contract is terminated by Buyer’s notice.3) At the port of discharge CIQ shall, at Buyer’s expense, take sample from the shipment and divide itinto two parts, one for CIQ’s analysis, and the other for possible umpire analysis as stipulated in article 10(4) which shall be sealed and kept by CIQ. CIQ shall analyze the sample for Buyer after completion of discharge of the cargo, and issue/produce the CIQ certificate. Buyer should promptly forward to Seller by fax or email such CIQ certificate within sixty (60) days after completion of discharge. CIQ’s certificate analysis shall be final and binding on both parties, and shall be basis for the Seller’s final invoice, except as otherwise provided for in Article 10(4).4) If the difference in percentage of F e content between CIQ’s and SGS’s certificate analysis made underArticle 10 (1) and 10 (3) of this Article is more than 1.0% or if there exists a significant difference of more than 1% between the two said analysis in respect of any one or more chemical contents other than FE, Seller shall consult with Buyer to reconcile such differences. If after consultation, the difference cannot be reconciled between Seller and Buyer within 14 days upon the date of CIQ certificate is provided by Buyer to Seller via email or fax, then at the request of Seller or Buyer, the sample for umpire analysis kept by CIQ stipulated in Article 10(3) shall be analyzed by an agreed umpire between Buyer and Seller. The certificate of analysis issued by such umpire shall be final for FE and/or other relevant chemical content on which in dispute.The umpire request shall be made in writing by Seller or Buyer, within 15 days after CIQ certificate has been provided by Buyer to Seller, failing which CIQ certificate is final and binding on both Parties. The umpire assayer shall be agreed and appointed within 14 days after written request of Seller or Buyer has been made, otherwise CIQ certificate is final and binding on both parties.The umpire in default shall be the following umpire laboratory:Alfred H. Knight International Ltd.Eccleston Grange, Prescot Road, St. HelensMerseyside WA10 3BQENGLANDOrAlex Stewart (Assayers) Ltd.Caddick Road, Knowsley Industrial Estate, KnowsleyMerseyside L34 9ERENGLAND5) If no analysis is carried out at the port of discharge, SGS’s certificate at the loading port shall beconclusive as to analysis of Ore.6) The weighing, sampling, chemical analysis, moisture determination and screen analysis performed atthe discharge port by CIQ s hall be for Buyer’s account.7) The cost of the umpire analysis shall be for the account of the party whose own analysis differs furtherfrom the umpire analysis, and if the result of such umpire analysis is the mean of CIQ’s analysis and the SGS’s analysis then such cost shall be equally borne by both parties.Article 11. PAYMENT1) Letter of CreditBuyer shall establish an irrevocable, non-transferable, at sight Letter of Credit (hereafter calledas the ―L/C‖) in favor of Seller to cover 100% value of the shipment within 5/7 working daysafter the Contract is signed by both Parties.LC advising bank shall be as follows.Name: XXXXXXXXX BANKAddress: XXXXXXXXXXXXXXXXXXXXXXXXXXSWIFT: XXXXXXXX(2) Provisional PaymentThe said Letter of Credit shall be available against the Seller’s draft at sight by opening bank forprovisional payment for the amount of ninety five (95) percent of the value of the shipmentaccompanied by the documents as stipulated below in this Article within 21 days after shipmentdate. The weight certificate issued by SGS at loading port together with the certificate ofanalysis of sample and of the percentage of free moisture loss at 105 degree centigrade atloading port issued by SGS shall be the basis for the Se ller’s provisional invoice:a) Seller’s signed provisional invoice covering 95% CFR shipment value in one (1)original and three (3) copies, indicating the Contract number, L/C number, name ofcarrying vessel, CFR value of the shipment and B/L date and number.b) Certificate of weight in one(1) original and three(3) copies, issued by SGS as setforth in paragraph (1) of Article 9 certifying the actual surveyed weight of Ore shipped atloading port(s).c) Certificate of quality in one(1) original and three(3) copies, issued by SGS as setforth in paragraph (1) of Article 10 showing actual result of the test of chemicalcomposition and physical composition as required in Article 6 specified in this Contract.d) Certificate of origin in one (1) original and three (3) copies issued by Chamber ofCommerce and Industry, India.e) Full set (3/3) of ―clean on board‖ shipped Ocean Bills of Lading made out ―to order‖and blank endorsed, marked ―Freight Prepaid‖, or ―freight payable as per charter party‖notifying the applicant.f) Beneficiary’s certificate certifying that they sent to Buyer by fax or mail one set ofdocuments including B/L, provisional invoice, certificate of quality, certificate of weight,and certificate of origin within five (5) working days after B/L date, and by courier servicewithin seven (7) working days after B/L date.g) Certified c opy of Beneficiary’s Shipment Advice to Buyers within 3 working days aftercompletion of loading by fax or mail of the Contract number, name of commodity, grossweight, loading and sailing date, bill of lading number and date, name of Vessel,approximate invoice value and ETA at the port of discharge.i) Full set of insurance policy/certificate, for 110pct of the invoice value showing claimspayable in Singapore/China in currency of the draft, blank endorsed in negotiable form,covering all risks and war risks.(3) Final PaymentBuyer shall make final payment for the balance between the final value of the Ore calculated onthe basis of the final analysis as set forth in Article 10(3) and the final weight as set forth inArticle 9(2) and the amount of provisional payment as set forth in the preceding Paragraph (2).Such final payment shall be made through the Letter of Credit against Seller’s sigh t draft or inexceptional cases by T/T remittance from Buyer to Seller. The said sight draft shall beaccompanied by the following documents:a)Seller’s signed f inal invoice in five originals based on Inspection Certificates issued by CIQ.b)Inspection Certificate of Quality issued by CIQ at discharging port in one photocopy.c)Inspection Certificate of Weight issued by CIQ at discharging port in one photocopy; ord)In case Certificate(s) of Quality and / or Weight issued by CIQ is not provided by the Buyerwithin 60 days after completion of discharge, then Seller has the right to negotiate the finalinvoice based on loading port’s Certificate of Quality and/or Weight issued by SGS, a copyof which shall be submitted to the Buyer as substitute documents. In such case, adeclaration issued by the Seller of non-receipt of CIQ inspection certificate shouldaccompany documents.(e) In case umpire analysis is required as per terms of this contract then report requiredunder (a), (b) and (c) above shall be from the umpire analysis instead of CIQ. In such casedeclaration by the Seller and Buyer for Umpire analysis required under this Contract shouldaccompany documents.The final invoice or final calculation sheet based on CIQ certificate must be confirmed by otherparty within 7 working days after sight. In case there is any overpayment due to Buyer afteradjustments have been made as hereinabove provided, it shall be paid by Seller to Buyer in theUnited States Currency by telegraphic transfer or by any other means to be mutually agreedupon between Buyer and Seller within 7 working days upon issuance of Buyer’s final debitstatement.Article 12 SHIPMENT:1)Shipment shall be made from port of loading in vessel arranged by Seller. The Seller shall provide orarrange for transport of all product sold and delivered under this Contract from loading port to the discharge port in a single-deck bulk carrier (―the Vessel‖).The Seller shall notify Buyer of Vessel nomination including all the vessel particulars for B uyer’s confirmation and acceptance before vessel arrival at loading port or before loading. However, in the event of delay by Seller to notify such to Buyer, the Buyer at its own discretion has the right to terminate the contract and reserve the rights to claim against Seller for all incurred costs under this contract, and other losses and expenses as provided in Article 23.2)If carrying vessel is tween-deck or multi-purpose or for any other reasons on vessel’s own fault, whichcause additional port/discharging fee charged by port authority, then such fee shall be on Seller’s account, and shall be settled within 7 working days against Buyer’s debit note.Article 13. ADVICE OF SHIPMENT:(1)Seller shall, upon completion of loading, advise Buyer within three working days by cable/telex/fax/email of the Contract number, name of commodity, gross weight, loading and sailing date, name of vessel, approximate invoice value, Bill of Lading No. & date and ETA at the port of discharge. (2)Seller guarantee to provide Buyer by fax or email with a set of shipping documents copy listed asaforesaid in article 10(2) within 5 working days after shipment date (or at least 3 working days prior to vessel arrival at discharging port)Article 14. NOTICE OF ARRIVAL:1) Seller shall advise Buyer at least 14 (Fourteen) days in advance of the estimated date of arrival of thevessel at port of discharge, specifying the type of vessel and hatch division.2) The Seller shall arrange for the Master of the Vessel to notify Buyer three notices of ETA of the Vesselat the discharging port. The first of such notice will be given 10 days prior to the ETA of the Vessel, the second to be given 48 hours prior to the ETA and the third to be given 24 hours prior to ETA.Article 15. DISCHARGING TERMS:1)Buyer guarantees discharging rate of **,000 tons PWWD SHINC.Demurrage rate: US$ **,000 per day of 24 hours or pro- rata. Half dispatch.Turn time: 12 hours unless sooner commenced.2)Notice of readiness to load shall be tendered with clean holds, hatch open and ready in allrespects to discharge the cargo at any time. The lay time shall commence to count 12 hours turn time after NOR has been accepted. If the vessel is not in free pratique on arrival at the berth due to causes attributable to the vessel, then a new notice of readiness shall be tendered after free pratique is granted.3)Any delays caused by ice, floods, quarantine, export or import prohibitions, restrictions or anyother acts of government or any other events of ―force majeure‖ as defined in Article 20 will not count as lay time or demurrage.4)Any time lost during discharging due to the Vessel’s inability to discharge at the applicabledischarge rates determined in accordance with this article or due to any other defects and /or default in the Vessel, deficiency and /or default of the Vessel’s person nel, including inability of the Vessel to ballast or de-ballast at a rate commensurate with the respective discharging rate, shall not count as lay time or demurrage. Any time lost by the Vessel in obtaining gas free clearance or free pratique, either directly or consequentially, shall be for the Seller’s account.5)If original bill(s) of lading could not be presented at discharging port, the Seller and the shipOwner must agree to discharge the entire Ore without presentation of original bill(s) of lading.Any delay of owner’s confirmation of discharging cargo without original bills of lading, the demurrage loss arising from that shall not be on Buyer’s account.6)The Buyer has right to appoint the discharge port shipping agent at O wner or Seller’s costs.Owner and/or Seller must appoint the agent informed by Buyer. If any failure, the discharging terms shall change to CQD.7)Lightening if requir ed by Buyer to Buyer’s account; Lightening if required by Master/Owner toSeller’s account and time should not be counted as lay time.8)Counting of lay time shall cease on completion of discharging. The following time shall not becounted as lay time used even if the vessel already on demurrage:a)Shifting time from anchorage to berth and/or between berths, while all the expense arisingout of the shifting shall be on Seller’s account.b)Time lost due to ballasting /de-ballasting of the vesselc)Time proceeding from customary waiting place/anchorage to discharging berthd)Time used for first opening and last enclosing of hatches.e)Any time lost due to failure or brea kdown of ship’s gear or equipment which may effect ordelay continued normal discharge operations.f)Time used for the draft survey(s) to determine Cargo quantity.9)The vessel shall vacate discharging place as soon as discharging is completed, weather and tidepermitting.Article 16. TRANSFER OF TITLE AND RISK:1)Seller warrants that at the time of delivery, the cargo under the contract have good title to theproduct and will deliver to Buyer free and clear of all liens, claims and encumbrances.If in case of Buyer innocently involved into third party dispute between vessel owner and charter due to some outstanding payment, e.g. vessel owner refuse to give cargo-delivery order even if Buyer’s presentation of original bills of lading for releasing cargo at discharging port, Seller shall deposit to court as required by court for Buyer’s arrangement of cargo release through marine court in lawful way.2)Title with respect to each shipment shall pass from Seller to Buyer when the Buyer has made theprovisional payment through the opening bank against the relative shipping documents as set forth in Article 11(2).3)All risk of loss, damage or destruction respecting the Ore delivered shall pass to the Buyer from thetime of loading of the Ore thereof and the ore pass the vessel rail .In the event that the Ore is lost, damaged or diminished after risk passes but before title of Ore vests in the Buyer,The Seller agrees to assign absolutely and/or subrogate all their rights, title to sue and interest to the Buyer to recover against any third party for losses and/or damages caused and/or expense incurred arising out of and/or in connection with and/or in relation to the Ore.Seller undertakes and warrants that their rights against third parties as aforesaid are and will not be impaired in any way by any act done or to be done by Seller.Seller agrees at all time t o let Buyer and/or Buyer’s servants or agents to have access to all information, documents, and evidence in relation thereto. Seller warrants that Seller has preserved and undertakes to preserve all original documents and evidence in connection with and in relation to the Ore.Seller also undertakes and agrees to allow any proceedings to be taken in Seller’s name without any reference to Seller in exercise of Buyer’s said rights and interest arising out of or in connection with this agreement, and if required, to assist in such proceedings in any form that may be required of Seller, including the provision of all witness and documents.Article 17. LOSS OF CARGO:1) In the event of partial loss of Ore, the final cargo value of the shipment ore shall be basis the weightof Ore shall be the B/L quantity determined as per Article 9(1), and the quality/analysis determined as per Article 10(3).2) In the event of total loss of Ore, the analysis and the weight as determined at the loading port(s) shallbe treated as final and shall be used for final invoicing and payment.Article 18. INSURANCE1) Insurance shall be effected and arranged by Buyer for the full Ore value of the shipment, from the timeof loading of the Ore thereof. For this purpose Seller shall advise Buyer by fax or mail the vessel movement/detais before the loading starts and immediately after completion of the loading as specified in Article 13 of this Contract.2) The Vessel arranged by Seller shall not be over 25 years old. However, if vessel age is above 20 years,the full costs of the OAP will be borne by Seller, and such OAP should be settled within 7 working days against Buyer’s debit note.Article 19. Tax, Duties and other Export & Import FeesAll tax, duties and other export fees levied on export of Iron Ore in the country of Origin shall be for account of Seller, whereas all tax, duties and other import fees levied on the import of Iron Ore in the country of destination shall be for Buyer’s account.Article 20. FORCE MAJEURE1) Neither party shall be held responsible for failure or delay to perform all or in part any obligation underthis Contract if the failure or delay results from event of force majeure.For the purpose of this Contract, force majeure shall mean the following: acts of God, flood, fire, explosion, earthquake, fog, hurricane, snowstorm, tsunami, and drough, war, invasion, outbreak of hostilities, act of terrorism; Government sanction2) The date of fulfillment of any obligation shall be postponed during the time when such circumstancesare operative.3) Any waiver/ extension of time in respect of the delivery of any part of the Ore shall not be deemed to bewaiver/extension of time in respect of the remaining part.4) Any Party asserting Force Majeure shall give notice to the other party of a force majeure event within24 hours of its occurrence. The Party shall have the burden of proving that reasonable steps weretaken (under the circumstances) to minimize delay or damages caused by foreseeable events, that all non-excused obligations were substantially fulfilled. Certificate issued by a Chamber of Commerce in the country of the Seller or Buyer shall be sufficient proof of the existence of the above circumstances and their duration, and the Party whose performance is affected by force majeure shall send the Certificate of the occurrence of the force majeure event issued by Chamber of Commerce not later than 3 days after its occurrence.5) If the event of Force Majeure continues for more than 30 days, either party will have the right to refusefurther performance of the Contract in which case neither party shall have the right to claim eventual damages.6) In the event the Force Majeure caused only partial reduction in the total quantity of Ore the Seller is。
铁矿石交易通用协议中英文对照版本2024一
20XX 专业合同封面COUNTRACT COVER甲方：XXX乙方：XXX铁矿石交易通用协议中英文对照版本2024一本合同目录一览1. 定义与解释1.1 合同各方1.2 铁矿石1.3 交易1.4 交付1.5 价格1.6 支付1.7 违约1.8 争议解决1.9 适用法律1.10 合同生效2. 铁矿石的描述与质量2.1 种类2.2 规格2.3 质量标准2.4 检验3. 交易数量与价格3.1 数量3.2 计量单位3.3 价格条款3.4 价格调整4. 交付与运输4.1 交付地点4.2 交付时间4.3 运输方式4.4 运输保险4.5 风险转移5. 支付条件与方式5.1 支付期限5.2 支付方式5.3 银行手续费5.4 税务6. 检验与索赔6.1 检验机构6.2 检验结果6.3 索赔条件6.4 索赔程序7. 违约责任7.1 买方违约7.2 卖方违约7.3 违约赔偿8. 争议解决8.1 协商解决8.2 调解8.3 仲裁8.4 法律诉讼9. 适用法律与管辖9.1 适用法律9.2 管辖法院10. 合同的修改与终止10.1 修改条件10.2 终止条件10.3 终止后的权利义务11. 保密条款11.1 保密内容11.2 保密期限11.3 例外情况12. 合同的转让12.1 转让条件12.2 通知义务13. 不可抗力13.1 定义13.2 不可抗力事件的影响13.3 不可抗力事件的通知14. 完整协议14.1 取代先前协议14.2 修改权14.3 语言版本第一部分：合同如下：1. 定义与解释1.1 合同各方1.1.2 买方是指：（买方全称），卖方是指：（卖方全称）。
1.2 铁矿石1.2.1 铁矿石是指本合同项下买卖的货物，具体品种、规格和质量标准见附件一。
1.3 交易1.3.1 交易是指买方购买卖方提供的铁矿石的行为。
1.3.2 交易的铁矿石数量、质量和交付时间等详见本合同附件一。
1.4 交付1.4.1 交付是指卖方将铁矿石运输到买方指定的交付地点，并完成交接手续的行为。
铁矿石海外销售合同模板2024年中英对照版
20XX 标准合同模板范本PERSONAL RESUME甲方：XXX乙方：XXX铁矿石海外销售合同模板2024年中英对照版本合同目录一览1. 定义与解释1.1 合同各方1.2 合同标的1.3 合同价格1.4 交付与运输1.5 质量与数量1.6 支付方式1.7 违约责任1.8 争议解决1.9 适用法律1.10 合同的生效、变更与解除2. 合同标的2.1 商品描述2.2 数量与质量2.3 检验与验收3. 价格与支付3.1 价格条款3.2 支付条件3.3 利息与罚金4. 交付与运输4.1 交付时间4.2 运输方式4.3 运输保险4.4 风险转移5. 检验与质量控制5.1 检验标准5.2 质量保证5.3 质量争议的处理6. 售后服务6.1 技术支持6.2 维修服务6.3 投诉处理7. 违约责任7.1 卖方违约7.2 买方违约7.3 违约赔偿8. 争议解决8.1 协商解决8.2 调解与仲裁8.3 法律诉讼9. 适用法律9.1 法律选择9.2 法院管辖10. 合同的生效、变更与解除10.1 合同生效条件10.2 合同的变更10.3 合同的解除11. 保密条款11.1 保密义务11.2 例外情况11.3 泄露后果12. 不可抗力12.1 不可抗力事件12.2 不可抗力后果12.3 不可抗力通知13. 合同的终止13.1 终止条件13.2 终止通知13.3 终止后的义务14. 附录14.1 商品清单14.2 技术参数14.3 其他附件第一部分：合同如下：第一条定义与解释1.1 合同各方地址：X市X区X路X号联系方式：X法定代表人：X地址：X市X区X路X号联系方式：X法定代表人：X1.2 合同标的本合同标的为铁矿石，具体品种、规格、数量等详见附件一。
1.3 合同价格本合同价格为人民币（大写）：元整（小写）：元。
价格按照附件一中的商品清单进行调整。
1.4 交付与运输卖方应按照合同约定的时间、地点、方式将货物交付给买方。
巴西铁矿石购销合同(英语)
Contract Date : 合同日期Contract Number : 合同编号SALE & PURCHASE CONTRACT FOR BRAZIL IRON ORE FINES巴西铁矿石购销合同This contract (“Contract”) is made and entered into by and between:这个合同〔“合同”〕是由以下双方达成：Seller :卖方Buyer :买方Whereas, the Buyer agrees to buy and the Seller agrees to sell the below-mentioned goods for Asia, on the terms and conditions stated below:在此，在下述的情况条件下，买方同意购买，卖方同意销售下文提及的货物，：CLAUSE 1 : DEFINITION 第一条：定义In this contract, the following terms shall, unless otherwise specifically defined, have the following meanings:在本合同中，除非另有特指，词语均定义如下，(A) "Ore" means Iron Ore Fines of Brazil Origin.“矿石”指的是产地巴西的铁矿石(B) "U.S. Currency" means the currency of the United States of America freely transferable from and payable to an external account.“美元货币”指的是美国的自由可转让的且可支付外国帐户的货币(B) "Metric Tonne or MT" means a tonne equivalent to 1,000 Kilogram.公吨或MT 指的是等于1000千克的一吨。
中英文合同
巴西铁矿石购销合同（中英文）SALE & PURCHASE CONTRACT FOR BRAZIL IRON ORE FINESContract Date : 合同日期Contract Number : 合同编号This contract (“Contract”) is made and entered into by and between: 这个合同（“合同”）是由以下双方达成：Seller :卖方Buyer :买方Whereas, the Buyer agrees to buy and the Seller agrees to sell the below-mentioned goods for Asia, on the terms and conditions stated below: 在此，在下述的情况条件下，买方同意购买，卖方同意销售下文提及的货物，：CLAUSE 1 : DEFINITION 第一条：定义In this contract, the following terms shall, unless otherwise specifically defined, have the following meanings:在本合同中，除非另有特指，词语均定义如下，(A) "Ore" means Iron Ore Fines of Brazil Origin.“矿石”指的是产地巴西的铁矿石(B) "U.S. Currency" means the currency of the United States of America freely transferable from and payable to an external account. “美元货币”指的是美国的自由可转让的且可支付外国帐户的货币(B) "Metric Tonne or MT" means a tonne equivalent to 1,000 Kilogram. 公吨或MT 指的是等于1000千克的一吨。
铁矿石英文合同
CONTRACT FOR SALE OF CHROME OREContract No:Date of Contract: 25 May 2011The Seller: CO.,LTD.Address:Tel:Fax:E-mail:The Buyer:Address:Tel:Fax:E-mail:This contract is made by and between the buyer and the seller, wherebythe buyer agrees to buy and the seller agrees to sell the under mentionedgoods to China on the terms and conditions as follows:CLAUSE 1: COMMODITYNAME OF COMMODITY : Concentrate Chrome OreCountry Of Origin :Port Of Loading :Port of Discharge :Lianyungang, ChinaCLAUSE 2: QUANTITY AND SHIPMENTQuantityDate of shipment Transshipment Partial shipment : 2000DMT +/- 10% of Chrome concentrate at seller’s option: within 20 days after opening of the L/C.: is allowed: is not allowedCLAUSE 3: GUARANTEED SPECIFICATIONS AT LOADING PORTCLAUSE 4: PRICECIF Lianyungang Port, China U.S.Dollars per Dry Mertic Ton on 48% Cr2O3 basis concentrate chrome ore, scale rata, bonus/penalty of USD DMT for each 1% Cr2O3 above/below 48%.Insurance to be covered by the Seller.Total Value : USD( U.S.Dollars four hundred thousand Only)CLAUSE 5: PAYMENTThe buyer shall provide an IRREVOCABLE DOCUMENTRY LETTER OF CREDIT, PAYABLE 100% AT SIGHT and indicating seller as beneficiary and issued by buyer's bank for total contract value within 7(seven) banking days from the date of signing the contract by both parties.The Letter of Credit should be at sight for 100% of cargo value. 95% of invoice value shall be paid based on an internationally recognized SGS or Alfred Knight certificate at loading port. The value of cargo to be calculated at the agreed price per metric ton as per clause 3 and clause 4 based on the SGS or Alfred Knight certificate at loading port, with balance 5% value payable under the same L/C against sel ler’s final invoice and photocopy CIQ certificate of quality and weight issued at port of discharge.All banking charges outside opening bank are for account of the seller.CLAUSE 6: PACKINGShipped in 20ft containers in bulk. (Loose bulk in container)CLAUSE 7: DOCUMENTS FOR 95% PAYMENT1)Signed provisional Commercial Invoice based on certificate of quality and weightissued at loading port by independent Survey company SGS or Alfred Knight in 3 originals and 4 copies indicating the Contract number, L/C number, B/L number.The exact amount should be calculated according to the SGS inspection result for Cr2O3 content and quantity at loading port.2)Packing List in 3 originals and 3 copies indicating the Contract number, L/Cnumber, Invoice number, Name of Carrying Vessel.3)Full set 3/3 of clean on board Bill of Lading. Marked “Freight Prepaid”. Issuedby shipping company as carrier.4)Preshipment inspection Certificate of Quality and Certificate of Weight issued atLoading Port by the independent Survey Company SGS or Alfred Knight each in1 original and2 copies.5)Certificate of Origin in 1 original and 2 copies issued by Turkey Chamber ofCommerce.6)Insurance policy in 1 original and 2 copies , issued with buyer as the beneficiary.7)Full set of all shipping documents to be sent to buyer by the fax/email within 7days after shipment. (email has clear print)CLAUSE 8: DOCUMENTS FOR FINAL 5% PAYMENT1)Final Invoice based on certificate of quality and certificate of weight issued byCIQ at discharging port in 3 originals.2)Certificate of Quality issued by CIQ at discharging port. Fax copies/photocopiesacceptable.3)Certificate of Weight issued by CIQ at discharging port. Fax copies/photocopiesacceptable.4) Buyer must submi t copy of CIQ’s Inspection Certificate of Weight and Inspection Certificate of Quality to Seller by fax/email within 60 days from the date of vessel arriving at the discharging port. Otherwise, SGS or Alfred Knight report at loading port shall be taken as final for final settlement.CLAUSE 9: EXPORT AND OTHER FEESFees levied on export of Chrome Ore in the country of Origin shall be for account of Seller, whereas all fees levied on the import of Chrome Ore in the country of destination shall be for Buyer’s account.CLAUSE 10: FORCE MAJEURENeither party shall be held responsible for failure or delay to perform all or any part of this contract due to flood, fire, earthquake, snowstorm, explosion, strike, war or any other Force Majeure cases as per international practice.However, the party whose performance is affected by the event of Force Majeure shall give a notice to the other party of its occurrence as soon as possible and a certificate or a document of the occurrence of the Force Majeure event issued by the relative authority or a neutral independent third party shall be sent to the other party not later than 60 days after its occurrence.If the event of Force Majeure continues for more than 60 days both parties shall negotiate the performance or the termination of this contract.CLAUSE 11: ARBITRATIONAll disputes in connection with this contract or the execution thereof shall be settled by friendly negotiation. If no settlement can be reached the case in dispute shall then be submitted for arbitration to Switzerland International Economic and Trade Arbitration Commission (hereinafter referred to as “SIETAC”) in accordance with the provisional rules of procedure of SIETAC. The decision made by SIETAC shall be accepted as final and binding upon both parties. The fees for arbitration shall be borne by the losing party unless otherwise awarded by the arbitral tribunal.CLAUSE 12: VALIDATION AND ALTERATIONThis Contract shall become effective after signing by both parties. Any amendment, modification on or addition to the terms and conditions of this Contract shall become effective when confirmed by both Seller and Buyer in writing.CLAUSE 14: OTHERSAll of things that not mentioned into this contract are in conformity with INCOTERMS 2000 edition. In witness whereof Buyer and Seller hereto have executed this instrument in duplicate on the basis date first hereinabove written, each of them to be retained by respective party of this Contract.The import agent agrees with the terms of the contract and will open L/C only after receiving the corresponding deposit from the buyer.。
铁矿石销售合同【中英文版】
铁矿石销售合同【中英文版】1. 合同背景本销售合同（以下简称“合同”）由买方（以下称为“买方”）和卖方（以下称为“卖方”）根据互相同意的条件签订，涉及买方购买卖方的铁矿石的销售交易。
2. 买卖双方信息买方：- 公司名称：- 地址：- 联系人：- 电话号码：卖方：- 公司名称：- 地址：- 联系人：- 电话号码：3. 商品描述- 品名：铁矿石- 规格：根据双方协商确定- 数量：根据双方协商确定- 质量标准：根据双方协商确定4. 价格和付款方式- 单价：根据双方协商确定- 总价：数量乘以单价计算- 付款方式：双方同意采用以下方式支付货款：- 首付款：金额或百分比根据双方协商确定，应在合同签订后的指定日期内支付- 尾款：金额或百分比根据双方协商确定，应在交货前的指定日期内支付5. 交货方式和时间- 交货方式：根据双方协商确定- 交货地点：根据双方协商确定- 交货时间：根据双方协商确定6. 质量检验和索赔- 质量检验：买方有权对所购铁矿石进行质量检验，检测费用由买方承担- 不合格品或货损：买方在收到货物后一定期限内有权提出索赔，卖方应负责处理不合格品或货损问题7. 违约责任- 买方违约：如买方未按照合同约定支付货款，卖方有权采取相应法律措施进行追偿- 卖方违约：如卖方未按照合同约定交付货物，买方有权采取相应法律措施要求卖方承担违约责任8. 争议解决- 本合同履行过程中如发生争议，双方应通过友好协商解决；若协商无果，应提交至所在地法院诉讼解决。
双方确认并遵守以上内容，本合同于双方签字之日起生效。
---Iron Ore Sales Contract 【Chinese-English Version】1. Contract BackgroundThis sales contract (hereinafter referred to as the "Contract") is entered into by the Buyer (hereinafter referred to as the "Buyer") and the Seller (hereinafter referred to as the "Seller") based on mutually agreed conditions, regarding the sales transaction of the Seller's iron ore to the Buyer.2. Buyer and Seller InformationBuyer:- Address:- Contact Person:- Phone Number:Seller:- Address:- Contact Person:- Phone Number:3. Product Description- Product Name: Iron Ore- Specifications: To be determined by mutual agreement- Quantity: To be determined by mutual agreement- Quality Standard: To be determined by mutual agreement4. Price and Payment Terms- Unit Price: To be determined by mutual agreement- Total Price: Calculated by multiplying the quantity by the unit price- Payment Terms: The Parties agree to the following payment terms for the payment of the purchase price:- Down Payment: Amount or percentage to be determined by mutual agreement, payable within a specified period after the signing of the Contract- Final Payment: Amount or percentage to be determined by mutual agreement, payable within a specified period before the delivery of the goods5. Delivery Terms and Time- Delivery Terms: To be determined by mutual agreement- Delivery Location: To be determined by mutual agreement- Delivery Time: To be determined by mutual agreement6. Quality Inspection and Claims- Quality Inspection: The Buyer has the right to conduct quality inspection on the purchased iron ore, and the inspection costs shall be borne by the Buyer- Non-conforming or Damaged Goods: The Buyer has the right to make claims for non-conforming or damaged goods within a certain period after receiving the goods, and the Seller shall be responsible for handling the non-conforming or damaged goods issue7. Breach of Contract Liability- Seller's Default: If the Seller fails to deliver the goods as stipulated in the Contract, the Buyer has the right to take legal measures to demand the Seller's liability for breach of contract8. Dispute Resolution- In the event of any disputes arising during the performance of this Contract, the Parties shall resolve them through friendly negotiations. If negotiations fail, they shall be submitted to the local court for litigation resolution.The Parties confirm and abide by the above content. This Contract shall be effective from the date of signature by both Parties.。
铁矿石国际出口贸易合同中英文版2024标准版
20XX 专业合同封面COUNTRACT COVER甲方：XXX乙方：XXX铁矿石国际出口贸易合同中英文版2024标准版本合同目录一览1. 定义与解释1.1 合同主体1.2 铁矿石规格1.3 数量与质量1.4 价格与支付1.5 交货期限与地点1.6 违约责任1.7 争议解决1.8 适用法律1.9 合同的生效、变更与终止1.10 保密条款1.11 第三方受益人1.12 保险1.13 环境影响与合规1.14 附件第一部分：合同如下：1. 定义与解释1.1 合同主体1.2 铁矿石规格铁含量：%硫含量：%磷含量：%粒度：（mm）其他规格：1.3 数量与质量本合同铁矿石的总数量为吨，质量符合1.2条款的规定。
1.4 价格与支付本合同铁矿石的价格为每吨美元（约合人民币元），共计美元（约合人民币元）。
买方应在合同签订后个工作日内，通过银行转账的方式支付合同总价。
1.5 交货期限与地点卖方应在2024年月日前，将铁矿石运输至买方指定的中国境内港口，并向买方提供完整的出口手续和单据。
1.6 违约责任如卖方未能在规定的时间内交付符合合同规定的铁矿石，应向买方支付违约金，违约金为合同总金额的%。
如买方未能在规定的时间内支付合同总价，应向卖方支付滞纳金，滞纳金为应付款项的%。
1.7 争议解决双方在履行合同过程中发生的争议，应通过友好协商解决；如协商不成，任何一方均有权将争议提交至中国仲裁委员会进行仲裁，仲裁裁决是终局的，对双方均有约束力。
1.8 适用法律本合同的签订、效力、解释、履行和争议的解决均适用中华人民共和国法律。
2. 运输与包装2.1 卖方负责将铁矿石运输至买方指定的中国境内港口，并承担运输过程中的风险和费用。
2.2 卖方应按照国际标准对铁矿石进行包装，确保货物在运输过程中安全无损。
2.3 买方应在合同规定的交货期限内，负责办理进口手续并接收货物。
3. 检验与验收3.1 卖方应在装运前对铁矿石进行检验，并向买方提供检验报告。
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Contract Date : 合同日期Contract Number : 合同编号SALE & PURCHASE CONTRACT FOR BRAZIL IRON ORE FINES巴西铁矿石购销合同This contract (“Contract”) is made and entered into by and between:这个合同（“合同”）是由以下双方达成：Seller :卖方Buyer :买方Whereas, the Buyer agrees to buy and the Seller agrees to sell the below-mentioned goods for Asia, on the terms and conditions stated below:在此，在下述的情况条件下，买方同意购买，卖方同意销售下文提及的货物，：CLAUSE 1 : DEFINITION 第一条：定义In this contract, the following terms shall, unless otherwise specifically defined, have the following meanings:在本合同中，除非另有特指，词语均定义如下，(A) "Ore" means Iron Ore Fines of Brazil Origin.“矿石”指的是产地巴西的铁矿石(B) "U.S. Currency" means the currency of the United States of America freely transferable from and payable to an external account.“美元货币”指的是美国的自由可转让的且可支付外国帐户的货币(B) "Metric Tonne or MT" means a tonne equivalent to 1,000 Kilogram.公吨或MT 指的是等于1000千克的一吨。
(D) "Wet basis" means Ore in its natural wet state.“湿吨”指的矿石的自然重量(E) "Dry basis" means Ore dried at 105 degrees Centigrade.“干吨”指的是105摄氏度干燥后的矿石。
(F) “DMT” means dry Metric Tonne“DMT”指的是干吨重。
CLAUSE 2 : COMMODITY 第二条：货物Ore 铁CLAUSE 3 : DELIVERY QUANTITY AND DELIVERY PERIOD 第三条交货数量和交付期限Quantity : ----- WMT (+/- 10%) at Buyer’s Option数量： ___湿吨（+/- 10%）-买方意见Loading Port : Rio de Janeiro port, Brazil (at Seller’s option)装船港：巴西里约热内卢-卖方意见Discharging Port : ----------/---------- port, China (at Buyer’s option)装卸港：中国港-买方意见Shipment : On or before --------- -----, 2006装船：在年月日之前CLAUSE 4 : GUARANTEED SPECIFICATIONS第四条：质量保证Chemical composition (on Dry basis) 化学成分（在干燥状态）Fe铁 64.50 % (Rejection below 63.50%)拒绝低于63.5%Al2O3 氧化铝 2.0% max 不高于2.0%SiO2 氧化硅 3.5% max 不高于3.5%Sulphur 硫 0.01% max 不高于0.01%Phosphorus 磷 0.06% max不高于0.06%Free moisture content loss at 105 degrees Centigrade shall be 8.00% max.在105摄氏度失去的自然水分含量不能高于8%。
Physical composition (on Wet basis)物理成分（自然状态下）Size (mm) 大小 +10 mm 5% max 不多于5% + 1 mm 80% min 不少于0% - 15 mm 15% max 不多于15%CLAUSE 5 : PRICE 第5条价格US$ per DMT CIF ------ port, China (Incoterms 2000). The above price shall be based on 64.5% Fe. Rejection below Fe 63.5% based on CIQ analysis report at discharging port and also rejection below Fe 64.0% based on loading port analysis.__ 美元/干吨 CIF __ 中国港口(Incoterms 2000),这个价格是基于64.5%含铁量的.卖方拒装在出发港检验中低于64%的,同样买方拒收装卸港CIQ检验中低于63.5%含铁的矿石.CLAUSE 6 : PRICE ADJUSTMENT 第6条价格调整The prices of Ore stipulated in Clause 5 hereof shall be adjusted by the following bonuses and penalties:第5条中合同规定的矿石价格需要被以下方式奖罚调整.ORE CONTENT (Fe):含铁量BONUS : 奖励For each 1.00% of Fe above 64.5%, the base price shall be increased by US$ 1.00 per DMT, fractions pro rata.含铁量每比64.5%高1%,基本价格应该提高1美金/干吨PENALTY :处罚For each 1.00% of Fe below 64.5%, the base price shall be decreased by US$ 1.00 per DMT, fractions pro rata. But Buyer has the right to reject Ore which is Fe content is below 63.5%.含铁量每比64.5%低1%,基本价格应降低1美金/干吨,但买方有权拒收含铁量低于63.5%的.OTHER ELEMENTS (IMPURITIES) :If the composition of Ore in respect of Alumina (Al2O3), Silica (SiO2), Sulphur (S) and Phosphorus (P) exceeds the respective guaranteed maximum as set forth in Clause 4 hereof, Buyer shall accept such delivery of Ore by imposing penalties provided below, fractions pro rata.如果矿石的氧化硅,氧化铝,硫,磷的成分超过了第四条内容规定的保证值,买方应接受交货.按比例处以(卖方)罚金, a) Al2O3 氧化铝US$ 5 (Five) cents per DMT for each 1.00% in excess of 2.00% 含量超过2%的,每增加1%,罚以0.5美元一干吨b) SiO2 氧化硅US$ 5 (Five) cents per DMT for each 1.00% in excess of 3.50%. 含量每超c) S (Sulphur) 硫US$ 5 (Five) cents per DMT for each 0.01% in excess of 0.01%.含量每超过0.01%,的,每增加0.01%, 0.5美元一干吨d) P (Phosphorus) 磷US$ 5 (Five) cents per DMT for each 0.01% in excess of 0.06% 含量每超过0.06%,的,每增加0.01%, 0.5美元一干吨MOISTURE : 水分In the event that the free moisture loss at 105 degrees Centigrade exceeds the respective guaranteed maximum as set forth in Clause 4 hereof, Seller shall pay Buyer half of the actual freight attributable to moisture content over 8% up to 9% including 9% and full actual freight attributable to moisture content over 9%. 当矿石在105摄氏度下蒸发的自然水分超过第四条所承诺的最大值时,卖方应赔付买方:1) 水分的一半运费大于8% 小于等于9%时;2) 水分的全部运费大于9%时CLAUSE 7 : PAYMENT第7条交付方式Buyer shall open within seven (7) working days after the date of this contract, on at sight Letter of Credit (“L/C”) in favor of Seller providing for payment of the full invoice value of quantity of Ore. The LC should contain the following terms and conditions:买方应在签订合同后的7个工作日内,开可见信用证信用证应符合以下条款条件:(i) The L/C shall be issued or transferred by First Class Bank. All banking charges outside the L/C issuing bank including reimbursing charges and confirmation charges are for the account of the Beneficiary. 信用证应由一级银行开证并转交,所有除开证行之外的银行费用,包括支付行费用和保兑费用,由受益人支付.(ii) L/C shall allow for 10% more or less in value and quantity. 信用证价值和数量应允许10%的增减. (iii) Charter party bills of lading acceptable. 租约项下提单可接受(iv) Third party documents acceptable except for Draft and Invoice.(v) Partial shipment allowed.(vi) Trans-shipment not allowed.(vii) Spelling and other typographical errors are not considered as discrepancies.(A) Provisional PaymentThe aforesaid L/C shall be payable against Seller’s sight draft(s) for the amount of ninety-five (95) percent of the CIF value of the shipment accompanied by the documents as stipulated in Clause 8 hereof. The Certificate of Weight issued by SGS Brazil Private, Ltd. (“SGS Brazil”) in Brazil by survey of ship’s draft together with the Certificate of Analysis of sample and of the percentage of the free moisture loss at 105 degrees Centigrade issued by SGS Brazil shall be a basis for the Seller’s provisional invoice for the provisional payment.(B) Final PaymentThe balance (+/-) of the CIF value of the shipment after the provisional payment to Seller shall be settled in accordance with Seller’s draft payable at sight together with the final invoice and the documents stated in Clause 8. (2) hereof or by telegraphic transfer by Seller to Buyer in accordance with Buyer’s debit note to Seller together with the documents (except Seller’s final invoice) stated in Clause 8. (2) hereof within ten (10) days from the date of receipt of the said documents, as the case may be. The validity ofthe L/C should be maintained in accordance with the above.Seller’s final invoice or Buyer’s debit note for the settlement of the balance of the CIF value of the shipment shall be based on the certificate issued by the State General Administration of the People’s Repu blic of China for Quality Supervision and Inspection and Quarantine or its branches (collectively “CIQ China”) as provided in Clause 8 and Clause 9 hereof. If an umpire analysis is required under the Clause 10 hereof, payment adjustment arising from this w ill be made when the umpire’s certificate is available. If Buyer is not able to submit to Seller the Inspection Certificate issued by CIQ China as per Clause 9 hereof within seventy five (75) days after the completion of discharging, the Draft Survey Certificate of Weight and Certificate of Analysis at loading port shall be the base of the final invoice or debit note. If the cargo is rejected based on CIQ analysis report Seller shall refund the amount vide Clause 7 (A) Provisional Payment, within 30 days after the receipt of the CIQ analysis report.Buyer’s banking details:Bank Name :Bank Address :Seller’s bank details:Bank Name :Bank Address :。