Translation of external economic contract

CONTRACT 0/1

Illichivsk December 11, 1991

Firm …………. Kyiv, hereinafter referred to as the “Seller” on the one part, and . . .. herein after referred to as the “Buyer” on the other part have concluded the present Contract to the effect that

1. Subject of the Contract

Seller shall sell, and the Buyer shall buy the merchandise (FOB Illichivsk) …………..

which quantity, assortment, and quality are indicated in Specifica­tion, Appendix to the present Contract, forming its integral part.

2. Price and Total Cost of Contract

The price for the merchandise supplied in accordance with present Contract amounts to…

(FOB Illichivsk).

The total cost of the Contract shall amount to.

3. Quality of the merchandise

Quality of the merchandise to be delivered under the present Cont­ract shall be in full conformity with the standards in force in the Ukraine or with norms of the plants, manufacturing the merchandise and shall be confirmed by manufactu­rer’s certificate of quality.

4. Guarantees

The Seller shall guarantee the quality of the delivered merchandise for… months from the date of the beginning of it’s operation, but for not more than …

months under favourable conditions of it’s operation.

5. Dates and terms of delivery

The Seller shall deliver the mer­chandise to, the Buyer in dates, indicated in Appendix N to the pre-sent Contract.

Delivery of the merchandise under the present Contract shall be made under the shipping do­cuments, indicated in Appendix No. to the present Contract

The Seller, shall notify by cable the Buyer not later- than ….

days after the ………..

vessel’s departure from the Seller’s (port) about the shipment of merchandise with indication of . . …………. (data of way­bill or Bill of Lading etc).

6. Packing and Marking

The merchandise shall be shipped in export packing suitable for the na­ture of the goods under supply. The packing shall protect the goods against any damage and corrosion during their inland and sea transportation. The packing shall be fit for transhipping by means of cranes or manually. Marking shall be inscribed on three sides of the cases (on two opposite sides and on the top of the case).

The following marking in the En­glish language shall be inscribed with indelible paint on each packa­ge:

Top

Handle with care

Gross weight ………. kg

Net weight ……….. kg

Dimensions of case (length, width, height) ……….. cm

Do not turn over

Consignor ……….

Country of destination ……..

Contract No. …………

Package No. ………..

Port (Station) of destination

Consignee …. …

7. Terms of Payment

Payment under the present Contract shall be effected by the Buyer by means ……….. against presentation by the Seller the following documents to the Bank:

8. Sanctions and claims

8.1. Claims for shortage or damage of merchandise during transportation are to be made by the Buyer against the Carrier or the Insurer.

8.2. The Seller shall be liable to the payment of Liquidated Damages for default of the several responsibili­ties under the Contract, as follows:

For the delay in the delivery of the merchandise the agreed Liqui­dated Damages shall be as follows:

for each week of delay in the sub­mission of a required document an amount of ……. subject to an overall maximum liability of ………….. under this Article.

For delay in supply of 95 % of the merchandise beyond the period of ……….. months after Effective Date of the Contract for each week of delay an amount of ……….. of the Contract Price.

 

9. Force Majeur

Should any force majeur circumstances arise which hinder the fulfilment by any of the parties of their respective obligations under the contract, neither party is res­ponsible for the non-fulfilment of its liabilities to the extent owing to such circumstances.

Natural disasters, war and military operations of any sort, blockades, embargo, prohibition of exports and imports, epidemics and other circumstances beyond the control of the parties are considered as force majeur ……… have

the right to extend the time stipu­lated for the fulfilment of the contract by a period equal to that during which force majeur circumstances last.

10. Settlement of disputes and arbitration

Should any differences or disputes connected with the present Contract arise between the Seller and the Buyer, the parties will strive to reach friendly settlement of then Should such friendly settlement appear impossible and the parties fail to reach an agreement within 15 days in the manner of arrange­ment, the disputes will be submitted for the consideration of parity commission composed of 4 persons, 2 persons from each party. This parity commission will be set up within 10 days from the date of a written request from one of the parties hereto.

Should the parity commission fail to settle the dispute within 15 days from the date of its establishment, or one party failed to appoint its representatives to the parity com­mission within 10 days mentioned above, the dispute will be at the written request of one of the par­ties submitted for the consideration of the Arbitration Court of the . . ……….. Trade Chamber, ……….. the decisions of which will be final, liable to no pro­test, appeal and irrevocability and will be obligatory for both parties.

Seller Buyer