sales contract 3.docx

1、sales contract 3* INDICATES CONFIDENTIAL MATERIAL OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND FILED WITH THE SECURITIES AND EXCHANGE COMMISSION SEPARATELY WITH A REQUEST FOR CONFIDENTIAL TREATMENT.Sales ContractContract No. JINKO0812130001-WZWDate: 2008-12-13Signed at: Shanghai, Chi

2、naSupplier:Jiangxi Jinko Solar Co., Ltd.(Hereinafter referred to as Party A)Address:Jinko Road, Xuri District, Shangrao Economic Development Zone, Jiangxi ProvinceTel:+86-21-68760633-8026Fax:+86-21-68761115Mobile:+86-013524145808Email:rudyDemander:Win-Korea Trading PTY., LTD(Hereinafter referred to

3、as Party B)Address:620-6 Ongnyeon-Dong, Yeonsu-Gu, Incheon-City, KoreaTel:+82-32-543-5981Fax:+82-32-543-5983Email:Junghyun49051Both parties agreed on the following terms upon friendly consultation:I.Product name, Specification and Quantity:Product nameUnitprice(CIFKorea)(USD)Quantity(pcs)Amount/M(US

4、D)6monthsamount(USD)Oneyearsamount(USD)Remark(ContractPeriod)156 Multi wafer*2009.*-2009.*TotalAmount:*1.During the contract period, the two parties may enter into any other contracts upon consultation according to productivity increase of Party A and requirement of Party B.II.Quality Requirements,

5、Technical Standards and Quality Disputes1.Quality requirements and technical standards:Conduction type: *Square angle: *Microcrystal: *Resistivity: *Dimension: *Diagonal line length: *Average Center Thickness per 10,000pcs: *Minority Carrier lifetime: *TTV: *Dislocation density: *Carbon Content: * O

6、xygen Content: *Saw depth: *Edge Chips: *Warp: * Confidential material omitted and filed separately with the Commission.2For other uncovered matters, please refer to industrial standards.2.Quality DisputesIn case of any quality discrepancy, Party B shall inform Party A in writing and provide written

7、 test report and result as well as product track number of Party A. If Party A has any objections, after inspection by its own quality control department, on test report and result submitted by Party B, Party A shall send Party B written feedback and relevant evidence within * days; otherwise Party

8、A will be deemed in agreeing to quality issues raised by Party B. If Party A identifies after testing the issues as attributed to its own product and quality problems, it shall, for bulk purchase, immediately arrange for exchanging or returning of defective products; and for small quantity, exchange

9、 the products at next delivery. All fees incurred shall be borne by Party A.However, a defective percentage less than * (excluding stress wafer) shall be regarded as normal conveyance loss out of the scope of replacement and returning. Quality problems due to improper operation of Party B during ins

10、pection and production is not covered by Party A.*Confidential material omitted and filed separately with the Commission.3III.Inspection Methods and Time Limit for Objection: In the case that Party B finds any quality problems according to contracted technical standard, objection shall be sent to Pa

11、rty A within * days after receipt of products. If no written objection is raised within the period, it is deemed that the quality of Party As products is qualified with contract requirements.IV.Packaging Standard: A. Wafers are kept sealed in *. B. Each * contains * wafers. C. * are packed in polyet

12、hylene foam packing to absorb transit handling shocks.V.Time, Place and Manner of Delivery1.Time of delivery:The stipulated payment shall be made in full and in time2.Place of delivery:Inchon International Airport3.Manner of delivery:CIF KoreaVI.Advance payment, Settlement and Deadline1.Party B (Buy

13、er) agrees to pay * before *, 2008 as the payment of January 2009. From the * 2009, Party B agrees to pay on * each month, and Party A agrees to ship the wafers on * days after getting the full payment from Party B. Each month after getting the full payment from Party B, Party A should make the ship

14、ment to Party B. Party A should ship *pcs to Party B at January 2009, the remained * as the deposit of Party B. And Party A should ship *pcs per month for the next 10 months, and on * 2009, Party A should ship *pcs together with the remained *pcs to Party B (Total shipment on December 2009 is 315,00

15、0pcs.). The payment term for the whole year contract is the same.2.Party B shall take the full payment before each shipment, and the invoice shall be issued to Party B within a week after the consignment by Party A.3.The term of the Contract shall be one year continuously commencing on January1st 20

16、09 and ending on December31st 2010. And the price is * from January1st 2009 to July1st, 2009, Party A and Party B will further discuss the price upon the situation for the next six months price.*Confidential material omitted and filed separately with the Commission.4The parties hereof may consult on

17、 renewal of the contract after expiry.VII.Transfer of the Ownership of Goods: The ownership of the goods shall be transferred to Party B after the delivery.VIII.Liability for Breach of Contract1.If the model, specification, and technical parameter of the goods consigned by Party A are not in accorda

18、nce with the contract, Party B shall contact with Party A promptly according to the actual situation. Party A shall make confirmation and solution within * days. If there are any goods with quality problems confirmed by Party A, Party B shall be entitled to exchange at the next delivery taking. If b

19、oth parties hereof confirm in writing on product returning, Party A shall refund to Party B the amount of money for the returned products2.In case of Party As overdue delivery or Party Bs overdue payment, the defaulting party shall pay the other party the penalty of * of the overdue product value or

20、 payment for each delayed day.3.Any party breaching the Agreement shall take liabilities for breach of contract and compensate for the economic loss to the other party incurred by the violation. The compensation amount shall be equal to the loss caused by the breach, including the benefits that may

21、be acquired after fulfillment the Agreement, but shall not exceed the possible loss that should be foreseen at establishment of contract by the defaulting party.4.If the both parties hereof decide to terminate the Agreement after friendly consultation, Party A shall within * working days refund to P

22、arty B the amount of money of remaining * pcs of wafers *; in case of failing to do that, * of the amount for each delayed day shall be paid as a penalty.*Confidential material omitted and filed separately with the Commission.55.If Party B is of any of the following breaching activities, it shall pa

23、y a penalty to Party B as per the following provisions:If Party B violate the Contract or fail to implement this Contract, Party A may withhold all the advance payment by Party B, and Party B shall compensate for the economic losses to Party A incurred by its no fulfillment of this Contract.6.If Par

24、ty A is of any of the following breaching activities, it shall pay a penalty to Party B according to the following provisions: For breach of the Contract or failing to supply with products, Party A must refund all the advance payment (free of interest) by Party B within * working days, and also bear

25、 the economic losses to Party B incurred by its failing to supply with products as required. In case that Party A fails to refund the advance payment in time, it shall pay Party B a penalty of * of the advance payment for each delayed day.7.For the above terms, both parties agree *. But from the Feb

26、ruary, if Party B does not pay within * or Party A does not ship the wafers within * after payment, the party is regarded as breaking the contract and need to pay 5 times as the deposit amount * as compensation to the other party. The non-breaching party is entitled to decide whether to continue the

27、 contract or not.*Confidential material omitted and filed separately with the Commission.6IX.Dispute Resolution: All disputes arising from signature and fulfillment of the Contract or relating to other business between both Parties shall be dealt with through consultation; if no agreements are reach

28、ed after consultation, any party may submit for arbitration to China International Economic and Trade Arbitration Commission Shanghai Commission, and the related cost shall be born by the failing party.X.Confidentiality: All terms and conditions of this Contract as well as any supplement agreement s

29、hall be deemed as confidential information by both Parties and their employees, agents, representatives and consultants; Any party shall not disclose to any third party without the consent of the other party.XI.Force Majeure: If any of the two parties fails to perform its obligations under this Contract due to any Forc