CONTRACT BANKING PROCEDURES:
1. SELLER SENDS BUYER SCO FOR REVIEW, BUYER ACCEPTS TERMS AND CONDITIONS OF THE SCO AND ISSUE ICPO OR LOI WITH SELLER’S PROCEDURES ALONG WITH BUYER’S PASSPORT COPY.
2. SELLER ISSUE TO BUYER DRAFT CONTRACT OPENS FOR 48 HOURS AMENDMENT FROM BUYER. BUYERS REVIEW THE CONTRACT SIGN AND RETURN BACK THE CONTRACT TO THE SELLER.
3. SELLER NOTARIZES THE CONTRACT AND SENDS BUYER THE NOTARIZED CONTRACT IN PDF FILE AND BOTH PARTIES LODGE THE CONTRACT WITH THEIR RESPECTIVE BANKS.
4. BUYER APPLIES FOR THE TRANSACTION CODE AND PASSPORT FOR THE TRANSACTION FROM THE MINISTRY OF CHAMBERS AND COMMERCE AND MAKE PAYMENT ACCORDINGLY.
5. SELLER SENDS BUYER THE TRANSACTION CODE FOR THE TRANSACTION.
6. SELLER INFORMS BUYER OF THEIR READINESS TO LOAD THE FIRST MONTHLY SHIPMENT AND BUYER ISSUE DLC COVERING THE DURATION OF THE CONTRACT.
7. SELLER SEND BUYER 2%PB AND SHIP TO BUYERS PORT.
8. SELLER PRESENT SHIPPING DOCUMENTS TO BUYER AT DISCHARGE PORT AND BUYER PAYS AGAINSIT SELLER SHIPPING DOCUMENTS ACTIVATING THE DLC MT700.
NOTE: 1. The above terms and conditions are not to be change or negotiated.
2. All ICPO or LOI must be send with our Procedures if not the ICPO or LOI will be rejected.
В пункте 6 DLC — revolving на 1 месячный объем поставки.
В процедуре прописано что аккредитив открывается только после получения судовых документов на отгруженный товар — когда груз на судне и направляется в порт назначения.
TO END BUYER XXXXXXXXXXXXXX
WHEREAS:
The Seller and Buyer, each with full corporate authority, certify, represent and warrant that each can fulfill the requirements of this agreement and respectively provide the products and the funds referred to herein, in time and under the terms agreed to hereafter; and
WHEREAS:
The Seller hereby agrees and makes an irrevocable firm contract to sell and deliver FERTILIZER: Cost, Insurance and Freight (CIF) Inco terms 2000.
NOW THEREFORE:
In consideration of the mutual promises, agreements, terms & conditions of this agreement, assertions and covenants herein and other good and valuable considerations, the receipt of which is acknowledged hereby, the parties hereto mutually and voluntarily agree as follows:
TERMS AND CONDITIONS:
1. PRODUCTS: (Please insert your prilled specs. Needed if you take this Granular 5USD will be added on your pri)
AGRICULTURAL GRANULAR UREA N46% TO GOST 2081-92B (Hereinafter referred to as “The Product”) shall Conform to the following and main specifications characteristics:
46% N, GOST 2081-92
UREE 46% N, GOST 2081-92
NITROGEN 46% BIURET BY WEIGHT MAX 1%
MOISTURE 0:4% MAX BY METHOD OF DRYING
FREE AMMONIA 160 PXT PPM MAX
GRANULATION 2-4MM 90%MN
COLOUR STANDARD PURE WHITE PRILLED
PRII 95%
FREE FLOWING 100% ANTI-CAKING TREATMENT
MELTING POINT 132 DEGREES CELSIUS
PHYSICAL FREE FROM HARMFUL SUBSTANCE, IMPURITIES&
RADIATION CERTIFIED NON RADIATION
FISHER METHOD 0.3% MAX DRYER
METHOD OF DRYING FRIABILITY 100
ANTI CAKING AGENT 0.5% MAX
FLOATABILITY IN WATER SINKS AND MIXES
BOILING POINT DECOMPOSES BEFORE BOILING
2. ORIGIN: UKRAINE/CIS COUNTRIES/AS PER SELLER OPTION.
3. DESTINATION: CIF INDIA MAIN PORTS (As shown in the delivery schedule agreed between the parties). The minimum discharge rate of 6,000 (Six thousand) metric tons per Weather Working Day (WWD) subject to discharge port off-loading capabilities monthly.
4. PORT OF LOADING: Odessa — Ukraine.
5. PRODUCT DELIVERY: The date (s) of bill of lading shall be considered the date (s) of delivery. The delivery shall begin no later than Five to Seven (5 — 7), days after receipt and confirmation of Payment, acceptable to the Seller.
6. PROOF OF PRODUCT: The seller requires a term of 5 days for delivery the POP after the signing of the agreement and the issuance of the DLC. Regardless of the shipping date indicated on the Financial Instrument, the Seller shall have the right to deliver earlier than agreed herein, but shall give sufficient notice to all designated parties and more particularly, the Buyer.
7. DELIVERY: CIF
8. SHIPMENT – DELIVERY:
A. Total Shipment:
B. Trans/Combined shipment: Not allowed.
C. Loading port: Any safe port in Ukraine or Russia.
D. Destination port: CIF as shipping schedule agreed between the parties.
Total shipments shall be according to a shipping schedule (To be agreed and attached as Addendum “A” to this contract). The Buyer however accepts that shipping dates may vary slightly due to slight and reasonable variations in schedules as a result of the customary and usual exigencies. Consecutive shipments shall be shipped and delivered in accordance with the Buyer’s receiving schedule, as sent to and approved by the seller, following execution hereof, with all shipments conforming to Incoterms 2000.
• Partial shipments- allowed
• Trans-shipment — not allowed
9. PRODUCT WEIGHT AND QUALITY:
The Seller guarantees that each shipment of The Product shall be provided with an inspection certificate of weight and quality at time of loading and such certificate shall be provided by Société Générale de Surveillance (Hereinafter referred to as “SGS”) or similar recognized authority approved in writing by the Buyer at the Seller’s expense, and shall be deemed final. The Seller shall instruct said authority to carry out the inspection in strict accordance with the International Chamber of Commerce (I.C.C.) Rules & Regulations.
The buyer side has to make the inspection for Urea in Loading port before shipment.
The Buyer shall, if desired, and at his own expense have the right to arrange an additional inspection at Port of Loading to confirm loading. If discrepancies should at any time and in any particular case, result in relation to the inspection certificate (s) issued at the Port of Loading and Destination, it is hereby agreed that arbitration shall be employed to determine the appropriate judgment. Both parties agree to be bound by the arbitrator’s decision for or against either Buyer or Seller.
10. QUANTITY:
Total 600.000MT (±5%) as detailed in the shipping schedule agreed by the parts.
11. PACKING:
In Bulk.
or
Packed in new woven polypropylene bags outer, and polyethylene inner, bags of 50 kilos net each, with 2% bags provided free of empty bags, net weight will be 200 grams max. each bag shall be secured by tape to ensure the safety of the commodity during ocean transport. Bags shall be marked with black characters:
50 kgs net new white pp/pe inner liner bags.
a. specification of wpp bag:
pp tubular woven bag:60×105cm
double folded:12×10.1000denier
weight:129gr/pce±5%
b. specification of ldpe inner bag:
size:62×117cm×0.06mm
weight:80.5gr/pce±5%
****marking: 07 lines in black color in English on one side.
urea
nitrogen : 46% by weight minimum
biuret : 1% by weight maximum
moisture : 0.5% by weight maximum
country of origin : Ukraine
importer :
manufacturer/supplier:
weight: 50kg net
use no hooks
*two percent (2%) extra new empty marked bags to be supplied with each shipment free of charge.
• Urea 46 pct nitrogen min
• 1 pct beret max
• 2.0 pct moisture max
• 50 kgs net
• Use no hooks
• Made in » XX »
12. PRICE PER METRIC TON:
Price per Metric Ton shall be USD 000per metric ton, Cost, Insurance and freight (CIF) to any port as agreed in the shipping schedule by the parties.
13. SPECIFICATION OF LDPE INNER BAG:
Size: 62×117cm×0.06mm
Weight: 80.5gr/pce±5%
14. MARKING:
07 LINES IN BLACK COLOR IN ENGLISH ON ONE SIDE:
UREA
Nitrogen: 46% by weight Minimum
Biuret: 1% by weight Maximum
Moisture: 0.5% by weight Maximum
Country of Origin: Russia
Importer:
Manufacturer/Supplier:
Weight: 50kg Net
USE NO HOOKS
Two percent (2%) extra new empty marked bags to be supplied with each shipment free of charge.
15. CONTRACT VALUE:
The quantity of the product sold in this contract has been given the value of USD.
$000000 (, United States Dollars) 600,000 Metric Tons (+/-5%).
16. CONTRACT DEFAULT
This contract is value of the amount of US$ 00000000( United States Dollars) If buyer default on the contract he or she will be charge 5% on the total contract value.
17. PAYMENT TERMS:
• Irrevocable and Non- transferable ARDLC 100% at Sight to seller’s Bank
• This ARDLC is auto revolving, monthly for each 50.000 MT up to 600.000 MT.
• The Buyer should transfer the ARDLC for 50,000 MT with a total value of USD$ 0000000000 for 600.000 metric tons (+/-5%), after receiving the hard copies legalized by the Seller contract to lodge in his Bank.
18. PERFORMANCE BOND:
After receipt of ARDLC, the seller’s bank shall post an operative performance bond for the value of 2% of each shipment value.
19. INSPECTION:
The seller guarantees that the shipment shall be provided with an inspection of weight and quality at the port of loading and such certificates shall be provided by SGS or similar authority at seller’s expense which shall be deemed to be the final and binding on parties.
20. PROCEDURES
1). Here Buyer sent ICPO with full coordinates including Data Banking.
2). Buyer and Seller sign the contract with full banking information.
3). Within 03 banking days, Seller issues Allocation confirmation from seller.
4). Within 03 banking days, the Buyer transfers immediately the Non-transferable DLC to seller.
5). Within 05 banking days, the Seller issue 2% P-Bond.
6). First shipment within 10-30 days after receiving Buyer’s L/C.
7) Within 5 days after receiving the swift confirmation of Letter of Credit, Seller will send the Full POP.
21. PRODUCT DOCUMENTATION PER LIFT:
Product documentation required for payment under the Buyer’s Letters of Credit/ Payment Instrument may include the following, but to be agreed between Buyer and Seller before final operative instruments are submitted by the Buyer’s Bank to the Seller’s Bank:
A. Three (3) original and three (3) copies of signed commercial invoices;
B. Three (3) original and three (3) copies of full set of clean on board Ocean Bill of Lading (B/L) marked «freight pre-paid» or “payable per charter party” issued to the order of buyer;
C. Three (3) original and three (3) copies of Certificate of quality quantity and weight inspection issued by SGS only at loading port and discharge port;
D. Three (3) original and three (3) copies of Certificate of Origin, issued by the Chamber of Commerce and Industry of the country of origin;
E. One (1) original and three (3) copies of shipping company statement confirming that the age of the vessel does not exceed twenty (20) years and the vessel is registered under Lloyds registry;
F. Three (3) original and three (3) copies of Specification certificate issued by the appropriate government authority in country of origin;
G. Three (3) original and three (3) copies of packing list showing: i) gross / net weight; ii) the number of ocean bill of lading;
Weight/quantity certificate, certificate of quality issued by SGS at loading port, certifying that the cargo comply with article 3 of this contract in 03 originals.
22. SHIPPING AND DEMURRAGE CONDITIONS
A. All charges at the loading port for Seller’s account.
B. All supervision charges at the port of unloading shall be for the Buyer’s account.
C. Seller shall provide written alert to Buyer within 24 (twenty- four) hours after receipt of notice that vessel transporting commodity has experienced damage, peril, loss, breakdown or accident.
D. The Seller shall be responsible for the import permit.
E. All import expenses including but not limited to; import taxes, consular fees, customs, import clearance, any necessary documentation imposed by the country of destination, discharging and any related expenses at discharge port are for the account of the Buyer and are the sole responsibility of the Buyer.
F. Demurrage shall be calculated on the basis of actual Vessel Master’s certified, recorded time sheet & statement of facts.
G. The discharge rate shall be 1,500 metric tons per weather working day of twenty-four (24) consecutive hours.
H. The times preceding to 0800 hours on the day succeeding any holidays are excluded, even if used, whether in berth or not, (WIBON), whether in port or not (WIPON), whether in free practice or not (WIFPON), whether customs cleared or not, (WICCON).
I. Shipment – Delivery:
1). Shipment Schedule: as agreed by the parties.
2). Total Shipment:
3). Trans/Combined shipment: Not allowed
4). loading port: Any safe port of Ukraine or Russia
5). Destination port: CIF SAFE PORT at shown in the shipping schedule agreed by the parties.
J. Vessel hatch opening and closing shall be performed under crew responsibility, control and account.
K. Time to count from 1300 same working day if notice of readiness tendered/accepted before noon, and from 0800 hours next working day if notice of readiness tendered/accepted after 1200 hours during a working day.
L. Within seventy two (72) hours after vessel’s departure from the port of loading, the Seller’s shipping agent shall advise the Buyer by way of telex/fax/email indicating: the vessel’s sailing date; the name of the nominated vessel and steamship company; name of ship’s captain; tonnage; ocean bill of lading number; contract number; the flags of the vessel; net quantity loaded; number of hatches; and steamed time of arrival (hereinafter known as “ETA”) at the discharge port.
M. The ship’s captain or master of the vessel shall give the Buyer notice of estimated time of arrival by telex/fax/email at 72/48/24 hours prior to ETA at each port of discharge. It is agreed that the demurrage or premium for speed of dispatch be settled by the buyer and the within three (3) international banking days from receipt of the vessel’s master invoice. Vessel Master shall issue master’s invoice within six (6) standard business hours.
N. Lighter age/lightering: due to insufficient draft shall all be for the Seller’s account since it is agreed that minimum draft is established in clause T. Hereunder. All lighter age operations shall be conducted under the Vessel Master’s approval and supervision.
O. If Buyer fails to pay demurrage charges for any shipment under this contract, Seller shall without incurring default under this contract, have the right to delay or terminate further shipment(s) until any past due demurrage is paid by unconditional swift wire.
P. Geared vessels are mandatory. The Buyer will not accept gearless vessels.
Q. Should the vessel be required to shift from one berth to another at port of discharge, the expense in shifting shall be for the Buyer’s account if same is ordered by authorities due to cargo related matters.
R. If same is ordered due to vessel related matters, same will be for owner’s account. In any event, actual time utilized in moving from the anchorage/ waiting area to berth when available due to tide, pilot availability, port authority restrictions, and/or other reasons beyond owner’s control, time will count as lay time until vessel is underway to berth. It is understood by sellers that vessel load shall not exceed the meters required by law as per discharge port restriction.
S. Vessel may not be older than 20 years.
T. Vessel draft may not exceed the meters by law.
U. Vessel to have four hatches and discharge operational ability to discharge all four hatches simultaneously.
V. All necessary import/custom formalities and arrangements for taking delivery of cargo prior to vessel’s arrival are the responsibility of the Buyer. In the event of incomplete import formalities, or no storage facilities, or no transport arrangements, or in the event customs or port authorities do not allow discharge to commerce or halt discharge due to Buyer’s or their cargo receivers failure to arrange or complete the formalities, the Buyer to pay the demurrage and any other associated costs, including but not limited to shifting costs incurred to the seller’s/vessel’s/owner’s before discharge can commence or can recommence.
W. Trans-shipment is not allowed.
X. Partial shipment is allowed.
Y. All delivery vessels used by the seller shall and will be an “ICE CLASS VESSELS” for the term of winter time between months on October to June.
Z. Buyer shall on its own account, place any necessary icebreakers at Vessel’s disposal.
23. FORCE MAJEURE:
Neither party to this contract shall be held responsible for breach of contract caused by an Act of God, Insurrection, Civil War, Military operation or local emergency. The parties do hereby accept the international provision of “Force Majeure” as published by the International Chamber of Commerce, Geneva, Switzerland, and as defined by I.C.C. Rules Uniform Customs and Practice.
24. DISPUTES AND ARBITRATION:
If any dispute happens, the two parties agree to try their utmost to solve it by friendly negotiation. If the dispute proves impossible to settle, all disputes arising out of or in connection with the present contract shall be finally settled under the Rules of Arbitration of the International Chamber Of Commerce + the disputed matter will be subject to Arbitration by an Arbitrator in Latvia, United Kingdom under ICC Rules And Regulations. The losing party will pay the Arbitration fee. It is understood that in the event of dispute or arbitration, English shall prevail. The award of the Arbitrator shall be final and binding for both parties.
25. AUTHORITY TO EXECUTE THIS CONTRACT:
The parties to this contract declare that they have full authority to execute this document and accordingly to be fully bound by the terms and conditions.
26. EXECUTION OF THIS CONTRACT:
This contract may be executed simultaneously in two or more counterparts via email, each of which shall be deemed as originals and legally binding.
27. GOVERNING LAW:
This contract shall be governed, and interpreted in accordance with the United Nation Convention for the Sale of Goods (U.N. Convention). In event of inconsistency between this contract and the provisions of the U.N. Convention, this contract shall have priority. For the purpose of Article 39, of the U.N. Convention, a reasonable period of time shall be deemed to be 5 days.
28. LANGUAGE USED:
The English language shall be used in all documentation and communication relating to this contract, including legal proceedings
29. ASSIGNMENT:
This agreement is not assignable or transferable by either party, without prior written permission of the buyer and any approved assignment shall be subject to such transfer being strictly required for the general performance of this contract.
30. NON-CIRCUMVENTION AND NON-DISCLOSURE:
The parties accept and agree to the provisions of the International Chamber of Commerce, Geneva, Switzerland for non-circumvention and non-disclosure with regards to all and everyone of the parties involved in this transaction and contract, additions, renewals, and third party assignments, with full reciprocation for a period of (3) three years from the date of execution of this contract.
31. CONTRACT TERM
This contract shall come into force and effect on the date of signature by the Buyer and shall be in effect for a period of 1 month, which shall exclude 10 (Ten) working days for signature of contract and issuance of the Payment.
32. BREACH OF CONTRACT AND TERMINATION
In the event of a breach of any term of this contract the defaulting party shall be given a reasonable period in which to rectify the said breach. If the defaulting party fails to rectify the breach, the aggrieved party shall be entitled to cancel the contract and claim value of not less than 5% of the total value of the contract for the damages for losses and expenses suffered.
33. VALIDITY OF THE CONTRACT
7 (Seven) days from the date of final signing this contract, if the buyer failed to issue the agreed financial instruments which mentioned in Article No. 10 (Terms of payment) and in Article No: 22 (Procedures) paragraph Number 5 the contract will be not be no longer valid with prices and conditions and buyer has to enquire seller’s new prices and conditions
34. OTHER MISCELLANEOUS TERMS AND CONDITIONS
The Buyer confirms that their funds are good clean, cleared, unencumbered, legitimately earned funds from legal sources..
Both parties agree to promptly provide all reasonable due diligence and/or “Know Your Client” information requested by the other party and/or their bankers and/or applicable regulatory authorities.
Both parties agree that time is of the essence in relation to this contract and shall promptly and efficiently attend to their respective undertakings and responsibilities.
Both signatories hereto acknowledge that they have read this agreement, they have fully understood the terms and conditions contained herein, and by attaching their initial and signature hereto have unconditionally agreed to be bound hereto as of the date noted herein
Once executed, any changes hereto must be mutually agreed and confirmed by the parties in writing.
BUYER’S BANKING INFORMATION
BANK NAME:
BANK ADDRESS:
COUNTRY:
ACCOUNT NAME:
ACCOUNT NUMBER:
SWIFT CODE:
BANK OFFICER: Mr.
TEL/FAX: +
SELLER’S BANKING INFORMATION
BANK NAME:
BANK ADDRESS:
COUNTRY:
ACCOUNT NAME:
ACCOUNT NUMBER:
SWIFT CODE:
BANK OFFICER: Mr.
TEL/FAX: +
Start and End date will be determined by Date of Signature of the contract by both parties.
This agreement may be signed in one or more counterparts and the parties agree that email copies of this agreement to be considered as a legal original and signatures thereon shall be legal and binding agreement.
The Contractual Parties herein have read and understand the Terms & Conditions contained herein while reserved the rights to legal representation and waving such rights, the parties have executed this agreement on this XXXXXXXXX 2012
BUYER :
NAME :
PASSPORT :
ENTERPRISE :
POSITION :
MOBILE PHONE:
EMAIL :
DATE :
SIGN/SEAL :
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