IV. Перевод договора / соглашения

Деловая переписка завершается подписанием договора (контракта). Договор оформляет сделку между Продавцом и Покупателем, Поставщиком и Заказчиком, Арендатором и Арендодателем, Агентом и Принципалом, Заказчиком и Подрядчиком, Лицензиаром и Лицензиатом.

CONTRACT 1

Brighton, England

April 10, 1997

Continental Equipment Plc, Brighton, England, hereinafter referred to as "the Seller", on the one part, and TST Systems Ltd., Kiev, Ukraine, hereinafter referred to as "the Buyer", on the other part, have concluded the present Contract as follows:

Subject of the Contract

1.1. The Seller has sold and the Buyer has bought the machinery, equipment, materials, and ser­vices ("Equipment") as listed in Appendix 1 being an integral part of this Contract.

Prices and Total Value of the Contract

2.1. The Total Contract Value is as following:

Equipment and engineering FOB U.K. port + documentation £-- _____

Supervision, start-up and training £--____

Spare and wear parts £-- ____

Freight £ -- __

Total price CIF Odessa £ -- ___

Discount £ -- __

Total Contract Value £--___

2.2. The prices are understood to be CIF Odessa including cost of packing, marking, loading on board a ship, stowing and fastening the equipment in the hold, and the cost of the materials used for this purpose.

2.3 The prices are firm for the duration of the Contract and shall not be subject to any revision except on account of any mutual agreed changes or modifications to equipment specification and/or quantities listed in Appendix 1 to this Contract.

Time of Delivery

3.1. The equipment specified in Appendix l of the present Contract is to be delivered within two (2) months from the date of opening the Letter of Credit specified in Clause 4.1 of this Contract.

3.2. The delivery date is under­stood to be the date of the clean Bill of Lading issued in the name of the Buyer, destination Odessa port of Ukraine.

Terms of Payment

4.1. Within thirty (30) days from the date of signing this Contract, the Buyer is to open in favour of the Seller an irrevocable confirmed Letter of Credit with CityBank, London, for hundred per cent (100%) of the total contract value. The Letter of Credit is to be valid for three (3) months.

4.2. Payment from this Letter of Credit at the rate of hundred per cent (100%) of the total con­tract value is to be effected in GB pounds against the following shipping documents:

4.2.1. Original Bill of Lading issued in the name of the Buyer, destination Odessa Port of Ukraine.

4.2.2. Shipping Specification.

4.2.3. Certificate of Quality.

4.2.4.Certificate of Origin.

4.2.5.Packing List.

4.2.6.Insurance Policy.

Technical Documentation

5.1. Within five (5) days from the delivery date the Seller shall send two (2) sets of the technical documents as listed in Appendix 2 to the address of the Buyer.

5.2. All instructions on the drawings are to be in English, with аll the instructions contained in Items 1, 2, 3, and 4 of Appendix 2 translated into Russian.

Guarantee of the Quality of the Equipment

6.1. The guarantee period is twelve (12) months from the date of the start-up of the equipment, which is reflected in an appropriate Act signed by the representatives of the Parties to the present Contract, but not more than eigh­teen (18) months from the date of delivery of the equipment.

6.2. If the equipment proves to be defective or faulty during the guarantee period, the Seller has at its expense at the choice of both Parties either to remedy the defects or to replace the faulty equipment with me new equipment of good quality which is to be delivered without delay to the port of delivery.

Packing

7.1. The equipment is to be shipped in export sea packing suitable for the type of equipment delivered. Packing should also be suitable for transshipment in tran­sit and reasonable long storage of the equipment.

7.2. Each container is not to exceed the following dimensions: length = 2,500 mm, width = 2,500 mm, height = 2,500 mm.

7.3. The Seller is responsible to the Buyer for any damage to the equipment resulting from inade­quate packing of the equipment.

Marking

8.1. All the containers are to be marked on the three (3) sides. Each container should bear the following markings made in indelible paint (in Russian and English):

Contract No.

Seller: Continental Equipment Plc (Address)

Buyer: TST Systems Ltd. (Address)

Railway Station of Destination: Kiev

Container No.:

Gross weight: _____ kg

Net weight: _____ kg

Case dimensions in cm (length x width x height)

8.2. If a case requires special handling it should bear additional marks: "Fragile", "Top" or "This side up", etc.