Attached files
| file | filename |
|---|---|
| 10-K/A - China Green Agriculture, Inc. | v206858_10-ka.htm |
| EX-32.1 - China Green Agriculture, Inc. | v206858_ex32-1.htm |
| EX-31.1 - China Green Agriculture, Inc. | v206858_ex31-1.htm |
| EX-31.2 - China Green Agriculture, Inc. | v206858_ex31-2.htm |
| EX-10.2 - China Green Agriculture, Inc. | v206858_ex10-2.htm |
Exhibit
10.1
Contract
No. LHJN-002-08
Processing
Contract for the Complete Equipment Installation of Drip Fertilizer
Party A:
Shaanxi Techteam Jinong Humic Acid Products Co., Ltd.
Party B:
Xi’an Kingtone Information Co., Ltd
NOW,
THEREFORE, in consideration of the Contract Law of People’s Republic of China as
well as relevant regulations and provisions, and through mutual friendly
negotiation, both Parties hereto enter into the agreement as follows
(“Contract”):
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I
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Name
of the complete sets of Equipment
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The
process and complete equipment design, manufacturing and installation of the
production line of compound liquid fertilizer with the annual capacity of 30,000
tons;
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II
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Processing
Method
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Designing,
manufacturing, installation and debugging (including training) of the production
line of the compound liquid fertilizer;
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III
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Price
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Total
amount: RMB 4 million, that is RMB four million (refer to the Contract
List)
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IV
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Quality
Requirement
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1.
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Capacity:
5 tons per hour drip fertilizer
powder
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2.
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Homogeneous
degree: CV≤5%
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3.
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Manufacturing
in accordance with the specification, type and quality standard per the
Contract List
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4.
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The
Equipment and pipelines are painted into Party B’s standard
color.
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5.
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The
design of equipment; manufacturing and supply of the complete equipment
and auxiliary material; the installation and debugging of the entire
equipment.
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6.
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The
piping material, wind pipe, dust pipe, material hopper, square material
pipe etc shall be manufactured and installed in accordance with Party A’s
design.
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7.
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Electrical
device shall be supplied and installed in accordance with the design
requirements (excluding the installation of lighting
device)
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8.
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Manufacturing
and installing the platform, guardrail, ladder, supporters, etc per the
design requirements.
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V
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Duration
of the Project
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1.
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Party
B shall enter the working site of Party A and conduct the installation
within 60 days after receiving Party A’s prepayment and installation
notice for conducting the civil engineering upon signing the
contract.
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Installation
term: 25 days; 20 days for installation and 5 days for debugging.
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2.
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Adjournment
for the term of project: Shall the following events happen, the term of
project can be adjourned accordingly upon party A’s approval in
writing:
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1)
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In
the event of eight hours stoppage due to the consecutive blackout during
the installation and debugging, the project term can be postponed one
day;
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2)
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Fail
to timely supply the installing material by Party A (refer to the appendix
for the installing material)
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3)
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Fail
to carry out the work (installation and debugging) due to Party
A
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4)
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Force
Majeure (earthquake, sever weather, fire, flood, government policies and
etc.)
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3.
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Party
B shall submit a written report to Party A within 3 days upon the above
events, and the representative of Party A must reply within three days to
Party B. Otherwise, Party B shall regard Party A’s non-response as the
confirmation of adjournment by Party
A.
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VI.
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Method
and terms of payment
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1.
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Method
of payment: telegraphic transfer. Party A shall pay the amount to the bank
account officially stipulated by Party
B.
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2.
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Terms
of payment:
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1)
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Party
A shall prepay 20% of the contract price within ten days upon signing the
contract, that is RMB eight hundred thousand (RMB
800,000)
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2)
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Party
A shall pay 65% of the contract amount to Party B prior to the delivery,
that is RMB two million six hundred thousand (RMB
2,600,000)
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3)
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Party
A shall pay 10% of the contract amount, that is RMB four hundred thousand
(RMB 400,000) upon receiving the full amount of invoice (including 17%
VAT) provided by Party B after the installation and
debugging
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4)
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Party
A shall 5% of the contract amount, which will be the guarantee fee, that
is RMB two hundred thousand (RMB 200,000), shall be pay off 6-month of
successful running after the
acceptance.
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VII
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Method
and cost of Transportation
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Party B
shall be liable to the cost of transportation. The equipment will be delivered
to the factory of Shaanxi Techteam Jinong Humic Acid Products Co., Ltd by
car..
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VIII
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Party
A’s Responsibilities
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1.
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Construct
the major factory workshops and frames according to the Party B’s design
requirements.
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2.
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Upon
delivery of the equipments, Party A shall assist Party B to unload the
equipments and appropriately manage
them.
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3.
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Provide
a lockable warehouse for Party B during the installation period to store
important and portable equipments.
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4.
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Provide
free construction sites, working and drinking water. Install electricity
meters at the cost of Party A.
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5.
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Arrange
____ operation workers of important positions to study with the
shifts at the installation period and assist to do some side works, as
well as being trained for free.
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6.
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Connect
the electricity on time. Prepare the raw materials on time and arrange
workers to make experiments with full
load.
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IX Party
B’s Responsibilities
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1.
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Party
B is responsible for setting up all required tools on the site and
appropriately managing all equipments on the
site.
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2.
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Abide
by all regulations or rules of Party A at the construction period. The
construction and technical staffs are responsible for their own
accommodations and foods. Party A shall provide
assistance.
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3.
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Pay
electricity fee to Party A based on the real usage and local
rate.
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4.
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Train
relevant operation staffs without any cost on Party
A.
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5.
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Provide
after-sales service. The quality warranty period of the equipments and
installation is 1 year after acceptance, but no longer than 18 months upon
delivery. Party B should provide relevant free substitute equipments or
parts. Party B is responsible for all costs or lost of Party A because of
the quality issue during the quality warranty period. Party B can charge
Party A on the maintenance costs for other reasons. Party B shall provide
all lifetime maintenance service.
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6.
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When
quality issue or operation issue comes up, Party B shall respond and
arrive at the site to fix the issues within 48 hours after receiving the
call from Party A.
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7.
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Party
B shall abide by safety regulations strictly to make sure the construction
work is carried out safely and in a good manner. Party B is responsible
for the body safety and other safety duties of all its working
staffs.
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8.
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Party
B shall work, manufacture, install, and debug by using its technologies
and equipments according to the technical requirements of the Contract.
Party B shall accept the inspections or supervising from Party
A.
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X Responsibility
for breach of contract
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1.
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Party
B shall compensate Party A RMB 500 per day in the event of
failing to complete the installation and debugging within stipulated
time.
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2.
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In
the event Party A fails to pay the contract amount in accordance with the
Contract, the overdue amount will be regarded as the late fee and
calculated by 3% per day. Meanwhile, Party A shall not use the
equipment.
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3.
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In
the event of failing to complete the project in due time due to Party A’s
fault, Party A shall compensate RMB 500 per day to Party B. Provided that
the accumulated stoppage has exceeded 30 days, Party B has the right to
withdraw its staffs from the working site until the working condition is
ensured by Party A.
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4.
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In
the event of failing to conduct the load debugging after 20-day successful
unload debugging due to the fault of Party A, Party A shall pay the
remaining contract amount first and notify Party B for load debugging when
condition is ready, and pay Party B the travel expanse. In the event of
failing to be on site within 7 days upon receiving the notice from Party
A, Party B shall bear the travel
expense.
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5.
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In
the event of failing to meet the capacity and quality requirements due to
Party B’s design faults in specification and type, Party B shall replace
the disqualified equipment without charge and the project term shall not
be adjourned.
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6.
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Party
A shall organize the acceptance work in one week after receiving Party B’s
acceptance notice. If not, the work can be regarded as accepted. In case
of using the equipment to produce by Party A prior to acceptance and
permission, it is assumed that Party A accepts the work and the guarantee
period starts from that day.
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7.
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In
the event of breaching the contract by any party, the party shall assume
the responsibility and losses to the other
party.
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XI Settlement
of disputes
Any
dispute arising out of, or in connection with the Contract, shall be first
settled by both Parties hereto through mutual negotiation in good faith. In case
no successful settlement is reached thereby, either party hereto may file a law
suit to local People’s Court with jurisdiction.
XII Others
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1.
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Party
A shall be liable to the civil
engineering.
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2.
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In
the event of losses caused by the force majeure, Party B shall be
responsible for the losses to the equipment and Party A shall be
responsible for the project.
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3.
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Party
B shall submit three copies of the as-built material to Party A within ten
days upon acceptance.
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4.
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Party
B enters the factory to construct the project. Both parties sign the
construction safety agreement.
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5.
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The
project contract lists and technology flow charts, as the attachments of
the Contract, have the same legal validity as the
Contract.
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XIII For
other issues not mentioned in the Contract, both parties can have a supplemental
agreement after negotiation that will have the same legal validity as the
Contract after both parties sign or seal it.
XIV The
Contract shall have four copies, two copies for each party. The Contract shall
enter into force upon signature or sealed by two parties. The contract lists
have the same legal validity as the Contract.
Party
B:
Xi’an
Kingtone Information Co., Ltd.(Seal)
Party
A:
Shanxi
TechTeam Jinong Humic Acid Products Co., Ltd.(Seal)
Date of
Signing up: June 19, 2008
Acceptance
Report
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Name
of the Project
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Processing
Contract for the Complete Equipment of Drip
Fertilizer
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Consigner
(Party A)
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Shaanxi
Techteam Jinong Humic Acid Products Co., Ltd
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Consignee
(Party B)
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Xi’an
Kingtone Information Co., Ltd
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Scope
of the Acceptance
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1. Consistence
of the production line design, manufacturing and supply of the complete
equipment and auxiliary material, installation and debugging with the
processing Contract and Contract List.
Capacity:
5 tons per hour
Homogeneous degree:
CV≤5%
2. Consistence
of the piping material, wind pipe, dust pipe, material hopper, square
material pipe etc with Party A’s design.
3.
Whether the electrical device is supplied and installed in
accordance with the design requirements (excluding the installation of
lighting device)
4.
Whether the platform, guardrail, ladder, supporters etc are manufactured
and installed per the design requirements.
Whether
the application software is complete.
5.
Whether the drawings and materials are complete and updated.
6.
Whether the components and spares are completed.
7.
Whether the training has achieved the expected results.
8.
Whether the project term is met per the Contract.
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Conclusion
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All
items above are satisfying upon initial acceptance and trial operation.
Agreed to the final acceptance and the official operation can be
conducted.
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Party
A
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/s/
Yan Zhuang Date:
6/20/2009
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Party
B
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/s/
Peng Zhang Date:
6/20/2009
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