SALES CONTRACT

No.: 18115
Date: May 18, 2022
BETWEEN:
SELLER: XYZ Co., Ltd (Vietnam)
Address: ……………………………. ………………………………………...………
Tel: ........................... Fax: ................................
Represented by: Mr. ............................, Director
AND:
BUYER: NYK Corp. (Indonesia)
Address: ……………………………. ………………………………………...………
Tel: ........................... Fax: ................................
Represented by: Mr. ............................, Director

Both Seller and Buyer agree to conform to the following terms and conditions:

ARTICLE 1. COMMODITY: Indonesia Urea Fertilizer

ARTICLE 2. SPECIFICATION:
- Nitrogen: 46% min
- Moisture: 0.5% max
- Biuret: 1% max
- Color: White
- Free Flowing: Treated with Anti-Caking
ARTICLE 3. UNIT PRICE, QUANTITY & TOTAL AMOUNT:
2.1/ Unit price: USD 670.00/MT CIF HCMC port, Vietnam (Incoterms 2020)
2.2/ Quantity: 10,000 MTS (Plus or minus 10% at Seller’s options)
2.3/ Total amount: USD 6,700,000.00 (+/-10% at Seller’s option)
(Say: US Dollars Six million and seven hundred thousand only)
ARTICLE 4. PACKING AND MARKING:
4.1/ Packing: - 50 kg net in polypropylene woven bag with polyethylene inner liner
- 2% of total bag as empty spare bags to be supplied free of charges
4.2/ Shipping mark: UREA
46% NITROGEN MINIMUM
0.5% MOISTURE MAXIMUM
1% BIURET MAXIMUM
50 KGS NET
USE NO HOOKS
MADE IN INDONESIA
One side printed in green color
ARTICLE 5. SHIPMENT / DELIVERY:
5.1/ Time of shipment: Not later than 31 July, 2022
5.2/ Port of Loading: Indonesia main port
5.3/ Port of discharge: Hochiminh city port, Vietnam

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5.4/ Partial shipment: not allowed
5.5/ Transshipment: not allowed
5.6/ Inspection: Shipped weight and quality of goods at port of loading to be final
5.7/ Notice of shipment: Within 2 days after the sailing date of carrying vessel to Vietnam,
Seller shall notify to Buyer by cable or fax the following information:
+ L/C number
+ Amount of payment
+ Name and Nationality of the vessel
+ Bill of lading number/date
+ Port of loading
+ Date of shipment
+ Expected date of arrival at discharging port
5.8/ Discharging:
* When Notice of Readiness tendered before noon, laytime shall be commenced from
13:00 on the same date
* When Notice of Readiness tendered afternoon, laytime shall be commenced from 08:00
on the next date
5.9/ Discharging term: 1,200 MTS/day WWDSHEX EIU
5.10/ Demurrage/Dispatch: USD 2,000/Half
ARTICLE 6. PAYMENT:
6.1/ Payment by Irrevocable Letter of Credit at sight for the full amount of the contract
value.
6.2/ L/C Beneficiary: Kolon International Corporation
Kolon Tower, Annex 1-22, Beyolyang-Dong city-Do 427-040 Korea
6.3/ L/C advising bank: Korea First Bank, Seoul city, Korea
6.4/ Bank of opening L/C: Vietcombank/Eximbank
6.5/ Time of opening L/C: Within 7 days from the signing date of this contract
6.6/ Payment documents: Payment shall be made upon receipt of the following
documents:
 Signed commercial invoice issued by Seller in three originals
 Packing list in three originals
 Full set (3/3) of original clean on board Bill of Lading marked "Freight prepaid”,
made out to order of opening bank and notify Buyer.
 Insurance policy/certificate covering ALL RISKS for 110% of invoice value, showing
claim payable at Bao Viet Insurance Company - Hochiminh city branch in one original
and two copies
 Certificate of origin issued by Vietnam Authority in one original and two copies
 Certificate of quality and quantity issued by SGS in one original and two copies
 One certificate of shipping advice
 Beneficiary’s certificate certifying that one full set of non-negotiable shipping
documents have been sent by DHL to Buyer within 5 days.
ARTICLE 7. INSURANCE: To be arranged by Seller.
ARTICLE 8. FORCE MAJOR
Neither Seller nor Buyer is responsible for any delay in or cancellation of shipment due to
force majeure, such as strikes, fire, floods, war, riots, embargoes, earthquakes including
but not limited to Acts of God, restrictions or any conditions beyond Seller’s control. Force

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majeure circumstances must be notified in writing by each party to other within 7 days
with a certificate of force majeure issued by government authority. Beyond this time, force
majeure circumstances shall not be taken into consideration.
ARTICLE 9. CLAIM
Buyer has the right to make claim in writing to Seller for quantity and quality according to
the Inspection Certificate of SGS within 30 days after receipt of the goods. Claim will be
settled within 30 days from the date of receipt of the claims.
ARTICLE 10. ARBITRATION:
10.1/ In the execution course of this contract, all dispute not reaching at amicable
agreement shall be settled by The Economic Arbitration Board of HCMC under the rules
of The International Chamber of Commerce whose awards shall be final and binding both
parties
10.2/ Arbitration fee and other related charges shall be borne by the loosing party, unless
otherwise agreed.
ARTICLE 11. PENALTY
11.1/ To delay shipment/delay payment: In case delay shipment/delay payment
happens, the penalty for delay interest will be based on annual rate 12 percent.
11.2/ To delay opening L/C: In case delay of opening L/C happens, Seller has the right
to delay the shipment.
11.3/ To cancellation of the contract: If Buyer or Seller wants to cancel the contract,
5% of total contract value shall be charged as penalty to that party.
ARTICLE 12. GENERAL CONDITIONS
12.1/ By signing this contract, previous correspondences and negotiations connected
herewith shall be null and void.
12.2/ This contract comes into effect from the signing date, any amendments and
additional clause to these conditions shall be valid only if made in writing form and duly
confirmed by both parties.
12.3. This contract is made in six (06) English originals, each side keep three (03).

FOR THE BUYER FOR THE SELLER

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