PURCHASE & SALES CONTRACT #02-02/00-KP
Moscow February 04, 2000
ZAO [Xxxxxxxxxxx xxx Xxxxxx]in the person of General Director Xxxxx V.
N. acting on the basis of the Charter, hereinafter named as[the Vendor], on one
part, and ZAO [OXIRIS] in the person of General Director Xxxxxx V. A. acting on
the basis of the Charter, hereinafter named as[the Purchaser], on the other
part, have concluded the present contract on the following:
1. SUBJECT OF THE CONTRACT
1.1. The Vendor undertakes to transfer into the proprietary right, and
the Purchaser undertakes to pay under conditions of the present contract for the
goods (articles of book - printing) foreseen by the wholesale price - list of
the Vendor.
1.2. The goods transfer shall be carried out on the basis of a
Purchaser's demand in written form (sent by fax). Amount and assortment of the
goods are fixed in waybills accompanying each lot of the goods.
2. PRICE OF THE GOODS.
2.1. The value of the goods unit is indicated in Appendix #1,
comprising an inherent part of the present contract. The price change is allowed
during the period of validity of the contract. The party making a decision on
changing shall notify the other party thereon in written form not later than 14
(fourteen) days prior to the actual price change. The price change is fixed in
the Supplement and agreed by the parties.
2.2. The price of the goods includes the value of the goods and
packing.
3. RESPONSIBILITIES AND RIGHTS OF THE PARTIES
3.1. Responsibilities and rights of the Vendor:
3.1.1. The Vendor undertakes to provide the Purchaser with the goods of
proper quality, corresponding to certificates, other technical documentation and
sanitary standards and regulations, in case it is available in the Vendor's
warehouses, with respect to the Purchaser's order presented, not later than 72
hours after the moment of order reception.
3.1.2. The Vendor undertakes to provide data on novelties and
remainders in the warehouses through e - mail every month.
3.1.3. The Vendor undertakes to perform exchange of inferior goods and
also the goods not corresponding to the Purchaser's request within 5 (five) days
since the moment of reception of evidence on such goods from the Purchaser.
As inferior goods, one should consider the goods with obvious or
concealed defects and also the goods returned by the third persons in connection
with presence of defects therein, which appeared through the Vendor's fault and
were not stipulated for by him while delivering.
3.1.4. In case of lacking of the goods in the Vendor's warehouses, the
Vendor undertakes to inform the Purchaser within 24 hours on the probable
delivery date.
3.1.5. The Vendor undertakes to compile documentation accompanying the
goods.
3.1.6. The Vendor undertakes to provide quality guarantee for the goods
within the limits of manufacturer's guaranties.
3.2. Responsibilities and rights of the Purchaser:
3.2.1. The Purchaser shall accept the goods from the Vendor under
conditions of self - transporting from the Vendor's warehouse. 3.2.2. The
Purchaser shall perform checking while receiving the goods with respect to
quantity, quality and assortment, put in order and sign corresponding documents,
inform The Vendor on the goods defects found in the course of reception of the
goods. The Purchaser has the right to refuse to accept the goods, in case it
does not correspond to request's assortment, quality or quantity.
4. SETTLEMENT PROCEDURE
4.1. The Purchaser pays full amount due for the ordered goods through
remittance of cash into the settlement account of the Vendor with payment delay
of not later than 30 days since the day of delivery.
4.2. The Vendor guarantees issue of books in accordance with prices of
small wholesale, which are foreseen by the Vendor's price - list, if the order
sum will exceed 1500 rubles, in case the order sum exceeds 5000 rubles, the
discount of 5 % of the order sum is envisaged.
5. RESPONSIBILITIES OF THE PARTIES
5.1. In case of non-execution of any of provisions of the present
contract by one of the parties, the vexed questions are settled on the basis of
mutual agreements. In case of failure to reach an agreement, the matter will be
transferred to be settled by the Court of arbitration of the city of Moscow.
5.2. In case of delay of payment for the goods delivered, the Purchaser
is imposed with a fine in an amount of 0.1 % of the value of delivery for each
day of delay.
6. CONTRACT VALIDITY AND TERMINATION
6.1. The contract comes into force since the moment of signing it by
parties' authorized persons.
6.2. The term of validity of the present contract is determined to be
equal to one calendar year. The validity of the contract is automatically
prolonged for each next period after expiration of the term of validity, if none
of the parties notified the other party in written form on cessation of the term
of validity or revision thereof a month before ending of the term of validity.
6.3. The present contract may be canceled in accordance to will of any
of the parties on condition of notification of the other party in written form
not later than one month before the moment of the contract cancellation.
7. FORCE MAJEURE
7.1. In case of approach of circumstances of force majeure caused
directly or indirectly by appearance of, for example, flood, fire, earthquake,
epidemic, military conflicts, military coup d'Etat, acts of terrorism, civil
disturbances, strike, regulations, orders or other administrative interference
from the part of government, or some other instructions, administrative or
governmental restrictions producing effect on the execution of commitments in
accordance with the present contract or other commitments beyond the reasonable
parties' control, the terms of execution of these commitments are proportionally
shifted for the period of validity of these circumstances, when they
considerably influence the timely execution of the whole contract or of one or
another its part, which is subject to be executed after approach of the
circumstances of force majeure. Both parties shall immediately notify each other
in written form on the beginning and ending of circumstances of force majeure
preventing the commitments in accordance with the present contract from being
executed. The party referring to the circumstances of force majeure shall
present a document of relevant state authority to confirm them.
8. OTHER PROVISIONS.
8.1. The contract may be changed through an agreement of parties in
written form, the agreement being signed by authoritative representatives of
parties.
8.2. The parties agree to keep strict confidence in respect of terms of
the present contract and any information related to conducting business by the
other party in connection with this contract, and will not make any public
declarations in connection with these terms except for the case of receiving a
preliminary consent of the other party in written form.
8.3. The present contract, including Supplements, takes the place of
any other preliminary agreements, regulations, written and verbal arrangements
related to the subject of the present contract.
8.4. organizing the technical interaction in respect of data exchange
between information systems of the Vendor and the Purchaser. 8.5. Within two
weeks From the date of signing the present contract, the working groups of
parties under the guidance of executive officials coordinate all details of the
technical interaction in respect of data exchange on the goods and prepare
Appendix #2 on the exchange and information update procedure, the Supplement
being confirmed by authoritative representatives of both parties and being
inherent part of the present contract.
8.6. All other matters unsettled by the present contract are
regulated by the legislation in force.
3. PARTIES' ADDRESSES AND BANK DETAILS:
THE VENDOR THE PURCHASER
Full name of the Private company Full name of the Private company
organization: [Priboy]. organization: [OXIRIS].
Legal address: 129337, Moscow, Postal address: 000000, Xxxxxx, Xxxxxxx
Xxxxxxxxxxxxx xxxxxxxx, xxxxxxx, 00, office 28.
5.
Telephone: 188 17 70 Telephone: (000) 000 00 00, 128 95
18
Fax: 188 74 56 Fax: (000) 000 00 00
Bank name: Donskoye branch, 7813, Bank name: AKB[Evrozapsibbank].
MB, AK, SB, Russian
Federation, MOSCOW.
Settlement account: 40702810638110101446 Settlement account: 40702810700030000049
BIK: 044525342 BIK: 044585726
Correspondent account: 30101810600000000342 Correspondent account: 0000000000000000000
INN: 7716105575 INN: 7706200205
OKPO: 40318143 OKPO: 51260913
OKONKh: 87100 OKONKh: 71100, 71200, 71500
General director of ZAO[OXIRIS]
(Signature) (Signature)
The Vendor Dolgov V. A.
(Seal) (Seal
Appendix #1 to the Contract #02-02/00 of February 04, 2000.
Price - list for the goods provided.
No. Name Price
1
The Vendor The Purchaser
(Signature) (Signature)
(Seal) (Seal)
Appendix #2 to the Contract #02-02/00 of February 04, 2000
Specification of formats for the information provided.
1. Format of the data provided (data base type):
2. Format of the information update transferred:
3. Method of transferring the information update:
4. Terms of transferring the information update:
5. General information concerning the goods:
5.1. Name of the publication in Russian.
* 5.2 [ ] Name of the publication in English.
5.2. Author's (authors') surname, name and patronymic name in
Russian.
5.3. [ ] Author's (authors') surname, name and patronymic name in
Xxxxxxx.
* 5.4. [ ] Language of the original.
5.4. [ ] Author of translation.
5.5. [ ] Year of publication.
5.6. [ ] Publishing house, city.
5.7. [ ] BBK (not available for the time being.
5.8. [ ] ISBN.
5.9. [ ] Number of pages.
5.10 [ ] Book - cover type.
5.11 [ ] Overall dimensions.
5.12. [ ] Weight.
5.13. [ ] Genre.
5.14. [ ] Annotation.
5.15. [ ] Reviews (surveys).
5.16. [ ] Extracts.
5.17. [ ] Rating ([ ] - weight coefficient, [ ] - sales amount) (no).
5.18. [ ] Imprint on the book - cover, way of obtaining:
5.19. [ ] Issue date (for announcements).
5.20. [ ] Demo - copy (for announcements).
6. Commercial information on the goods:
6.1. [ ] Price of the goods.
6.2. [ ] Availability of the goods in the warehouse.
6.3. [ ] Accessibility of the goods.
* The given positions are filled in by the Purchaser.
The Vendor The Purchaser
(Signature) (Signature)
(Seal) (Seal)
