常州市金坛区维格生物科技有限公司
Changzhou City Jintan District Weige Biological Technology Co.,Ltd
Purchase Contract
No: Date:11th Nov,2022
Seller: [Link] FARM INDONESIA
Add: Gedung Jaya 9th Floor Blok B A02,[Link] No.12,Kebon Sirih Menteng,Jakarta
Pusat,Jakarta 10340,Republic Of Indonesia.
Company Registration: 1703220022949
ISCC CERT Number: EU-ISCC-Cert-ID180-13847001
Contact Number: +6281993478257
Email: admin@[Link]
Buyer: Changzhou City Jintan District Weige Biological Technology Co.,Ltd
Add. No. 19-1 Xinghe Road (E), Jintan District, Jiangsu China
TEL：+86-512-56308195 FAX: 86-512-58932633
Description of Goods
Product ISCC EU CERTIFIED PALM OIL MILL EFFLUENT (POME) OIL Value
Free Fatty Acid 60% MAX
Specification Moisture & Impurities 2.0 % MAX
Sulphur (mg/KG) 50 MAX
Total Fatty Matter 97% MIN
1. Quantity: 4400.00MT (+/-5%) Seller’s Option by Bulk;
2. Unit Price : USD 780/MT, CIF Jiangyin port, China;
3. Port of Loading: Belawan, Indonesia;
4. Port of Destination: Jiangyin port, China;
5. Shipment date: before 20th Dec 2022;
6. Terms Of Payment : 100% irrevocable documentary letter of credit at sight after Bill of Lading
against Presentation of the following documents:
1) Original full set of 3/3 clean on board Ocean Bills of Lading, mention Consignee as” Changzhou City Jintan
District Weige Biological Technology Co.,Ltd. Address: No19-1 Xinghe Road (E), Jintan District, Changzhou China.”;
2) Signed commercial invoice in 3 originals;
3) Signed Packing List in 3 originals;
4) Certificate of inspection certifying quality & quantity in triplicate issued by independent party;
5) Original copy and the triplicate copy of Form E, showing consignee: “Changzhou City Jintan District Weige
Biological Technology Co.,Ltd. Address: No19-1 Xinghe Road (E), Jintan District, Changzhou China” with HS code of
3823.19;
6) ISCC Sustainability Declaration，GHG value 40 MAX kgCO2eq/dry-ton
[Link] Information:
Name Of Bank [Link] Rakyat Indonesia (Persero) Tbk
Name Of Branch Bank Bank Rakyat Indonesia KCP Sarinah
Account Name [Link] FARM INDONESIA
Bank Account No. 2006-02-000016-30-2
Swift Code BRINIDJAXXX
8. Maritime Conditions:
常州市金坛区维格生物科技有限公司
Changzhou City Jintan District Weige Biological Technology Co.,Ltd
Laytime: Nor+6 hours, TOTAL 45 hours FAP SHINC ; others as per charter party;
Seller shall be liable for any and all demurrage at the loading port which shall be payable upon Seller's first
demand;
8.1 Late delivery of Contract Goods:
Seller shall promptly notify Buyer of any actual or anticipated delay in the delivery by fax or Email and take
all reasonable steps to avoid or end delays without additional cost to Buyer;
8.2 If Buyer within five (5) working days is unable to complete the L/C, subject to a fine of 10% face of
the contract Value.
8.3 In the event Seller for its own sake fails to make delivery of all or any part of the Contract Goods on
time as stipulated in this Contract, Seller shall pay the liquidated damages to Buyer. The liquidated
damages shall be charged at the rate of 0.5% of the amount of the delayed Contract Goods for every Five
(5) days. However, the liquidated damages shall not exceed ten percent (10%) of the total Contract Price.
Any fractional days less than five (5) days shall be deemed to be five (5) days for the calculation of
liquidated damages. In case the Seller fails to make delivery two weeks later than the time of shipment
stipulated in the Contract, the Buyer shall have the right to cancel the contract to the Seller, in spite of the
cancellation, shall still pay the aforesaid damages to the Buyer without delay.
9. Sustainability: seller shall ensure that delivered material will be accompanied with proof' of
sustainability corresponding to the specific product and quantity purchased, as provided for in the
renewable energy directive (2009/28/EC) of the European parliament and of the council EU RED
compliant. All documents and data are reliable and traceable. Seller will be responsible if any failure.
10. Determination of quantity and quality:
10.1 Quality analysis shall be carried out by independent surveyor according to industry standard, and
final quality is determined by the pre-shipment analysis from the appointed shore tank.
10.2 Quantity measurement shall be carried out by independent surveyor, and final quantity shall be
based on vessel measurement.
10.3 The independent surveyors findings for quantity and quality shall be final and binding for Seller
and Buyer except in the event of manifest error and/or fraud.
10.4 Quantity and quality will be final at loading port and binding for both parties
10.5 The unit price will discount 1% as M&I exceeds every 1%. If the total content of M&I exceeds
10%, the
Unit price will be discounted by 2% for the part which more than 1%;
[Link] of the Seller
11.1 Quantity and Quality: Delivery of agreed quantity consisting of agreed quality within the
determined period of this contract
11.2 Product Clearance: Full clearance of Product for export agreed within this Contract
11.3 Taxes: Any duty, valorem property or similar taxes imposed on the Product prior to delivery and
any sales,value added or similar tax or duty imposed on the sale or purchase of the Product shall be
the responsibility of the Seller
12 Responsibilities of the Buyer
12.1 The Buyer shall nominate vessel which must be acceptable to the port of shipment with suitable
freight space
12.2 The port to receive the Goods is nominated by the Buyer and must be specified in each Buyer
Purchase Order
12.3 All import taxes, duties and charges, whether existing or new on the Goods and/or contained
element and/or commercial documents relating to the Goods and/or transaction incurred at
常州市金坛区维格生物科技有限公司
Changzhou City Jintan District Weige Biological Technology Co.,Ltd
the port of
常州市金坛区维格生物科技有限公司
Changzhou City Jintan District Weige Biological Technology Co.,Ltd
Destination shall be borne by the Buyer;
13. Third party Rights: Nothing in the Contract shall be considered or construed as conferring any right or
benefit on a person not a party to the Contract
14. Governing Law: This Contract and any dispute or claim arising out of or in connection with it or its
subject matter or formation (including non-contractual disputes or claims) shall be
governed by and construed in accordance with the laws of Singapore.
15. Force Majecure: Neither Seller nor Buyer shall be liable in damages or otherwise for any failure or
delay in performance of any obligation hereunder other than obligation to make payment or provide
security, where such failure or delay is caused by force majeure, being any event, occurrence or
circumstance reasonably beyond the control of Buyer, Seller and/or the Seller's supplier, including
without prejudice to the generality of the foregoing, failure or delay caused by or resulting from acts
of god, strikes, fires, floods, wars (whether declared or undeclared), riots, civil commotion,
destruction of material, delays of carriers due to breakdown or adverse weather, perils of the seas,
embargoes, accidents, restrictions imposed by or the actions of any governmental authority and/or
the United Nations (including but not limited to sanctions, freezing of assets, allocations, priorities,
requisitions, quotas and price controls).
The party declaring force majeure must inform the non-declaring party promptly after the occurrence
of the event and in writing.
The time of Seller to make or Buyer to receive delivery hereunder shall be extended during any period
in which delivery shall be delayed or prevented by reason of any of the foregoing clauses, up to a
total of 60 (sixty) calendar days. If any delivery hereunder shall be so delayed or prevented for more
than 60 (sixty) calendar days, either party may terminate this Contract with respect to -such delivery
upon written notice to the other party.
Seller shall not be obliged to purchase afloat or otherwise purchase from other suppliers to make good
shortages or deficiency of delivery resulting from a force majeure event.
16. Amendments: any amendments to this Contract shall not be effective unless make in writing and
clearly agreed and accepted by both Buyer and Seller
17. Entire Agreement: This Contract Contains the entire agreement between the parties with respect of
the subject matter hereof and supersedes all previous proposals, negotiations, representations,
broker confirmations, (which shall be for the sole purpose of documenting commission, if any) and
any contract confirmation generated by the counter party relating thereto
18. Severability: In the event any of these provisions arc or become unenforceable under the applicable
law as set out in Clause 12. Governing law, then such provision shall be modified or limited in its
effect to the extent necessary to cause it to be enforceable. Otherwise such provision shall be severed
and the remaining provisions of the Contract shall continue in lull force.
19. Confidentiality: All terms and other elements of this Contract arc to be kept private and confidential
by all parties concerned
20. Compliance:Seller and Buyer warrant, represent and undertake that they will comply with all
applicable laws, rules and regulations in relation to the execution and performance of this contract,
including but not limited to, anti-money laundering, anti-bribery and corruption and tax laws and all
applicable sanctions;
21. Assignment:Without the prior written consent of the other party, which consent shall not be
unreasonably withheld, neither party may assign its rights or obligations under this agreement in full
or in part, except that the seller or its assigns may without such consent assign all or any part of their
rights to receive and obtain payment under the contract in order to facilitate collateral security or
bank funding
arrangements. Any such assignment will not diminish or amend the seller's obligations under this
常州市金坛区维格生物科技有限公司
Changzhou City Jintan District Weige Biological Technology Co.,Ltd
Contract;
常州市金坛区维格生物科技有限公司
Changzhou City Jintan District Weige Biological Technology Co.,Ltd
22. Liabilities: Except as expressly provided for in this Contract, neither Seller nor Buyer shall in any
event, including but not limited to, any negligent act or omission on its part, be liable in Contract,
tort, breach of statutory duty or otherwise, in respect of any consequential, indirect or special losses,
expenses or damages of any kind, arising out of or in any way connected with, the conclusion,the
performance, the failure to perform or the termination of the Contract. In addition. Seller shall in no
circumstances be liable for more than the difference between the market price and the contractual
price with respect to the relevant quantity of Product, nor be liable for any loss of profit or anticipated
profit, use, goodwill, business receipts. Contracts or commercial opportunities, market reputation,
cost of overheads thrown away or loss resulting from shut-down of any plant of Buyer or of the
receiver of the Product, whether or not foreseeable.
Any claim of Buyer shall be deemed to be waived and any liability of Seller shall be extinguished unless
a claim accompanied with evidence fully supporting the claim is received by Seller within 30 (thirty)
calendar days after the arrival of the Product at the discharge port as evidenced by the carrying vessel's
notice of readiness.
Buyer agrees to indemnify, defend and hold Seller and its affiliates harmless from liability for any and all
demands or claims arising from injuries sustained or damages suffered following the passage of risk and
property in the Product as herein above provided, and which may arise in connection with the
transportation, use or handling of any Product or admixture thereof, whether delivery is made to Buyer,
its assigns, or nominees.
23. Other Conditions: Incoterms 2010 shall apply where not in conflict with the other conditions of the
Contract
Third party documents accepted except commercial invoice
The validity of credit is 45 days after shipment date. Presentation must be made not later than 30
calendar days after the date of shipment but within the validity of this credit.
No notice or communication from the seller to the buyer arising out of or in connection with this contract
shall be effective unless or until it has been received by the seller in writing within office hours (0830 to
1730) in the relevant time zone and sent in accordance with the notifications provisions herein. Any
notice or communication addressed to someone other than the seller's representative(s) named herein
and/or not given in writing shall be deemed to have not been received and shall have no legal or
contractual force or effect. Any notice or communications received after 1730 (as described above) shall
be deemed to have been received on the next working day.
Seller should ship the cargo on time as stipulated in this contract, if the shipment, quantity will be
changed, it should be 15 days early advised the buyer. Matters not mentioned herein shall be settled by
both parties through negotiation.
This CONTRACT will be effective after both parties duly signed this contract and the copy of the fax/email
is regarded the same as the original documents.
Seller: [Link] FARM INDONESIA Buyer: Changzhou City Jintan District Weige
Biological Technology Co.,Ltd
Signature&Seal Signature&Seal
