3.
Logistic Service Contract
SOCIALIST REPUBLIC OF VIETNAM
Independence – Freedom - Happiness
------------***------------
SERVICE CONTRACT
No: 20230101/ICEL-NEWFLEX
- Pursuant to Commercial Law No. 36/2005/QH11 approved by the
National Assembly of the Socialist Republic of Vietnam dated 14 June
2005;
- Pursuant to standard provisions mentioned in VIFFAS;
- Pursuant to actual capacity and wishes of all two parties,
Today is August 25th, 2023, We are:
Party A: M2 Group
Address : 515, Yeongdong-daero, Gangnam-gu, Seoul 06164
Korea
Tel : +1 489-292-3670
Fax : 0211829086
Representative by: Mr. SHIN TAE-WON Position: President
Tax code : 2500150125
Bank account : 400035020
Bank : WOORI BANK SEOUL
Party B: NASCO EXPRESS (VIETNAM) CORPORATION
Address : 14 th Floor, IDMC 2 Building, 18 Ton That Thuyet
street, My Đinh ward, Nam Tu Liem district, Hanoi, Vietnam
Tel : +84 198-755-868
Fax : 212773717/212492025
Representative by: Mrs. LE NGOC VAN Position: President
Tax code : 57076409643
Bank account : (VND): 19033093695025 / (USD) 19033093671542
Bank : Joint Stock Commercial Bank for Foreign Trade of Vietnam
- Nam Tu Liem Branch - Hanoi.
It’s hereby mutually agreed as follows:
ARTICLE 1: SERVICES
Party A agrees to use the transportation services of Party B for the export
shipments from Korea to Vietnam and domestic shipment within the Vietnam
area as below: to receive and transport imported goods from Korea airports to
Vietnamese airports. Customs declaration and customs procedures. Through
this contract, Party A authorizes Party B to carry out customs clearance on its
behalf and transport for Party A's export consignments as detailed below:
a. Commodity: Silk fabric
b. Volume: 50 tons
c. Airport of loading: Noi Bai airports.
d. Airport of unloading: Incheon airports.
e. Place of receipt: Incheon airports.
ARTICLE 2: FREIGHT CHARGES AND PAYMENT METHODS
1/ Freight:
As agreed by both parties, based on the debit note and VAT invoice which
Party B sent to Party A.
Note: The fee is variable, depending on each shipment. The variable and
rising fee shall be agreed by both parties for each shipment.
2/ Payment methods: By transfer or cash.
a. With freight, THC, Bill fee, D/O fee, CFS fee and relevant other costs:
- Party B must send a detailed list of expenses for all shipments already
delivered in month from 26th of last month to 25th of next month and send all
documents & VAT invoice to party A before 3 rd of next month. In case the
expenses can not be collected in the debt period to send A party, party B will
transfer those expenses to next month.
- Party A confirms debit note/invoice to party B after receiving debit note/
invoice.
- Party A is responsible for payment of full costs to Party B within 30 days
from date party B issued Red invoice.
b. Payment rate: As bank selling rate of Vietcombank at time of invoice’s
date/ or debit note’s exchange rate or as debit note’s details.
c. Currency unit: USD
d. Shipping term: CIF
3/ Payment on behalf:
Party B shall on behalf of Party A settle payment for charges and fees at the
airport during handling export, and transportation Party A’s shipments.
Party A shall have responsibility to settle payment to party B for all charges,
fees that Party B paid on behalf of Party A within 30 days from the date of
receiving POB invoices (pay on behalf of invoices).
ARTICLE 3: RESPONSIBILITY
1/ Party A
- Responsible for the legality of shipment.
- Provide Party B full details of shipment: commodity, quantity, dimension,
weight, ETD, POL, POD, shipper, consignee, L/C no..... for agent’s party
B book and issue bill.
- Responsible for fully payment the services fee as rules in Contract (at
article 2.2)
The process of agent’s Party B do export customs clearance, if the
Customs officer requests to provide more documents outside documents
that Party B received from Party A related to export shipment, Party A
must provide more documents quickly, timely to Party B as the Customs
office requests. If Party A doesn't provide quickly, Party B is not
responsible for this delay (depending on terms export/import shipment).
2/ Party B
- During the transportation from Party A’s factory to port of destination in
case of export. If during the customs clearance and transportation, issues
happen such as cargo being lost, damaged, torn, wet, etc… causing cargo
to be unusable and the mistake is determined to be made by Party B base
on the document minute, look into the reason between Party A, Party B,
Party B will have the responsibility to make up Party A according to the
adjustment law based on the Commercial Law No. 36/2005 /QH11 of the
National Assembly of the Socialist Republic of Vietnam, promulgated on
April 14. June 6, 2005 and Decree 163/2017 / ND-CP providing for
logistics services business issued on December 30, 2017.
- During customs clearance, if there is any inspection, party B must
supervise at the during inspection: Take photos and report to Party A the
status of the goods with the customs department. After the inspection
process is completed, Party A authorizes Party B to pack and preserve the
goods to comply with the regulations of the inspection yard designated by
the customs for the goods inspected. The standard of re-packing the goods
is according to Party A's request and guidance and the actual condition of
the goods after the goods are checked. The packaging cost will be quoted
by Party B for each specific shipment upon request (costs incurred by
Party A). If the goods are lost, damaged, torn, wet, rusted ... cannot be
used, determined to arise during from the inspection process is completed
to the goods is arrived in the place as Party A request’s base on the actual
cargo, the rule of packing, if the fault was made by Party B, Party B will
be in charge of compensating A according to the adjustment law based on
the Commercial Law No. 36/2005/QH11 of the National Assembly of
the Socialist Republic of Vietnam, promulgated on April 14. June 6,
2005 and Decree 163/2017/ND-CP providing for logistics services
business issued on December 30, 2017.
- If Party A has already provided all receipts related to imported shipment
to Party B, and Party B is late in processing Custom documents or in
delivering shipment, all responsibility shall be taken by Party B.
- During the processing of Customs by Party B, if there are any errors
compared to the receipt provided by Party A, the failure shall be of Party
B.
- Received shipment at airport, arranged to transport shipment by air,
delivered to Party A.
- Request agent’s Party B sign bill of lading exactly.
- Update and inform Party A status of shipment (ETD and ETA).
- In case party B doesn't inform ETD and ETA, willingly Goods export
without Party A’s confirmation, other costs in transportation Part B must
be responsible.
- Give fully docs to party B in 2 days (Exclude Saturday and Sunday) from
shipment arrived airport Noi Bai to Party B do customs clearance.
- Ensure status of shipment undamaged in processing of goods receiving,
goods transportation from suppliers to airport in Vietnam, and into
warehouse of party A.
ARTICLE 4: VIOLATION & COMPENSATION:
- Party breaches of contract, on the one hand, the violating party must pay a
fine for breach of contract. On the other hand, if any damage occurs due
to a breach of contract resulting in loss or damage to property, costs must
be paid to prevent and limit the damage that the aggrieved party has to
pay to a third party as a direct consequence caused by this violation
- If Party A packs the goods without declaring or declaring incorrectly the
quantity and weight of the goods, Party A must pay a fine of up to 100 %
of the freight payable for that shipment.
- If Party B is at fault and damages the goods during transportation
In case it can be repaired if Party A has carried out the repair, Party B
must pay the cost
If the damage is to the extent that it is no longer possible to repair, the
two parties will agree on a compensation level or ask a specialized
agency to assess and confirm the compensation rate.
- If Party A violates the obligation to pay the total shipping fee, it must be
fined at the bank credit late payment interest rate of ..% day (or month)
from the payment due date.
- Any party that has signed a contract but fails to perform the contract or
unilaterally suspends the performance of the contract without a legitimate
reason will be fined up to 100% of the value of the total estimated cost.
ARTICLE 5: OTHER PROVISIONS
- The two parties made serious commitments correction terms have been
stated in this contract. In the process carried out, if any questions arising
from entangled two sides will resolve together in a cooperative spirit, if not
resolved the Economic Court will result in up in Hanoi. Applicable law is
the law of the country Means Republican Socialist Vietnam. The Court's
decision is final and binding between two parties. Court fees by the party at
fault refuses. This contract is made in two languages: Vietnamese and
English, in case of any disputes, Vietnamese language is given priority.
- Arbitration fees and other related charges shall be borne by the losing
party.
- Any change related to the contract must be established in Appendix and
written into the consent of both parties. The content of Appendix has the
same legal value with this contract.
- This contract is effective for 01 year from signing time. After the contract
expires, if the parties do not have a written proposal to change or terminate
it sent to the other party at least 30 days before the contract expiry date,
this contract will keep itself coming into effect automatically in the next
term as well.
In case either of the contract wants to terminate the contract before the
deadline must give 15 days notice. All liabilities will have to be paid within
10 days from the date of notice of contract termination. If the payment is not
made on time, it must bear an interest rate of 0.1%/day at the time of late
payment for the delayed payment amount.
This contract was made into two (02) copies, having equal legal effect. Each
party keeps one copy.
ON BEHALF OF PARTY A ON BEHALF OF PARTY B
4. Logistic Contract (including security interset)
SOCIALIST REPUBLIC OF VIETNAM
Independence – Freedom - Happiness
------------***------------
SERVICE CONTRACT
No: 20230101/ICEL-NEWFLEX
- Pursuant to Commercial Law No. 36/2005/QH11 approved by the
National Assembly of the Socialist Republic of Vietnam dated 14 June
2005;
- Pursuant to standard provisions mentioned in VIFFAS;
- Pursuant to actual capacity and wishes of all two parties,
Today is August 25th, 2023, We are:
Party A: M2 Group
Address : 515, Yeongdong-daero, Gangnam-gu, Seoul 06164
Korea
Tel : +1 489-292-3670
Fax : 0211829086
Representative by: Mr. SHIN TAE-WON Position: President
Tax code : 2500150125
Bank account : 400035020
Bank : WOORI BANK SEOUL
Party B: NASCO EXPRESS (VIETNAM) CORPORATION
Address : 14 th Floor, IDMC 2 Building, 18 Ton That Thuyet
street, My Đinh ward, Nam Tu Liem district, Hanoi, Vietnam
Tel : +84 198-755-868
Fax : 212773717/212492025
Representative by: Mrs. LE NGOC VAN Position: President
Tax code : 57076409643
Bank account : (VND): 19033093695025 / (USD) 19033093671542
Bank : Joint Stock Commercial Bank for Foreign Trade of Vietnam
- Nam Tu Liem Branch - Hanoi.
It’s hereby mutually agreed as follows:
ARTICLE 1: SERVICES
Party A agrees to use the transportation services of Party B for the export
shipments from Korea to Vietnam and domestic shipment within the Vietnam
area as below: to receive and transport imported goods from Korea airports to
Vietnamese airports. Customs declaration and customs procedures. Through
this contract, Party A authorizes Party B to carry out customs clearance on its
behalf and transport for Party A's export consignments as detailed below:
a. Commodity: Silk fabric
b. Volume: 50 tons
c. Airport of loading: Noi Bai airports.
d. Airport of unloading: Incheon airports.
e. Place of receipt: Incheon airports.
ARTICLE 2: FREIGHT CHARGES AND PAYMENT METHODS
1/ Freight:
As agreed by both parties, based on the debit note and VAT invoice which
Party B sent to Party A.
Note: The fee is variable, depending on each shipment. The variable and
rising fee shall be agreed by both parties for each shipment.
2/ Payment methods: By transfer or cash.
a. With freight, THC, Bill fee, D/O fee, CFS fee and relevant other costs:
- Party B must send a detailed list of expenses for all shipments already
delivered in month from 26th of last month to 25th of next month and send all
documents & VAT invoice to party A before 3 rd of next month. In case the
expenses can not be collected in the debt period to send A party, party B will
transfer those expenses to next month.
- Party A confirms debit note/invoice to party B after receiving debit note/
invoice.
- Party A is responsible for payment of full costs to Party B within 30 days
from date party B issued Red invoice.
b. Payment rate: As bank selling rate of Vietcombank at time of invoice’s
date/ or debit note’s exchange rate or as debit note’s details.
c. Currency unit: USD
d. Shipping term: CIF
3/ Payment on behalf:
Party B shall on behalf of Party A settle payment for charges and fees at the
airport during handling export, and transportation Party A’s shipments.
Party A shall have responsibility to settle payment to party B for all charges,
fees that Party B paid on behalf of Party A within 30 days from the date of
receiving POB invoices (pay on behalf of invoices).
ARTICLE 3: RESPONSIBILITY
1/ Party A
- Responsible for the legality of shipment.
- Provide Party B full details of shipment: commodity, quantity, dimension,
weight, ETD, POL, POD, shipper, consignee, L/C no..... for agent’s party
B book and issue bill.
- Responsible for fully payment the services fee as rules in Contract (at
article 2.2)
The process of agent’s Party B do export customs clearance, if the
Customs officer requests to provide more documents outside documents
that Party B received from Party A related to export shipment, Party A
must provide more documents quickly, timely to Party B as the Customs
office requests. If Party A doesn't provide quickly, Party B is not
responsible for this delay (depending on terms export/import shipment).
2/ Party B
- During the transportation from Party A’s factory to port of destination in
case of export. If during the customs clearance and transportation, issues
happen such as cargo being lost, damaged, torn, wet, etc… causing cargo
to be unusable and the mistake is determined to be made by Party B base
on the document minute, look into the reason between Party A, Party B,
Party B will have the responsibility to make up Party A according to the
adjustment law based on the Commercial Law No. 36/2005 /QH11 of the
National Assembly of the Socialist Republic of Vietnam, promulgated on
April 14. June 6, 2005 and Decree 163/2017 / ND-CP providing for
logistics services business issued on December 30, 2017.
- During customs clearance, if there is any inspection, party B must
supervise at the during inspection: Take photos and report to Party A the
status of the goods with the customs department. After the inspection
process is completed, Party A authorizes Party B to pack and preserve the
goods to comply with the regulations of the inspection yard designated by
the customs for the goods inspected. The standard of re-packing the goods
is according to Party A's request and guidance and the actual condition of
the goods after the goods are checked. The packaging cost will be quoted
by Party B for each specific shipment upon request (costs incurred by
Party A). If the goods are lost, damaged, torn, wet, rusted ... cannot be
used, determined to arise during from the inspection process is completed
to the goods is arrived in the place as Party A request’s base on the actual
cargo, the rule of packing, if the fault was made by Party B, Party B will
be in charge of compensating A according to the adjustment law based on
the Commercial Law No. 36/2005/QH11 of the National Assembly of
the Socialist Republic of Vietnam, promulgated on April 14. June 6,
2005 and Decree 163/2017/ND-CP providing for logistics services
business issued on December 30, 2017.
- If Party A has already provided all receipts related to imported shipment
to Party B, and Party B is late in processing Custom documents or in
delivering shipment, all responsibility shall be taken by Party B.
- During the processing of Customs by Party B, if there are any errors
compared to the receipt provided by Party A, the failure shall be of Party
B.
- Received shipment at airport, arranged to transport shipment by air,
delivered to Party A.
- Request agent’s Party B sign bill of lading exactly.
- Update and inform Party A status of shipment (ETD and ETA).
- In case party B doesn't inform ETD and ETA, willingly Goods export
without Party A’s confirmation, other costs in transportation Part B must
be responsible.
- Give fully docs to party B in 2 days (Exclude Saturday and Sunday) from
shipment arrived airport Noi Bai to Party B do customs clearance.
- Ensure status of shipment undamaged in processing of goods receiving,
goods transportation from suppliers to airport in Vietnam, and into
warehouse of party A.
ARTICLE 4: VIOLATION & COMPENSATION:
- Party breaches of contract, on the one hand, the violating party must pay a
fine for breach of contract. On the other hand, if any damage occurs due
to a breach of contract resulting in loss or damage to property, costs must
be paid to prevent and limit the damage that the aggrieved party has to
pay to a third party as a direct consequence caused by this violation
- If Party A packs the goods without declaring or declaring incorrectly the
quantity and weight of the goods, Party A must pay a fine of up to 100 %
of the freight payable for that shipment.
- If Party B is at fault and damages the goods during transportation
In case it can be repaired if Party A has carried out the repair, Party B
must pay the cost
If the damage is to the extent that it is no longer possible to repair, the
two parties will agree on a compensation level or ask a specialized
agency to assess and confirm the compensation rate.
- If Party A violates the obligation to pay the total shipping fee, it must be
fined at the bank credit late payment interest rate of ..% day (or month)
from the payment due date.
- Any party that has signed a contract but fails to perform the contract or
unilaterally suspends the performance of the contract without a legitimate
reason will be fined up to 100% of the value of the total estimated cost.
ARTICLE 5: SECURITY INTEREST
- Deposit to secure for the contract formation: M2 Group has deposited 3$
million to secure the contract's performance. This deposit can be
considered a form of security interest to ensure that Nhat Nam Company
delivers the silk fabric as agreed, and M2 Group will pay the remaining
amount upon receiving the goods.
- Escrow account: An escrow account could be set up with a trusted third
party. M2 Group deposits the payment amount into the escrow account,
and the funds are released to Nhat Nam Company upon the successful
completion of the shipment and delivery of the wood. This provides
security to both parties.
- Lien on property: M2 Group has hired A Logistics Ltd. Co ships a
shipment of silk fabric. Under the contract, M2 Group will pay the service
fee when the shipment to Korea (Incheon airports). However, if M2
Group did not make the payment NASCO Express Corporation has the
right to hold the goods until M2 Group fulfills its obligations.
ARTICLE 6: OTHER PROVISIONS
- The two parties made serious commitments correction terms have been
stated in this contract. In the process carried out, if any questions arising
from entangled two sides will resolve together in a cooperative spirit, if not
resolved the Economic Court will result in up in Hanoi. Applicable law is
the law of the country Means Republican Socialist Vietnam. The Court's
decision is final and binding between two parties. Court fees by the party at
fault refuses. This contract is made in two languages: Vietnamese and
English, in case of any disputes, Vietnamese language is given priority.
- Arbitration fees and other related charges shall be borne by the losing
party.
- Any change related to the contract must be established in Appendix and
written into the consent of both parties. The content of Appendix has the
same legal value with this contract.
- This contract is effective for 01 year from signing time. After the contract
expires, if the parties do not have a written proposal to change or terminate
it sent to the other party at least 30 days before the contract expiry date,
this contract will keep itself coming into effect automatically in the next
term as well.
In case either of the contract wants to terminate the contract before the
deadline must give 15 days notice. All liabilities will have to be paid within
10 days from the date of notice of contract termination. If the payment is not
made on time, it must bear an interest rate of 0.1%/day at the time of late
payment for the delayed payment amount.
This contract was made into two (02) copies, having equal legal effect. Each
party keeps one copy.
ON BEHALF OF PARTY A ON BEHALF OF PARTY B
