General Contract

GENERAL CONTRACT TEMPLATE –IMPORT OF GOODS

Asala Honey LLC
(Approved by the Board 03 October 2020)
 General Contract

Form

INTRODUCTION

This is an AGREEMENT made <<03-Oct 2020>> between <<Asala Honey LLC>> a

corporation organised under the Asala Hooney LLC and Svetlovir LTD,International Ltd, a
North Macedonia having its principal place of business.Adress: Street Kozle 20, Number 1.
1000 Skopje, North Macedonia

CONDITIONS PRECEDENT

1. Sale:
a. The Seller shall sell to the Purchaser <<Organic Honey>> (“Bee Product”).
2. Price:22 USD per 1 Kg.
a. The Purchase Price is <<22 USD>>.
b. Payment for all merchandise shall be Made in North Macedonia.
3. Delivery:
a. The Seller shall delivery the goods, in the kind and quantity specified in
paragraph 1 in accordance with the terms of shipment as determined by the
Purchaser.
4. Notice:
a. The Seller shall give notice to the Purchaser of the quantity of the goods
available, the price of the goods and the date on which the Seller is ready to
commence loading for transportation to the port of shipment.
b. The Purchaser shall give notice on the date when it is ready to receive the
goods.
c. Upon the receipt of such notice from the Purchaser, the Seller shall prepare the
goods for transportation;
d. The Seller is not required to prepare for shipment until after the receipt of the
letter of credit provided for in paragraph 10, and receipt of notice in writing from
the bank, referred to in paragraph 10, that the Purchaser has made the deposit
of earnest money provided for in paragraph 9.
5. Insurance. The Purchaser shall obtain and pay for all marine insurance for its own
account, provided that all marine insurance obtained by the Purchaser shall include,
for the protection of the Seller, standard warehouse to warehouse coverage.
6. Invoices:
a. The Seller shall issue provisional invoices and final invoices for every shipment
of the goods.
b. The weights as established at the time and place of loading upon the
Purchaser's vessel shall be used in determining the amounts of the provisional
invoices.
c. The Purchaser shall forward to the Seller certified weight certificates issued at
the time and place of loading, at the point of importation, for shipment to the
Purchaser's destination, and the weights as established at such time and place
shall be final in determining the total amounts of the final invoices.
d. If a shipment is lost after loading upon the Purchaser's vessel, the weights as
established at the time and place of loading upon the Purchaser's vessel shall
 General Contract

be final in determining the total amounts of the final invoices.

7. Inspection:
a. The Purchaser shall have the right to inspect the goods at the facilities of the
Seller, or at the place of loading upon the Purchaser's vessel. All rejected goods
shall be replaced by goods meeting the description and specifications stated in
paragraph 1.
b. The Purchaser, or its agent, shall execute a certificate of inspection and
acceptance, at its own cost.
c. Failure of the Buyer to inspect shall constitute a waiver of the right of inspection,
and shall be deemed acceptance of the goods as delivered for loading.
8. Inspection:
a. Tile to the goods shall pass to the Purchaser upon delivery alongside the
Purchaser's vessel, provided the Purchaser has established the letter of credit
and made the deposit of the earnest money provided for in paragraphs 9 and
10.
9. Earnest money:
a. Within <<15>> days after the execution of this agreement, the Purchaser shall
deposit, at the bank at which the Purchaser establishes the letter of credit
provided for in paragraph 12, the sum of <<70% Deposit>> by bank NLB
Tutunska Banka AD Skopje..
b. Upon full performance of the conditions of this agreement by the Purchaser, the
earnest money shall be refunded either by direct payment to the Purchaser or by
application toward the payment for the last shipment. If the Purchaser fails to
perform all the conditions of this agreement, the earnest money shall be
delivered to the Seller as liquidated damages, and not as a penalty, and this
agreement shall thereafter become null and voice.
10. Letter of credit:
a. Within <<15>> days after receipt of the notice from the Seller provided for in
paragraph 4, stating the quantity and price of the goods available for loading, the
Buyer shall establish with a bank a confirmed and irrevocable letter of credit in
favour of the Seller in the amount stated in the notice.
b. The amount of the letter of credit shall be replenished and the term thereof
extended, to cover any additional shipments, upon receipt of notice from the
Seller stating the additional quantity of the goods available.
11. Adjustment of payment:
a. Any difference between the amount of the final invoices, determined as provided
in paragraph 7, and the amount paid on the provisional invoices shall be paid
against the letter of credit upon presentation of the final invoices.
12. Cancellation:
a. In the event that delivery in whole or in part, for a period not exceeding 30 days,
shall be prevented by causes beyond the control of the Seller, including but not
limited to acts of God, labour troubles, failure of essential means of
transportation, or changes in policy with respect to exports or otherwise by the
Chinese government, this agreement shall be extended for an additional period
equal to the period of delay.
b. In the event, however, that such non delivery continues after such extended
period, the Purchaser or the Seller shall have the right to cancel this agreement
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to the extent of such non delivery by written notice.

c.
When the agreement has been cancelled, there shall be no obligation or liability
on the part of either party with respect to such undelivered material.
13. Assignment:
a. The Purchaser shall not assign its rights nor delegate the performance of its
duties under this contract without the prior written consent of the Seller.
14. Export licence:
a. A condition precedent to this agreement shall be the issue of an export licence
to the Purchaser by the appropriate agency of the Chinese government (if
required).
15. Modifications:
a. All modifications of this agreement shall be in writing signed by both parties.

In witness whereof the parties have executed this agreement:

Corporate Seal of the Seller (in accordance with s127 of the Corporations Act 2001 (UAE))
Attest:

Corcuera Maria Tereza....................................

Secretary

Khaled Elamir Mohamed......................................

President

Corporate Seal of the Purchaser (in accordance with s127 of the Corporations Act 2001
(UAE))
Attest:

Oliver Jovanovski....................................
Sales Manager

Gorazd Vrazhivirski......................................
President