Purchases and Sales Contract

Party B: Zhejiang Changxing Ruilang Electronic Company Limited (hereinafter referred as to“Ruilang Electronic”)

Products Name

Specification

Unit

Number

Unit Price

Total Amount

Delivery  Time

plastic case

6-10AH

set

see purchasing order

see attached

see purchasing order

plastic case

6-12AH

set

see purchasing order

see attached

see purchasing order

plastic case

6-12AH blue

set

see purchasing order

see attached

see purchasing order

plastic case

6-20AH

set

see purchasing order

see attached

see purchasing order

Total Amount

 

2. Quality:  Plastic cases offered by Ruilang Electronic should meet the quality standards and inspection process of Chisen. (see attached)

3. Delivery Place and Transportation Fee: Ruilang Electronic should deliver the products to the scheduled location and the fee is on Ruilang Electronic's account.

4. Deal about the Stock of Ruilang Electronic: Chisen should place orders in the circumstance that Ruilang Electronic maintains （） safety stock. (Ruilang Electronic should guarantee that the safety stock should always be maintained. Once the products are delivered, Ruilang Electronic should fill with the products immediately till it exceeds safety stock.) If Ruilang Electronic cannot maintain safety stock in special occations, Chisen should be immediately notified to adjust its schedule.

5. Inspection and Acceptance: Chisen inspects all products according to its standards and procedures. After inspection, if qualified, Chisen gives qualified inspection sheet and warehouse warrant. Otherwise, Chisen could return products to Ruilang Electronic and deducts the payment accordingly.

(1) Ruilang Electronic should deliver the following items to Chisen's warehouse before 25th of the ordering month.

‚ Warehouse warrant given by Chisen

ƒ Delivery sheet confirmed by Chisen's warehouse

④ VAT invoice with tax rate of 17% for products according to specification, quantity and amount listed in thej‚ƒ.

(2) After receiving items mentioned in (1)and recording the invoice in Chisen’s account, Chisen should pay according to ④invoice from the 10th day to 15th day four months after receiving the invoice.

(3) If Ruilang Electronic fails to deliver the (1) items to Chisen's warehouse before  the 25th day of the ordering month, the payment should be delayed one month accordingly.

(1) If Ruilang Electronic delays over 5 days in delivery, Chisen has the right to end the contract; and Ruilang Electronic should undertake the loss caused by its delay.

(2) If Ruilang Electronic's products fail to meet the quality standards of Chisen, Chisen could return products to Ruilang Electronic and deducts the payments accordingly. If the return is over twice in one month (the 25th day of this month to the same day next month), Ruilang Electronic should pay penalty of 1% of the total amount. If over 3 times, the penalty will be 2%, and so forth. The penalty could be deducted directly from the payments and should be paid off within one week.

(3) . If the return is over 3 times in one month (the 25th day of this month to the same day next month), Chisen has the right to raise modification, has the right to end the contract and reevaluate Ruilang Electronic’s qulification as supplier.

(4) Ruilang Electronic should undertake loss caused by its quality problems during Chisen's production and marketing.

8. Dispute Settlement

Any dispute shall be solved through negotiation. If no settlement can be reached, the case in dispute shall be subjected to local People’s Court.

(1) If Chisen does any modification to product specifications, Ruilang Electronic should be immediately notified in order to do adjustment to its safety storage.

(2) If there is any change in raw material price, Chisen should do adjustment to unit price regularly. If there is any special occasion, both parties should negotiate.

(3) Chisen is permitted to detain RMB100,000 as guarantee fund.

(4) In addition to the agreed, any party wants to end the contract; a written notice should be forwarded 60 days in advance. Chisen should pay all bills within 180 days after ending cooperation.

Party A Name:Changxing Chisen Electric Co.,Ltd ADD: Legal Person: Consignor: TELL: Signature(Stamp): Date:

Party A Name:Zhejiang Changxing Ruilang Electronic Company Limited ADD: Legal Person: Consignor: TELL: Signature(Stamp): Date: