Exhibit 4.73
English Translation
FORM OF SALES CONTRACT
| | |
| | Contract No. |
| | Execution Place: Jiangning District, Nanjing |
| | Execution Date: November 9, 2007 |
| |
Seller: CEEG (Nanjing) PV-Tech Co., Ltd. (Seal) | | Buyer: CEEG (Shanghai) Solar Science and Technology Co., Ltd. |
Add.: 123 Focheng West Road, Jiangning Economic & Technical Development Zone, Nanjing | | Add.: 4H, Hongqiao Business Mansion, No. 2272, Hongqiao Road, Shanghai |
Postal Code: 211100 | | Postal Code: |
Legal representative: Tingxiu Lu | | Legal representative: Zhifang Cai |
Proxy: | | Proxy: Qiang Tao |
Tel: 025-52766715 | | Tel: 021-57850711 |
Fax: 025-52766767 | | Fax: 021-57850700 |
Through friendly consultation, the Buyer and the Seller enter into and abide by this agreement on the following stipulations according to the Contract Law of the People’s Republic of China:
1. Product
2. Term and Time of Payment
3.1
Merchant Bank, Jiangning Sub-Branch: 078002380175610001.
3. Packing and Transit
The products shall be packed in carton, and the packaging shall meet the requirement of long distance road transportation.
4. Term of Delivery and Destination
4.1 Destination: the Seller’s location
4.2 Should the Buyer ask the Seller to make delivery on its behalf, the Buyer shall remit the freight and premium of insurance to the bank account designated by the Seller. The risk of transportation shall be covered by the Buyer
4.3 -
4.4 The Seller shall deliver all the products within seven days after receipt of 100% of payment.
4.5 The Seller shall provide value-added tax invoice to the Buyer within 15 days after delivery of goods.
5. Quantity and Quality Standard and Inspection
Refers to detailed product specifications of CEEG (Nanjing) PV-Tech Co., Ltd., excluding clause 5.4 delivery and transportation
1
6. Transfer of Contract
Neither party may, without written consent of the other party, transfer all or part of rights or obligations to the third party.
7. Confidentiality
The parties hereto and their employees, agents, representatives and counsel shall treat the terms and conditions under this Contract and any its supplementary agreements as business secrets and shall not disclose the information to any third party unless upon consent of the other party. Otherwise, the defaulting party shall compensate as much as twice of the direct or indirect losses of the other party.
8. Force Majeure
If any party is unable to perform its contractual liabilities due to any force majeure event, the affected party shall notify the other party within 7 days upon the occurrence of such event, and shall present written evidence issued by the relevant authority within 15 days upon the end of such events and could partially or wholly exempt from the liability in the light of the impact caused by force majeure. Where an event of force majeure occurs after the party’s delay in performance, the defaulting party shall not be released from its liabilities.
9. Integrity Assurance
It shall be viewed as damage to Seller’s interest if the Buyer and its staff directly or indirectly give, in the name of the company or an individual, a gift of money, valuables, securities or provide an improper interest in otherwise forms to the Seller as well as its staff or the Buyer and its staff enter into, whether in the name of the company or an individual, any transaction similar to that contemplated hereunder with any employee of the Seller or any third party introduced by any employee of the Seller. The Buyer shall compensate as much as twice of the direct or indirect losses incurred by the Seller by such reason, as well as the liquidated damages amounting to 20% of the total amount of this Contract per breach (up to RMB 1,000,000).
Any one may reach the Buyer’s counsel, Mr. Xu Changming at 13851647666, orlawyerxucm@hotmail.com for such issue.
10. Settlement of Disputes
All disputes arising from the validity, performance and interpretation of this Contract shall be settled through consultation by both parties. In case no settlement can be reached through consultation, both parties agree that the dispute shall be submitted to the People’s court of jurisdiction where the Buyer is located. The relevant expenses (including legal cost, travel expenses, notary fees, cost of adducing evidence, arbitration fees and so on) shall be borne by the losing party.
11. Effectiveness and Miscellaneous
11.1 This Contract shall come into effect upon signature and seal of the parties. If the Contract has more than one page, then each page should be sealed on the perforation.
11.2 This Contract shall be executed in four counterparts with same legal effect, with each of the parties hereto holding two. Both parties shall send the original copy to the other with 3 working days after execution. The copy delivered through telefax shall be as valid as the original.
13.3 Any matters not covered in this Contract shall be mutually negotiated by both parties and be set forth in the supplementary agreements, which have the same legal effect as this Contract.
2
13.4 In case of any discrepancy between the detailed product specifications and the Contract, the Contract shall prevail.
| | |
Party A: | | Party B: |
CEEG (Nanjing) PV-Tech Co., Ltd. (Seal) | | Company Name: CEEG (Shanghai) Solar Science and Technology Co., Ltd. (Seal) |
Entrust Agent: | | Entrust Agent: |
| |
Execution Date: | | Execution Date: |
3
| | | | | | | | |
Contract No. | | Execution Date | | Products | | Term of Payment | | Term of Delivery |
XS120070202 | | June 29, 2007 | | See Table 1 below | | The Buyer shall remit the 100% payment to the bank account as designated by the Seller within 3 days after effectiveness of the Contract. (The Seller does not accept other settlement meanings) | | The Seller shall deliver all the products within7 days after receipt of 100% of payment. |
| | | | |
XS120070246 | | July 27, 2007 | | See Table 2 below | | The Buyer shall remit the 50% payment to the bank account as designated by the Seller within 3 days after effectiveness of the Contract, which the remaining balance shall be remitted to the bank account as designated by the Seller before August 25, 2007. (The Seller does not accept other settlement meanings) | | The Seller shall deliver all the products within7 days after receipt of 50% of payment. |
| | | | |
XS120070362 | | November 22, 2007 | | See Table 3 below | | The Buyer shall remit the 100% payment to the bank account as designated by the Seller within 3 days after effectiveness of the Contract. | | The Seller shall deliver all the products within7 days after receipt of 100% of payment. |
| | | | |
XS120070364 | | November 26, 2007 | | See Table 4 below | | The Buyer shall remit the 100% payment to the bank account as designated by the Seller within 3 days after effectiveness of the Contract. | | The Seller shall deliver all the products within7 days after receipt of 100% of payment. |
| | | | |
XS120070367 | | November 30, 2007 | | See Table 5 below | | The Buyer shall remit the 100% payment to the bank account as designated by the Seller within 3 days after effectiveness of the Contract. | | The Seller shall deliver all the products within7 days after receipt of 100% of payment. |
| | | | |
XS120070372 | | December 10, 2007 | | See Table 6 below | | After effectiveness of the Contract, the Buyer shall remit the 100% payment to the bank account as designated by the Seller (The Seller does not accept other settlement meanings) according to Article 4.3. | | Delivery by installments is allowed. The Buyer shall remit each installment of payment to the account designated by the Seller in accordance with the actual quantity and amount actually delivered within 3 working days after receipt of Seller’s delivery notice marked with the detailed power list. |
| | | | |
XS120070398 | | December 12, 2007 | | See Table 7 below | | After effectiveness of the Contract, the Buyer shall remit the 100% payment to the bank account as designated by the Seller (The Seller does not accept other settlement meanings) according to Article 4.3. | | Delivery by installments is allowed. The Buyer shall remit each installment of payment to the account designated by the Seller in accordance with the actual quantity and amount actually delivered within 3 working days after receipt of Seller’s delivery notice marked with the detailed power list. |
4
Table 1
| | | | | | | | | | | |
Product | | Specifications and Parameters | | | Quantity (Pieces) | | Watt | | Unit Price (RMB) | | Total Amount |
Monocrytalline 125 | | 15.5 | % | | 83300 | | 191923.2 | | 26.6 | | 5105157.12 |
Monocrytalline 125 | | 15.25 | % | | 43950 | | 99634.65 | | 26.6 | | 2650281.69 |
Monocrytalline 125 | | 15 | % | | 69600 | | 155208 | | 26.6 | | 4128532.8 |
Monocrytalline 125 | | 14.75 | % | | 45100 | | 98859.2 | | 26.6 | | 2629654.72 |
Monocrytalline 125 | | 14.5 | % | | 161006 | | 346967.93 | | 26.6 | | 9229346.94 |
Multicrystalline 156 | | 16.75 | % | | 269 | | 1096.175 | | 26.6 | | 29158.255 |
Multicrystalline 156 | | 16.50 | % | | 735 | | 2951.025 | | 26.6 | | 78497.265 |
Multicrystalline 156 | | 16.25 | % | | 3332 | | 13174.728 | | 26.6 | | 350447.76 |
Multicrystalline 156 | | 16 | % | | 6048 | | 23544.864 | | 26.6 | | 626293.38 |
Multicrystalline 156 | | 15.75 | % | | 7139 | | 27527.984 | | 26.6 | | 732244.37 |
Multicrystalline 156 | | 15.5 | % | | 11036 | | 41605.72 | | 26.6 | | 1106712.15 |
Multicrystalline 156 | | 15.25 | % | | 12650 | | 46931.5 | | 26.6 | | 1248377.9 |
Multicrystalline 156 | | 15 | % | | 12299 | | 44903.649 | | 26.6 | | 1194437.06 |
Multicrystalline 156 | | 14.75 | % | | 29750 | | 106832.25 | | 26.6 | | 2841737.85 |
Multicrystalline 156 | | 14.5 | % | | 25767 | | 90931.743 | | 26.6 | | 2418784.36 |
Multicrystalline 156 | | 14.25 | % | | 22336 | | 77483.584 | | 26.6 | | 2061063.33 |
Multicrystalline 156 | | 14 | % | | 23837 | | 81260.333 | | 26.6 | | 2161524.86 |
| | | | | | | | | | | |
Total | | | | | 558154 | | 1450836.53 | | | | 38,592,251.8 |
| | | | | | | | | | | |
Total Amount (in word): thirty-eight million five hundred and ninety-two thousand two hundred and fifty-one point eight
Remark: including 17% value-added tax
Table 2
| | | | | | | | | | | |
Product | | Specifications and Parameters | | | Quantity | | Watt | | Unit Price (RMB) | | Total Amount |
Monocrytalline 125*125 Solar Cell | | 16.25 | % | | 21000 pieces | | 50673 | | RMB26/Watt | | 1317498 |
Monocrytalline 125*125 Solar Cell | | 16 | % | | 9000 pieces | | 21393 | | RMB26/Watt | | 556218 |
| | | | | | | | | | | |
Total | | | | | 30000 pieces | | 72066 | | | | 1873716 |
| | | | | | | | | | | |
Total Amount (in word) One million Eight thousand seven hundred and seventy three thousand seven hundred and sixteen
Remark: including 17% value-added tax
5
Table 3
| | | | | | | | | | | |
Product | | Specifications and Parameters | | | Quantity | | Watt | | Unit Price (RMB) | | Total Amount |
Monocrytalline 125*125 | | 17.75 | % | | 15000 pieces | | 39556.5 | | 28.8 | | 1139227.2 |
Monocrytalline 125*125 | | 17.50 | % | | 20000 pieces | | 52000 | | 28.8 | | 1497600 |
Monocrytalline 125*125 | | 17.25 | % | | 5000 pieces | | 12775 | | 28.8 | | 367920 |
| | | | | | | | | | | |
Total | | | | | 40000 pieces | | 104331.5 | | | | 3004747.2 |
| | | | | | | | | | | |
|
Total Amount (in word) three million four thousand seven hundred and forty seven point two |
|
Remark: including 17% value-added tax |
|
Table 4 |
| | | | | |
Product | | Specifications and Parameters | | | Quantity | | Unit | | Unit Price (RMB/watt) | | Total Amount |
Monocrytalline 125*125 Solar Cells | | Conversion efficiency: ³16% | | | 80000 about 193040 | | piece watt | | 27.5 | | around 5308600 |
|
Total Amount (in word) five million three hundred and eight thousand six hundred |
|
Remark: including 17% value-added tax |
|
Table 5 |
| | | | | |
Product | | Specifications and Parameters | | | Quantity | | Watt | | Unit Price (RMB) | | Total Amount |
Monocrytalline 125*125 | | 15 | % | | 26687 pieces | | 59512.01 | | 26 | | 1547312.26 |
Monocrytalline 125*125 | | 14.75 | % | | 21884 pieces | | 47969.73 | | 26 | | 1247212.93 |
Monocrytalline 125*125 | | 14.50 | % | | 19904 pieces | | 42893.12 | | 26 | | 1115221.12 |
| | | | | | | | | | | |
Total | | | | | 68475 pieces | | 150374.86 | | | | 3909746.3 |
| | | | | | | | | | | |
|
Total Amount (in word) three million nine hundred and nine thousand seven hundred and forty six point three |
|
Remark: including 17% value-added tax |
6
Table 6
| | | | | | | | | | |
Product | | Specifications and Parameters | | Quantity (MW) | | Unit | | Unit Price (RMB/watt) | | Total Amount |
Monocrytalline 125*125 | | ³16% | | 0.3 | | MW | | 27.5 | | around 8250000 |
Monocrytalline 125*125 | | 15.50%-15.75% | | | | 27 | |
|
Total Amount (in word) around eight million two hundred and fifty thousand |
|
Remark: including 17% value-added tax |
Table 7 | | | | | | | | | | |
| | | | | |
Product | | Specifications and Parameters | | Quantity (MW) | | Unit | | Unit Price (RMB/watt) | | Total Amount |
Monocrytalline 125*125 Solar Cells | | Conversion efficiency: ³16% | | 0.5 | | MW | | 27.5 | | around 13650000 |
Monocrytalline 125*125 Solar Cells | | Conversion efficiency: 15.50%-15.75% | | | | 27 | |
|
Total Amount (in word) around thirteen million sixty hundred and fifty thousand |
|
Remark: including 17% value-added tax |
7