翻译-代理协议

AGREEMENT ON IMPORT AGENCY

The Entrusting Party (Party A):

The Commissioned Party (Party B):

Party A hereby entrusts Party B to act as its agent for customs clearance operations for import goods; both parties reach the following agreements regarding relevant issues:

Article 1 Name of the Goods:

Article 2 Quantity

Article 3 Responsibilities & Obligations of Party A

1. Responsible for negotiating details with suppliers abroad and fixing up brand, specification, quality standard as well as all related technical requirement documents of the imported goods, and then deliver the formal document after confirmation to Party B in writing for reference and assume corresponding responsibilities.

2. Bear expenses of goods price, ocean freight, import tariff & VAT on import occurred in accordance with the CNF pricing clause under the SALES CONTRACT NO:TMPA101564, and, complete various transaction items as per written notice from Party B.

3. Party A agrees Party B to sign and seal on import contracts concluded with suppliers abroad, in the name of the entrusting party, for confirming the clauses of such contracts. Party A, upon confirmation by signing and sealing on such contracts, shall not further claim Party B for any clause defect in such contracts.

Article 4 Responsibilities & obligations of Party B

1. Accept the entrustment by Party A, earnestly act as agent for import customs clearance in accordance with the materials of suppliers and relevant technical confirmation documents provided by Party A, and notify Party A of operation progress.

2. Responsible for all the commodity inspection & application, customs declaration & clearance procedures during import process.

3. Adhere to the principle of honesty, keep business secrets for party A, never handle similar business with the same foreign customer, carry out operations by standard, and keep faith for fulfillment of the Agreement.

4. Party B shall, within 3 days after the goods arrives at the port, deliver it by the original transportation mode and conditions (the original shipment container and temperature control conditions) to the front of the platform of the refrigeration house located at No.88-89 Fuxin Road, Daxin Town, Jimo City, Qingdao, and assume all risks starting from the goods arrival till the goods unloading at the delivery place.

5. Except for the expenses in item 2 of Article 3 hereof, Party B shall take all other expenses before delivering the goods to Party A.

Article 5 Claim for Compensation & Settlement

Should the goods incur damage during import process, or the goods cannot be used due to own reason such as technical standard defect, Party A shall claim for compensation to foreign customer, and Party A shall all bear the expense for claiming and enjoy the compensation obtained thereof; Party B shall provide sufficient assistance.

Article 6 Agency Fee

Party A shall pay the agency fee ￥under this contract by lump sum to Party B, within days after Party B completes the agency work and delivers the goods to Party A; Party B shall issue qualified service invoice for agency fee to Party A.

Article 7 Settlement of Disputes

In case dissenting opinions or disputes occur during execution process of the Agreement, it shall be solved through friendly consultation by both parties. In case such consultation fails, both parties can lodge a lawsuit to the People’s Court of the place where the Agreement is concluded.

AGREEMENT ON FRUIT SUPPLY Party A (The Supplier):

Party B (The Purchaser):

Based on demand of operation and development, Party B wants to order and import a batch of green banana branded LAURITA,Ecuador, from Party A. In accordance with Contract Law of People's Republic of China and provisions of other relating laws and regulations, Party A and Party B reach the following agreements through accordant consultation for mutual observation, on the basis of equality, willingness, fairness, honesty and good faith.

Article 1 Ordered Fruit Name, Package, Specifications, Quality Requirements, Unit Price, Quantity, and Total Amount

1. Name:

2. Package:

3. Specifications: 4-6 bunches of banana for each case, 15KG/case

4. Quality Requirements: grade of maturity shall not exceed %, degree of decay, injury etc. shall not exceed %

5. Unit Price: ￥/case, CIF the platform of the refrigeration house located at No.88-89 Fuxin Road, Daxin Town, Jimo City, Qingdao

6. Quantity: 3,080 cases

7. Total Amount: ￥

8. Where the product name, quantity, amount etc. agreed hereof differs from that on the Warehouse Acceptance Sheet, the Warehouse Acceptance Sheet shall prevail (the company seals of both parties shall be sealed on the Warehouse Acceptance Sheet), which is integral part of the Agreement.

Article 2 Transportation Mode and Expense Bearing

1. Party A shall be responsible for transporting the fruit that Party B orders to the place *** where Party B is located, Party B shall be responsible for picking up the goods at the platform. Should the delivery address alters, both parties shall negotiate otherwise.

2. Party A shall bear the expenses and risks before the goods are transported to the platform of the place where Party B is located; Party B shall bear the expenses and risks after that. In case Party B requires transporting the goods to other place, Party B shall pay corresponding transportation fee.

Article 3 Payment Method, Time Limit & Delivery Period

1. Within 3 days after the Agreement is signed, Party B shall pay 30% (￥) of the total amount in advance to Party A; as for the residual payment, Party B shall pay it by lump sum to Party A within days after the goods are received and accepted into warehouse.

2. Party A shall supply the goods around Dec. 30, 2014.

Article 4 Goods Inspection & Acceptance, Transfer of Ownership & Risk

1. After Party A delivers the goods to the place where Party B is located,

both parties shall arrange staff to inspect and accept into warehouse, and sign or seal on the Warehouse Acceptance Sheet.

2. When dissenting opinions occur on quality during inspection and acceptance process, both parties shall solve it through consultation firstly. In case such consultation fails, the goods shall be judged by Societe Generale De Surveillance (SGS) based on the quality identification standard and practice recognized by the public on green banana,Ecuador, both parties shall unconditionally accept the verdict results by SGS.

3. Where Party B rejects to inspect and accept the goods without justified reason, Party A shall have the right to unload the goods, and illustrate the situation on the Warehouse Acceptance Sheet, after that, it shall be regarded that Party A has fulfilled the obligation of goods supply and Party B has completed inspection and acceptance of the goods.

4. After the inspection and acceptance by Party B, the ownership and the risks of the goods are immediately transferred to Party B. Party B shall not further claim to Party A regarding the goods.

Article 5 Liabilities for Breach of the Agreement

1. Where either party delays in delivery of the goods or delays in payment of the goods, % of the delayed goods price shall be paid to the other party per day as liquidated damages. Where the delay is over days, the other party shall have the right to cancel the Agreement and require the delaying party to compensate loss.

2. Where Party A fails to make delivery on time for reason that Party B fails to provide necessary conditions for inspection and acceptance, Party B shall compensate the loss caused thereby to Party A.

3. Where either party suspends to execute, or alters, cancels the Agreement without justified reason, the very party shall compensate the loss caused thereby to the other party.

Article 6 Follow-up Cooperation

1. Party B shall immediately carry out overall assessment towards the goods upon the goods arrival for the first time; should Party B wants to further cooperate with Party A after assessment, then Party B shall inform Party A of follow-up order plans in convenience of Party A’s delivery arrangement.

2. Party B’s orders shall be planned by week, and orders shall be placed to Party A via fax or email; Party A shall confirm order within 24 hours after order is received. The order volume of Party B shall not be less than cases at a time.

3. Party B shall pay % of the total amount of the order to Party A as prepayment within days after Party A confirms the order, as for the residual payment, Party B shall clear it by lump sum within days after Party A makes delivery of the goods.

4. Party A shall supply the goods to Party B, within about days after Party B pays the prepayment price.

5. Both parties can sign annual agreement on goods supply through consulation otherwise, based on the follow-up cooperation status.

Article 7 Force Majeure

Where force majeure such as natural disaster etc. happens, whole or part of responsibilities can be exempted after verification, but it shall notify the other party in time, and certification shall be provided within reasonable period.

Article 8 Delivery & Arrival

Notices related to the execution of the Agreement shall be submitted to the other party in writing. Delivery methods could be by mail, registered post, personal delivery, fax, or email etc. Both parties can select suitable delivery method based on need. Any document delivered to the address hereof confirmed by the other party shall be regarded as delivery & arrival.

Article 9 Settlement of Disputes

Disputes arising hereof shall be solved by both parties through consultation; in case such consultation fails, both parties shall have the right to prosecute to the People’s Court of Shibei District, Qingdao City where the Agreement is concluded.

Article 10 Others

The Agreement is in duplicate, Party A holds one, Party B holds one, which take into effect starting from the day when both parties sign and seal on them. Regarding matters unmentioned hereof, both parties shall consult each other and sign supplementary agreement.