contract

SALES CONTRACT 卖方SELLER: 世格国际贸易有限公司DESUN TRADING CO., LTD. 卖方地址ADDRESS: Room 2901,HuaRong Mansion, Guanjiaqiao 85#,

Nanjing 210005, P.R.CHINA

电话TEL:025-4715004 025-4715619 传真FAX:4691619

买方BUYER: NEO GENERAL TRADING CO.

买方地址ADDRESS：P.O. BOX 99552, RIYADH 22766, KSA

电话TEL: 00966-1-4659220 传真FAX: 00966-1-4659213

合同编号NO.: 0090599 日期DATE: 2009-02-28

签订地点SIGNED IN: NANJING, CHINA

买卖双方同意以下条款达成交易：

This contract is made by and agreed between the BUYER and SELLER, in accordance with the terms and conditions stipulated below.

1. 品名及规格 Commodity & Specification canned mushrooms pieces & stems 24 tins per carton, 425grams net weight each tin, 227grams drain weight each tin Total:

5%

2. 数量 Quantity 1700cartons 3. 单价及价格条款 Unit Price & Trade Terms USD7.80/CARTON CFR DAMMAM PORT INCOTERMS2010 USD7.8 4. 金额 Amount USD13260 1700cartons USD13260 允许

With

溢短装，由卖方决定

More or less of shipment allowed at the sellers’ option

U.S.DOLLARS THIRTEEN THOUSAND TWO HUNDRED AND SIXTY ONLY

5. 总值

Total Value

6.包装Packing

Packed in exported brown carton, with ROSE brand.

7.唛头Shipping Marks ROSE BRAND 178/2009 RIYADH

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8. 装运条款Shipment

Time of Shipment & means of Transportation: Not later than Apr.30, 2009 and on Full liner terms.

Port of Loading: Shanghai Port of Destination: Dammam.

The carrying vessel shall be provided by the sellers. Partial shipment and transshipment are not allowed. The sellers shall immediately, upon the completion of the loading of the goods, advise the buyers of the Contract No, names of commodity, loaded quantity, invoice values, gross weight, names of vessel and shipment date by TLX/FAX.

9. 保险Insurance

Insurance is to be effected by the buyer. The place of claim is Dammam.

10. 付款方式Terms of Payment

The buyer shall open through a bank acceptable to the Sellers an Irrevocable sight L/C to reach the Sellers 30 days before the month of shipment, valid for negotiation in China until the 15th day after the month of shipment.

By confirmed, irrevocable Letter of Credit in favor of the Sellers payable at sight against Presentation of shipping documents in China, with partial shipments and transshipment allowed.

The sellers shall present the following documents required for negotiation/collection to the banks.

(1) A full set of (including three copies each of the negotiable or non-negotiable) of clean on board B/L or charter party B/L in accordance with the charter party, made out to order, blank endorsed, notifying the local bank at the port of destination.

(2) Signed commercial invoice covering the CFR turnover in three copies. (3)Packing list/weight memo in three copies. (4) Market freight collect and notify applicant.

(5）Certificate of origin in three copies issued by China Council For The Promotional Of International Trade.

Additional Conditions:

(1)This L/C is transferable at advising bank.

(2)Except so far as otherwise expressly stipulated herein, all documents must be forwarded directly to us in one lot by courier services.

(3)If documents contain the discrepancy of late shipment, the amount of USD250 may be deducted from proceeds, per purchase order, per shipment as a penalty. (4)Extra copy of invoice for issuing banks file is required.

(5) B/L showing costs additional to freight charges not acceptable.

(6) A handing fee of USD80.00 to be deducted for all discrepant.

(7)If documents presented under this credit are found to be discrepant, we shall give notice of refusal and shall hold document at your disposal.

(8)If the buyer delay in opening the L/C, the seller have the right to stop the trade.

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11.检验条款Commodity Inspection

(1)The buyers shall have the qualities, specifications, quantities of the goods carefully

inspected by the local Commodity Inspection Authority, which shall issue Inspection Certificate before shipment.

(2)The buyers have right to have the goods inspected by the local commodity inspection authority after the arrival of the goods at the port of destination if the goods are found damaged/short/their specifications and quantities not in compliance with that specified in the contract, the buyers shall lodge claims against the sellers based on the Inspection Certificate issued by the local Commodity Inspection Authority within 5 days after the goods arrival at the destination.

12. 索赔条款Discrepancy and Claim

(1)The claims, if any regarding to the quality of the goods, shall be lodged within 7 days after arrival of the goods at the destination, if any regarding to the quantities of the goods, shall be lodged within 7 days after arrival of the goods at the destination. The sellers shall not take any responsibility if any claims concerning the shipping goods is up to the responsibility of Insurance Company/Transportation Company/Post Office.

(2) In case the quality and/or quantity / weight are found the Buyers to be not in conformity with the Contract after arrival of the goods at the port of destination, the Buyers may lodge claim with the Sellers supported by survey report issued by an inspection organization agreed upon by both parties, with the exception, however, of those claims for which the insurance company and/or the shipping company are to be held responsible. Claim for quality discrepancy should be filed by the Buyers within 30 days after arrival of the goods at the port of destination, while for quantity/weight discrepancy claim should be filed by the Buyers within 15days after arrival of the goods at port of destination. The Sellers shall, within 30 days after receipt of the notification of the claim, send reply to the Buyers.

(3) Validity of Claim: The Buyers have the right to lodge claims for all losses sustained within 60 days after discharge of the goods at the port of destination.

13. 人力不可抗拒Force Majeure

The seller shall not be held responsible for late delivery or non-delivery of the goods owing to the generally recognized \" Force Majeure\" causes. However, in such cases , the seller shall notify the buyer by fax or telex and furnish the later within 15 days by registered airmail with a certificate issued by the competent authorities at the place of occurrence attesting such event or events.

If shipment of the contracted goods is prevented or delayed in whole or in part due to Force Majeure, the Sellers shall not be liable for non—shipment or late shipment of the goods under this Contract. However , the seller shall notify the Buyers by fax or telex and furnish the latter within 15 days by registered airmail with a certificate issued by the competent authorities at the place of occurrence attesting such event or events.

14. 争议解决条款Disputes settlement

All disputes in connection with this contract of the execution thereof shall be amicably settled through negotiation. In case no amicable settlement can be reached between the two parties,

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the case under dispute shall be submitted to arbitration, which shall be held in the country where the defendant resides, or in third country agreed by both parties. The decision of the arbitration shall be accepted as final and binding upon both parties. The Arbitration Fees shall be borne by the losing party.

15. 仲裁条款Arbitration

All disputes in connection with this contract or the execution thereof shall be settled amicably through negotiation. In case no settlement can be reached through negotiation, the case shall be then be submitted to the China International Economics and Trade Arbitration Commission for arbitration in accordance with it’s arbitration rules. The arbitral award is final and blinding upon both parties. The fees for arbitration shall be borne by the losing party unless otherwise awarded.

（1）There shall be one arbitrator appointed by the arbitration body. (2)The arbitration proceedings shall be conducted in the English language.

(3)The arbitration award shall be final and binding on the Parties, and the Parties agree to be bound thereby and to act accordingly.

(4)All costs of arbitration shall be borne by the Parties as determined by the arbitration tribunal..

16. 法律适用Law application

It will be governed by the law of the People's Republic of China under the circumstances that the contract is signed or the goods while the disputes arising are in the People's Republic of China or the defendant is Chinese legal person, otherwise it is governed by Untied Nations Convention on Contract for the International Sale of Goods.

The terms in the contract based on INCOTERMS 2010 of the International Chamber of Commerce.

17.语言条款 Versions

This contract is made out in both Chinese and English of which version is equally effective. Conflicts between these two languages arising from there, if any, shall be subject to Chinese version.

18.违约Breach of Contract

Except as otherwise provided herein, if a Party (“breaching party”) fails to perform any of its material obligations under this Contact, then the other Party (“aggrieved party”) may at its option:

(1)give written notice to the breaching party describing the nature and scope of the breach and demand that the breaching party cure the breach at its cost within a reasonable time specified in the notice (“Cure Period”); and

(2)if the breaching party fails to cure the breach within the Cure period, then in addition to its other rights under Article .

(3)(Termination) or Applicable Laws, the aggrieved party may claim direct and foreseeable damages arising from the breach.

19. 责任限制Limitation on Liability

Notwithstanding any other provision of this Contract, neither Party shall be liable to the other Party for damages for loss of revenues or profits, loss of goodwill or any indirect or

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consequential damages in connection with the performance or non-performance of this Contract .The aggregate liability of a Party for all claims for any loss, damage or indemnity whatsoever resulting from such Party’s performance or non-performance of this Contract shall in no case exceed 500,000 United States Dollars (US$ 500,000 ) or the RMB equivalent thereof.

20. 其他规定Other Provisions

（1）Independent Contractor Relationship

The parties are only establishing an independent contractor relationship with each other by entering into this Contract. Nothing in this Contract shall be construed or implied as:

(a) establishing between the Parties hereto any partnership or any other form of relationship entailing joint liability;

(b) constituting either of the Parties hereto as the agent of the other Party (except with the other Party’s prior written consent); or

(c) authorizing either Party to incur any expenses or any other form of obligation on behalf of the other Party (except with the other Party’s prior written consent).

（2）Binding Effect

This Contract is made for the benefit of the Parties hereto and their respective lawful successors and assignees and is legally binding on them. （3）Amendment

This Contract shall not be changed verbally, but only by a written instrument signed by the Parties.

（4）No publicity

The existence of this Contract, as well as its content, shall be held in confidence by both Parties and only disclosed as may be agreed to by both Parties or as may be required to meet securities disclosure or export permit requirements. Neither Party shall make public statements or issue publicity or media releases with regard to this Contract or the relationship between the Parties without the prior written approval of the other Party. （5）. Notices

Any notice or written communication provided for in this Contract by either Party to the other, including but not limited to any and all offers, writings, or notices to be given hereunder, shall be made in [language] by courier service delivered letter or by facsimile [or electronic mail] and confirmed by courier service delivered letter, promptly transmitted or addressed to the appropriate Party. The date of receipt of a notice or communication hereunder shall be the date of delivery confirmed by the courier service in the case of a courier service delivered letter and the next working day after dispatch in the case of a facsimile [or email]. All notices and communications shall be sent to the appropriate address set forth below, until the same is changed by notice given in writing to the other Party.

买方签字The buyer: NEO GENERAL TRADING CO.

Address: P.O. BOX 99552, RIYADH 22766, KSA

卖方签字The seller: DESUN TRADING CO., LTD.

Address: 29TH FLOOR KINGSTAR MANSION,623JINLIN RD., SHANGHAI CHINA

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2010年我国“零售百强”商品销售额合计为1.66万亿元，占社会消费品零售总额的比重为10.6%；2008年迄今多年美国零售业百强销售额(包括在美国本土以外市场的销售)，占全美商品零售总额的比重一直稳定在40%左右。据统计，目前，我国零售业已有苏宁、国美、上海百联、大商四家零售额超过千亿元，但是即使我国名列第一的零售企业苏宁销售规模也只相当于沃尔玛的十八分之一。

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