allstarexh10_1.htm






Exhibit 10.1

 

Purchase Contract of Medicine Materials

 

Contract No.:XA012                 

 

Party A: Xi’an Qinba Pharmaceuticals Co., Ltd. Xi’an Branch

 

Party B: Xi’an Tianyi Biotechnology Co., Ltd.

 

The parties hereto, in accordance with Contract Law of the People's Republic of China, through amicable negotiations, sign this contract.

 

I. Goods name, quantity & price, etc. (Please refer to Appendix 1)

 

The agreed goods unit price in this contract contains whole expenses incurred from goods purchase and after-sale service, including, but not limited to transportation expenses, insurance expenses, unloading expenses, ancillary data expenses, package probationary expenses, expenses of reagent consumables materials during inspection and acceptance, compulsive inspection expenses from third party supervision
and inspection organization, training expenses, and after-sale service expenses, and etc. Goods unit price of settlement may be fluctuated ±between 10%~15% in accordance with market price after negotiation during the implementation of this contract, settlement quantity is decided by specific using quantity of Party B; purchased goods variety is not limited to the varieties listed in this contract, unit price is upon both parties’ negotiation
according to market price, except that altered by both parties in written form.

 

II. Requirements of goods quality

 


	
1.
	
Goods provided by Party B shall corresponds with national standard of the People's Republic of China, industry standard, local standard, product quality standard of goods manufacturer, relevant technical specifications formulated by related departments, quality status and functional performance stated in product instructions.





	
2.
	
Goods provided by Party B shall be brand-new, equipped with certificate of inspection, and from legal supplying channel.





	
3.
	
Goods provided by Party B shall meet the following technical indications and parameters: requirements in notice documents, product instructions; refer to appendix; descriptions here




 

III. Goods Delivery & Acceptance

 


	
1.
	
Delivery place(detailed) and date: the specified place in Party A’s notice document





	
2.
	
Party B shall supply Party A with the corresponding and complete technical documents of the goods under this contract.





	
3.
	
Party B shall guarantee that goods package meets the requirements of transportation, and to protect goods from being rusted, destroyed or loss in transportation process.





	
4.
	
Party B is responsible for transporting and delivering goods to Party A at the agreed place, and shall pay all the costs incurred from transportation, this includes, but not limited to, transportation expenses, insurance expenses, unloading expenses, and so on.





	
5.
	
After the delivery, Party A shall inspect and accept goods within 10 days. Inspection and acceptance content shall includes, but not limited to: (1) specifications, quantity and appearances; (2) the attached technical documents of goods; (3) goods components and configuration; (4) goods functions, performance and various technical parameters and standards.





	
6.
	
Inspection and acceptance standards: □the specifications under this contract the delivery sample under notice document (if available )












  



  







  



 


	
7.
	

Where Party A accepts all the purchased goods, Party A shall confirm and issue Certificate of Approval, then it can be regarded as qualified.






	
8.
	
Where Party A finds that goods are not in accordance with the agreement, Party A shall have the right to reject goods and issue Notice of Rejection within 5 days. Party B shall re-supply goods in accordance with the agreement within 3 days; otherwise, Party B will be regarded as delay delivery.





	
9.
	
Where Party B holds different opinion on the inspection result, Party B may delegate commodity inspection department where Party A is governed to recheck. If recheck result shows that goods is not in accordance with the agreement, then the recheck fees shall be paid by Party B; if recheck result shows that goods is in accordance with the agreement, then the recheck fees shall be paid by Party A.








IV. Payment

 

The fees shall be paid in full amount within 60 days after goods are accepted as qualified.(applicable for total amount less than RMB 100,000
Yuan)

 

V. After-sale service terms shall be decided upon both parties’ negotiation.

 

VI. Liability for breach of contract:

 


	
1.
	
Both parties shall implement this contract, any party which could not fulfill its duty shall undertake liability for breach. Breaching party shall undertake the loss incurred to observant party, it includes, but not limited to, direct economic loss, indirect economic loss, and attorney fees, travel fees as well as transportation fees incurred from observant party to investigate responsibility.





	
2.
	
Where goods supplied by Party B is not in accordance with the agreement, and will not exchange goods, Party A has right to reject to accept, and Party B shall pay Party A penalty fees equal to 5% of total payment.





	
3.
	
Party A rejects to receive goods with due reason, Party A shall pay Party B penalty fees equal to 5% of total payment.





	
4.
	
For Party B’s delay delivery, it shall pay Party A penalty fees equal to 3‰ of total payment.Where delay period exceeds 5 days, purchaser has right to terminate contract.




 

VII.  Assumption of risk

 


	
1.
	
The risk of goods destroy or loss, Party B shall undertake before Party A’ inspection and acceptance, Party A shall undertake the risk after inspection and acceptance.





	
2.
	
Where Party A rejects to accept goods or terminate contract due to goods quality not in accordance with the contract, Party B shall undertake the risk of goods destroy or loss.





	
3.
	
Where Party A undertakes the risk of goods destroy or loss, and it doesn’t influence Party B to fulfill its duty, Party A shall requires Party B to undertake the breaching liability.





	
4.
	
Where Party B undertakes the risk of goods destroy or loss, if goods are destroyed or lost, Party B shall re-supply goods in accordance with the contract within 3  days, otherwise, Party B will be regarded as delay delivery.





	
5.
	
Where Party A undertakes the risk of goods destroy or loss, it won’t exempt Party A from payment.




 

VIII. Disputes arising from this contract shall be settled through both parties’ negotiations, if it can’t be settled through negotiations, they can sue for court located in the signing place.

 

IX. This contract is in quintuplicate(Party A’s functional departments keep 2 for record, user keeps 1, Party B keeps 2), each of them is regarded as original with the same legal effects. For other terms not mentioned, they should be solved by negotiation of both parties.





  



  







  







 


	
Party A (seal):
	
Party B (seal):

	
Authorized Representative(signature)

Ping Guo
	
Authorized Representative(signature)

Yiqiang Shui

	
Date: December 21
	
Date: December 25




 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 





  



  







  





Appendix 1






	
Drug Purchaing Contract Attachment

	
Purchase List

	  	  	  	  	  	 	  
	
Vendee.
	
Xi'an Qinba Pharmaceutical Co., Ltd.
	  	  	 	  
	
Vendor.
	
Xi'an Tianyi Biotech Co., Ltd.
	  	  	  	 	  
	  	  	  	  	  	 	  
	
CN
	
Name
	
Unit
	
Price
	
Amount           

	
01074
	
Gardenia Powder
	
kg
	
9.7640
	
6500
	 	
Atmost/Year

	
01190
	
Poppy Shell
	
kg
	
31.4950
	
24700
	 	
Atmost/Year

	
01064
	
Honeysuckle
	
kg
	
18.5113
	
22100
	 	
Atmost/Year

	
01132
	
Herba Artemisiae Capillaris
	
kg
	
3.7784
	
39000
	 	
Atmost/Year

	
01147
	
Coix Seed(Fry)
	
kg
	
3.7818
	
1300
	 	
Atmost/Year

	
01118
	
Promethazine Hydrochloride
	
kg
	
113.3360
	
520
	 	
Atmost/Year

	
01035
	
Prcaine Hydrochloride
	
kg
	
4.6820
	
1040
	 	
Atmost/Year

	
01108
	
Fumitory
	
kg
	
6.5000
	
18850
	 	
Atmost/Year

	
01034
	
Nicotinic Acid
	
kg
	
203.4220
	
6500
	 	
Atmost/Year

	
01019
	
Wuguteng
	
kg
	
4.3690
	
357500
	 	
Atmost/Year

	
01174
	
Lepidium Seed
	
kg
	
3.7613
	
117000
	 	
Atmost/Year

	
01187
	
Scammony Resin
	
kg
	
16.7800
	
780
	 	
Atmost/Year

	
01008
	
Dendrobe
	
kg
	
30.1308
	
845
	 	
Atmost/Year

	
01007
	
Belamcanda Chinensis
	
kg
	
29.5000
	
845
	 	
Atmost/Year

	
01073
	
Shaanqing Tea
	
kg
	
4.2700
	
94900
	 	
Atmost/Year

	
01146
	
Hawthorn
	
kg
	
6.0000
	
1300
	 	
Atmost/Year

	
01130
	
Yam
	
kg
	
6.0000
	
1300
	 	
Atmost/Year

	
01015
	
Cortex Mori Radicis
	
kg
	
6.2433
	
5200
	 	
Atmost/Year

	
01080
	
Calculus Bovis Factitious
	
kg
	
71.8640
	
65
	 	
Atmost/Year

	
01126
	
Gordon Euryale Seed
	
kg
	
6.8000
	
1300
	 	
Atmost/Year

	
01071
	
Radix Peucedani
	
kg
	
9.5600
	
2340
	 	
Atmost/Year

	
01004
	
Groundsel
	
kg
	
6.4320
	
7800
	 	
Atmost/Year

	
01016
	
Folium Eriobotryae
	
kg
	
2.7882
	
62400
	 	
Atmost/Year

	
01022
	
Seed of Boat-Fruited Sterculia
	
kg
	
20.8783
	
845
	 	
Atmost/Year

	
01111
	
Norfloxacin
	
kg
	
63.5997
	
3380
	 	
Atmost/Year

	
01053
	
Ethylparaben
	
kg
	
61.7526
	
299
	 	
Atmost/Year

	
01020
	
Semen Oroxyli
	
kg
	
13.1818
	
520
	 	
Atmost/Year

	
01009
	
Orchid
	
kg
	
3.7903
	
3900
	 	
Atmost/Year

	
01129
	
Malt
	
kg
	
1.6400
	
975
	 	
Atmost/Year

	
01011
	
Ophiopogon Root
	
kg
	
19.8700
	
7800
	 	
Atmost/Year

	
01188
	
Aloe/Scammony Resin Mixture
	
kg
	
3.5000
	
1950
	 	
Atmost/Year

	
01189
	
Aloe
	
kg
	
3.5000
	
2275
	 	
Atmost/Year

	
01127
	
Lotus Seed
	
kg
	
5.6000
	
1300
	 	
Atmost/Year

	
01065
	
Forsythis
	
kg
	
8.6040
	
53300
	 	
Atmost/Year



 

 



 



 







 



 


	
01023
	
Balloon Flower
	
kg
	
9.9114
	
67145
	 	
Atmost/Year

	
01184
	
Egg White
	
kg
	
5.5600
	
1170
	 	
Atmost/Year

	
01006
	
Giant Knotweed
	
kg
	
1.8214
	
162500
	 	
Atmost/Year

	
01076
	
Cuttlebone
	
kg
	
1.3200
	
35100
	 	
Atmost/Year

	
01128
	
Trichosanthes
	
kg
	
4.6018
	
195000
	 	
Atmost/Year

	
01032
	
Mannite
	
kg
	
17.6576
	
221
	 	
Atmost/Year

	
01043
	
Liquorice Extract
	
kg
	
2.6206
	
20150
	 	
Atmost/Year

	
01030
	
Liquorice
	
kg
	
4.6720
	
154700
	 	
Atmost/Year

	
01175
	
Tuckahoe
	
kg
	
4.6580
	
157300
	 	
Atmost/Year

	
01066
	
Radix Sileris
	
kg
	
9.7345
	
53950
	 	
Atmost/Year

	
01021
	
Rehmanniae
	
kg
	
6.3223
	
520
	 	
Atmost/Year

	
01069
	
Dangshen
	
kg
	
1.5200
	
7150
	 	
Atmost/Year

	
01162
	
Isosorbide Mononitrate
	
kg
	
1,040.0000
	
130
	 	
Atmost/Year

	
01005
	
Creat
	
kg
	
30.2400
	
7150
	 	
Atmost/Year

	
01176
	
Orange Tincture Extract
	
kg
	
3.7204
	
5200
	 	
Atmost/Year

	
01075
	
Dried Orange Peel
	
kg
	
2.6333
	
130000
	 	
Atmost/Year

	
01003
	
Menthol
	
kg
	
170.7270
	
130
	 	
Atmost/Year

	
01145
	
Glehnia Root
	
kg
	
3.7800
	
1300
	 	
Atmost/Year

	
01232
	
Isatis Root
	
kg
	
3.5000
	
312000
	 	
Atmost/Year

	
01177
	
Compound Isatis Root Finemeal
	
kg
	
31.1000
	
78000
	 	
Atmost/Year

	
01018
	
Radix Stemonae
	
kg
	
10.5132
	
11180
	 	
Atmost/Year

	
01078
	
Atractylis ovata
	
kg
	
16.0000
	
19825
	 	
Atmost/Year

	
01077
	
Paeonia Lactiflora
	
kg
	
2.8630
	
28600
	 	
Atmost/Year

	
01017
	
Radix Cynanchi
	
kg
	
10.6250
	
5525
	 	
Atmost/Year

	
01144
	
White Lablab Seed
	
kg
	
2.7758
	
3575
	 	
Atmost/Year

	
01185
	
Stevia Rebaudianum Indican
	
kg
	
13.7800
	
117
	 	
Atmost/Year

	
01211
	
Xiao'aiping Extract
	
kg
	
3.4993
	
3640
	 	
Atmost/Year

	
01199
	
Yinhua Ganmao Keli Qingao
	
kg
	
10.0000
	
1560
	 	
Atmost/Year

	
01197
	
Compound Tracheitis Extract Powder
	
kg
	
10.0000
	
4680
	 	
Atmost/Year

	
01198
	
Qinghuozhimaipian Qingao
	
kg
	
10.0000
	
2340
	 	
Atmost/Year

	
01214
	
Orthocoll
	
kg
	
21.6539
	
3250
	 	
Atmost/Year

	
01161
	
Clindamycin Phosphate
	
kg
	
513.3950
	
3900
	 	
Atmost/Year

	
01160
	
Azithromycin
	
kg
	
526.0804
	
1300
	 	
Atmost/Year

	
01231
	
Ethyl Acetate
	
kg
	
3.8462
	
61100
	 	
Atmost/Year

	
01225
	
Persimmon Leaf
	
kg
	
2.1368
	
35750
	 	
Atmost/Year

	
01221
	
Elecampane
	
kg
	
4.7788
	
54600
	 	
Atmost/Year

	
01224
	
Gentian
	
kg
	
26.3717
	
32500
	 	
Atmost/Year

	
01223
	
Rhubarb
	
kg
	
4.4250
	
29900
	 	
Atmost/Year

	
01220
	
Tuber Pinellia
	
kg
	
46.0177
	
37700
	 	
Atmost/Year