allstarexh10_3.htm






Exhibit 10.3

 

Purchase Contract of Medicine Materials

 

Contract No.:XA015          

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

 

Party B: Shaanxi Qiangli Technology 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’s 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)

Yuanxiang Feng

	
Date: December 27
	
Date:




 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 





  



  







  





Appendix 1

 


	
Drug Purchaing Contract Attachment

	
Purchase List

	  	  	  	  	  	 	  
	
Vendee.
	
Xi'an Qinba Pharmaceutical Co., Ltd.
	  	  	 	  
	
Vendor.
	
Shaanxi Qiangli Technology Co., Ltd.
	  	  	 	  
	  	  	  	  	  	 	  
	
CN
	
Name
	
Unit
	
Price
	
Amount       

	
01001
	
Sucrose
	
kg
	
2.8000
	
1,273,438
	 	
Atmost/Year

	
01012
	
Magnesium Stearate
	
kg
	
14.5300
	
875
	 	
Atmost/Year

	
01226
	
Caramel Color Agent
	
kg
	
9.0000
	
625
	 	
Atmost/Year

	
01110
	
Active Carbon
	
kg
	
7.9600
	
325
	 	
Atmost/Year

	
01027
	
Waxberry Essence
	
kg
	
16.6853
	
188
	 	
Atmost/Year

	
01083
	
Hydrochloric Acid
	
kg
	
0.1280
	
23,750
	 	
Atmost/Year

	
01026
	
Almond Flavour
	
kg
	
3.5100
	
63
	 	
Atmost/Year

	
01025
	
Cologne Glue Essence
	
kg
	
18.1730
	
3,575
	 	
Atmost/Year

	
01029
	
Vanilla Extract
	
kg
	
25.5206
	
425
	 	
Atmost/Year

	
01052
	
Carboxyrnethyl Starch Sodium
	
kg
	
10.0619
	
1,438
	 	
Atmost/Year

	
01002
	
Color Agent
	
kg
	
86.0043
	
88
	 	
Atmost/Year

	
01028
	
Mulberry Seed Essence
	
kg
	
17.5000
	
438
	 	
Atmost/Year

	
01081
	
Lappaconitine Hydrobromide
	
kg
	
21,596.3200
	
13
	 	
Atmost/Year

	
01057
	
Hydroxypropyl Methylcellulose
	
kg
	
24.7011
	
938
	 	
Atmost/Year

	
01039
	
Isinglass
	
kg
	
20.0000
	
3,438
	 	
Atmost/Year

	
01040
	
Ammonium Chloride
	
kg
	
8.1280
	
3,750
	 	
Atmost/Year

	
01163
	
Film Coating(Green)
	
kg
	
108.9700
	
250
	 	
Atmost/Year

	
01041
	
Calcium Phosphate Secondary
	
kg
	
9.8078
	
5,938
	 	
Atmost/Year

	
01186
	
Kollidon(PVP)
	
kg
	
17.0000
	
250
	 	
Atmost/Year

	
01114
	
Orange Essence
	
kg
	
15.4280
	
813
	 	
Atmost/Year

	
01115
	
Trimethoprim
	
kg
	
98.0900
	
4,063
	 	
Atmost/Year

	
01058
	
Frenche Chalk
	
kg
	
2.0400
	
39,375
	 	
Atmost/Year

	
01036
	
Dextrine
	
kg
	
2.0000
	
29,250
	 	
Atmost/Year

	
01050
	
Citric Acid
	
kg
	
10.5000
	
1,250
	 	
Atmost/Year

	
01054
	
Sodium Citrate
	
kg
	
10.5000
	
1,188
	 	
Atmost/Year

	
01042
	
Paracetanol
	
kg
	
16.7093
	
15,625
	 	
Atmost/Year

	
01037
	
Starch
	
kg
	
2.6188
	
90,938
	 	
Atmost/Year

	
01172
	
Propanediol
	
kg
	
16.8493
	
6,875
	 	
Atmost/Year

	
01105
	
Sodium Benzoate
	
kg
	
20.4000
	
4,925
	 	
Atmost/Year

	
01104
	
Benzoate
	
kg
	
14.5000
	
1,250
	 	
Atmost/Year

	
01117
	
Film Coating Agent
	
kg
	
3.5000
	
1,500
	 	
Atmost/Year

	
01164
	
Film Coating Agent (Yellow)
	
kg
	
141.6695
	
1,250
	 	
Atmost/Year

	
01165
	
Film Coating Agent (White)
	
kg
	
49.5318
	
2,188
	 	
Atmost/Year

	
01024
	
Ethanol
	
kg
	
4.3588
	
821,688
	 	
Atmost/Year

	
01183
	
50% Ethanol
	
kg
	
2.8000
	
9,375
	 	
Atmost/Year



 

 

 



 



 







 



 


	
01119
	
Inosine
	
kg
	
44.4400
	
2,188
	 	
Atmost/Year

	
01217
	
Phosphoric Acid
	
kg
	
0.0130
	
177,500
	 	
Atmost/Year

	
01178
	
Caffeine
	
kg
	
51.0103
	
500
	 	
Atmost/Year

	
01222
	
Immature Bitter Orange
	
kg
	
4.2735
	
36,250
	 	
Atmost/Year

	
01122
	
Lemon Extract
	
kg
	
49.5725
	
50
	 	
Atmost/Year

	
01181
	
Dexamethasone Sodium Phosphate
	
kg
	
6,153.8400
	
25
	 	
Atmost/Year

	
01033
	
Niacinamide
	
kg
	
61.5375
	
100
	 	
Atmost/Year

	
01212
	
Cysteine hydrochloride
	
kg
	
20.0000
	
13
	 	
Atmost/Year