China GengSheng Minerals, Inc.: Exhibit 10.1 - Prepared by TNT Filings
Inc.




  




 Exhibit 10.1 

Hangang Group-Hanbao Iron & Steel Co., Ltd


2250mm Hot Rolled Strip Units Construction Project 

Supply Contract 

English
Summary/Translation 


Contract No. XQ-ZG-GN-JRL-009 

Date: January 16, 2008 

The
Buyer: Hanbao Iron & Steel Co., Ltd. 

The Supplier: China GengSheng Minerals,
Inc. 

Pursuant to the laws and regulations of the People's Republic
of China ("PRC"), and on the basis of agreement reached through comprehensive
negotiations, the Buyer and the Supplier enter into and consent to be bound by
this supply and sales contract (the "Contract") regarding the supplies of
refractory castables and related materials for 2500 mm hot rolled strip units
walking beam furnace. 


1. Project Bidding Number: HBTJ0702zg025-sb 

2. Products, description, and amounts: 



  
	Description	Specification	Quantity	Unit Price	 
	 	 	(Tons)	(RMB/Ton)	Total RMB
	Refractory Castables	LN-45	965	1560	1,505,400
	Refractory Castables	JR-65	22	1935.90	42,850
	Refractory Castables	DGG-2	456	2790	1,272,220
	Refractory Castables	MK-1	298	2200	655,600
	Anchorage Bricks	LZ-55	96	2450	235,200
	
    Total
	
     	
     	
     	3,710,000
	
     	
     	
     	
     	(US$488,158)


  



3. Payment and Methods: 

The total amount of contract is approximately US$
488,158 (RMB 3,710,000). The Buyer will pay 20% of total amounts approximately
US$ 97,368 (RMB 740,000) as the down payment within 15 days upon the
effectiveness, another 40 % payment approximately US$ 196,053 (RMB 1,490,000)
within 15 days upon the delivery of the materials to the buyer’s site, and the
other 30% payment approximately US$ 144.737 (RMB 1,100,000) within 10 days upon
the test operation and the balance of 10% approximately US$ 48,816 (RMB 371,000)
will be held as the security and be paid within 15 days after 12- month warranty
period is mature. 


4. Delivery and Inspection: 


4.1

The
delivery shall be completed by February 15, 2008. 

4.2 

The
Supplier shall be responsible for all the costs from any mistakes of delivery or
any quality disparity caused by the supplier. 


5. Technical Service: 


5.1 

The
Supplier shall be responsible for providing all the technical support and
assistance during the installation period. 

5.2 

The
Supplier shall submit the bio of the on-site technicians 20 days upon the
effectiveness of contract for the approval. 

5.3 

The
Supplier shall be responsible for all the damages resulted from technicians’
mistakes during the contract period. 

5.4 

The
Supplier shall be responsible for assigning at least two technicians for on-site
services. The Buyer is eligible to request the increase of technicians when
necessary. 


6. Warrant & Claims: 


6.1 

The warranty
period is 12 months and commences upon the final inspection. 




6.2 

The Supplier
shall be responsible all the costs for the repairs or exchanges of materials or
any mistakes caused by the Supplier within 15 days upon the determination of
mistakes. 

6.3 

The Buyer
shall be eligible to deduct 5% of total sales amounts as penalty when any
malfunctions and damages occurred during warranty period. 

6.4 

The Supplier
shall expend the warranty period when any delays of repairs caused by the
supplier during the warranty period. The Supplier shall also pay 5% of total
repairs amounts as the violation compensation. The penalty amounts will not
exceed 10 % of total amounts of purchase. 

6.5


The warranty
period shall be extended another 12 months upon the date of discovering factual
damages caused by the Supplier.


6.6. 

The Supplier
shall pay penalty for the delays of delivery or installation caused by the
Supplier: 

(1)


Delay within 1-4 week, the supplier shall pay 0.5% of the total amounts of the
products to be delivered. 

(2) 


Delay within 5-8 week, the supplier shall pay 1% of the total amounts of the
products to be delivered. 

(3) 

Delay more
than 9 weeks, the supplier shall pay 1.5 % of the total amounts of the products
to be delivered. 

The penalty amounts for the delays of delivery will
not exceed 10 % of total amounts of contract. The Buyer is eligible to terminate
the contract when the delays of materials delivery critically impair operations
over 2 months. 

6.7

The Supplier
shall pay the penalty of 5% of the materials amounts, which are delayed to be
delivered due to the violation of technical instructions. 


7. Subcontract or Outsource: 


The Supplier is not eligible to subcontract or
outsource the supplies to fulfill this contract. 


8. Force Majeure 

8.1  

Force majeure herein means natural
disasters (earthquakes, hurricanes, and floods), wars, riots or other major
upheaval. Neither party shall be liable in damages or have the right to
terminate this Agreement for any delay or default in performing hereunder if
such delay or default is caused by conditions beyond its control including. 

8.2 

The impacted party shall notify another party
within 15 days when force majeure occurs and ends. 

8.3 

Both parties can re-negotiate the terms when
the delays are expected to exceed 120 days due to the force majeure. 


9. Effectiveness & Others: 


This Contract will be effective upon the execution
of both parties with the certification of contract stamp. This contract has two
originals that are identical to one other held by each party. The contract will
be duplicated six copies, which the Buyer holds four copies and the Supplier
holds two copies. 


10. Dispute Settlement: 


Both parties shall settle the disputes via
negotiations possibly. Either party can file the case under the jurisdiction of
the local people's court where the buyer is located when the consensus cannot be
reached. The losing party shall be responsible for all the suit expenses. The
contract is still enforceable during the trial. 



  
	The Buyer	Hanbao Steel & Iron
    Co., Ltd	The Supplier	China GengSheng
    Minerals, Inc.
	 	(Corporate Seal )	 	(Corporate Seal )
	Legal Rep.	 	Legal Rep.	Shunqing Zhang
	Address	232, Fuxing Rd. Handan
    City	Address	88 Gengsheng Avenue
    Gongyi City
	Signed by	/s/Rujun Liu	Signed by	/s/ Xianzhou Zhang
	Telephone	310-6070538	Telephone	371-64059858


  


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