China Gengsheng Minerals Inc.: Exhibit 10.2 - Prepared by TNT Filings
Inc.




  




Exhibit 10.2

Full-Service Sales Contract 


(English Translation) 

	
     
	
     
	
     
	
     

	
    
    Party A:
	
    
    Shandong Iron and Steel Group,
    Rizhao Subsidiary
	
    
    Contract Number
	
    
    RG09-YRL-NH-1198

	
     
	
     
	
     
	
     

	
     
	
     
	
     
	
     

	
    
    Party B:
	
    
    Henan Gengsheng Refractories Co., Ltd.
	
    
    Signing Place
	
    
    Rizhao City

	
     
	
     
	
     
	
     

	
     
	
     
	
     
	
     

	
     
	
     
	
    
    Signing Date
	
    
    November 21 2009

	
     
	
     
	
     
	
     



1. Name of the products, specifications, unit price, quantities and period:



	
     
	
     
	
     
	
     

	
    
    Project name
	
    
    Unit Price
	
    
    Period
	
    
    Note

	
     
	
     
	
     
	
     

	
    
    60 tons capacity ladle for non-refined
    steel, full service
	
    
    RMB 9.3/ton
	
    
    12 months
	
    
    paid per tons produced

	
     
	
     
	
     
	
     

	
     
	
     
	
     
	
     

	
    
    60 tons capacity ladle mixture for
    refined steel, full service
	
    
    RMB19.0/ton
	
    
    12 months
	
    
    paid per tons produced

	
     
	
     
	
     
	
     

	
     
	
     
	
     
	
     

	
    
    60 tons capacity, full-magnesia-carbon
    ladle for refined steel, full service
	
    
    RMB24.6/ton
	
    
    12 months
	
    
    paid per tons produced

	
     
	
     
	
     
	
     




2. Full service Scope, varieties, physical and chemical
indices, inspection standards, service condition, indemnifying measure and
assessment method shall be complied according to the technical instructions
agreed between Party A and Party B. 

3. Inspection standards, instructions, and deadline to bring
objection: based on Party A’s inspection result. If any objection, Party B shall
submit a written statement, within 3 days upon the inspection result, and send
samples which are witnessed by both parties, to authority to get final
re-inspection result. 

4. Delivery locations and methods: delivery to the construction sites Party A
requests. 

5. Mode of shipping and cost: shipping by automobile transportation and Party
B shall be responsible for the cost. 

6. Packaging standard, supply and recycling: As agreement, if
there is no agreement, in accordance with the general manner in packing the
products. If there is no general manner, apply manner that is care enough to
preserve and protect goods. Party B will bear the cost. Voluntary recall of the
packaging. 

7. Construction safety. The contract is an assuming contract,
hence Party B shall ensure the appropriate qualification certificate and meet
the eligibility for employment law, and be responsible for any Personnel
casualty resulting from the construction process , which has no concern with
Party A. 





8. Subcontract. Without the written consent of Party A, Party
B shall not subcontract the projects, in any form. 

9. Settlement method and term: Party B shall submit invoice
at the values including all material cost, transportation fee and 17% value
added tax to Party A, under the content of refractory. Statistics will be held
in the beginning of the next month, based on the assessment methods in Technical
instructions and the result will be written in the certificates issued by Party
A. The first monthly payment will be settled in the third month, and the rest
will be done in the same manner. Payment can be in the form of Bills of
exchange, promissory notes, checks, wire transfers, cash. 

10. Default: 1) Product quality does not meet the
requirements, Party A can choose to terminate the contract, or handle according
to the agreed manner. Any losses incurred are beard by Party B; 2) Delivery not
on schedule, Party A can choose to continuously execute or terminate the
contract. The Party B holds responsible for violations, with penalty of 1% of
the total contract value per day, cumulatively no more than 20% of the contract
value.; 3) Party A should specifically tell the importance of the products
purchased, hence Party B could anticipate the losses it will incur if delivering
not on schedule or products cannot meet quality requirement, including Party A’s
prospect interest; 4) If any cheating in Party B’s supply process, the two
parties will execute the supplements agreement. 

11. Disputes settlement: Any disagreements shall be submitted
to Rizhao Arbitration Commission for arbitration. Both parties are constrained
by arbitration result. 

12. Other terms: 

1) The following attachment sand
supplements are considered as parts of the Contract with the same legal validity
including but not limited to: (a) Technical instructions; (b) Inspection report;
(c) Operational report; (d) Supplements; and (e) Others; 

2) In addition to the parties
otherwise agreed, each payment by Party A is independent from any
debtor-creditor relationship between the Party A and Party B. 

3) The Default term is independent
from discharge or termination of the contract 

4) The contract has two originals,
with each party holds one, become effective after both parties sign and affix
seals. The contract is valid from December 1, 2009 to November 10, 2010. 


	
     
	
     
	
     
	
     

	
     
	
    
    Party A
	
     
	
    
    Party B

	
     
	
     
	
     
	
     

	
    
    Company
	
    
    Shandong Iron and Steel Group,
    Rizhao Subsidiary
	
    
    Company
	
    
    Henan Gengsheng Refractory Co.,
    Ltd.

	
     
	
     
	
     
	
     

	
     
	
     
	
     
	
     

	
    
    Address
	
    
    No. 600, Yanhai Rd, Rizhao City,
    Shandong Province
	
    
    Address
	
    
    No. 88, Gengsheng Avenue, Da
    Yugou Town, Gongyi City

	
     
	
     
	
     
	
     

	
     
	
     
	
     
	
     

	
    
    Legal Representative 
	
    
    Xue Jian
	
    
    Legal Representative
	
    
    Shunqing Zhang