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




  




Exhibit 10.1

Sales contract 


(English Translation) 


	
     
	
     
	
     
	
     

	
    
    Seller:
	
    
    Henan Gengsheng Refractories Co.,
    Ltd. (the "Seller")
	
    
    Contract Number
	
    
    RG09-YRL-NH-1194

	
     
	
     
	
     
	
     

	
     
	
     
	
     
	
     

	
    
    Buyer:
	
    
    Shandong Iron and Steel Group,
    Rizhao Subsidiary (the "Buyer")
	
    
    Signing Place
	
    
    Rizhao city

	
     
	
     
	
     
	
     

	
     
	
     
	
     
	
     

	
     
	
     
	
    
    Signing Date
	
    
    November 11 2009




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


	
    
    Project name
	
    
    Specification
	
    
    Unit Price
	
    
    Delivery time

	
     
	
     
	
     
	
     

	
    
    Regenerative bricks
	
    
    According to Technical
    instructions
	
    
    RMB8000/ton
	
    
    Upon electric or written notice
    from the buyer




2. Quality standard. Physical and chemical indices,
inspection standards shall be in accordance with the Technical instructions
agreed between the Seller and the Buyer. The amount of different types of bricks
should be in accordance with the quantity order. 

3. Weight measurement: based on the actual amount the Buyer gets. 

4. Delivery locations and methods: the Seller shall be responsible for the
delivery to the construction site the Buyer requests. 

5. Mode of shipping and cost: shipping by automobile transportation and the
Seller 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 manners care enough to preserve
and protect goods. The Seller will bear the cost, and the packaging is not
recycled 

7. Inspection standards, instructions, and deadline to bring
objection: based on technical instructions, subject to the Buyer’s acceptance.
If any objection, the Seller 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. 

8. Settlement method and term: the Seller shall submit
invoice at the values including 17%value added tax to the Buyer upon the
completion of inspections of the delivery. The Buyer shall pay 60% of the amount
upon the acceptances of invoice, 30% after 3 months normal use, and the
remaining 10% after 12 months when with no objection about quality. Payment can
be in the form of Bills of exchange, promissory notes, checks, wire transfers,
cash. 

9. Default: 1) Product quality does not meet the
requirements, the Buyer can choose to terminate the contract, or handle
according to the agreed manner. Any losses incurred are beard by the Seller; 2)
Delivery not on schedule, the Buyer can choose to continuously execute or
terminate the contract. The Seller 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) The Buyer should specifically tell the importance of
the products purchased, hence the Seller could anticipate the losses it will
incur if delivering not on schedule or products cannot meet quality requirement,
including the Buyer’s prospect interest; 4) If any cheating in the Seller’s
supply process, the two parties will execute the supplements agreement. 





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

11. 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) Purchase order; (b) Inspection report; (c)
Supplements; (d) Technical instructions; and (e) Others; 

2) Products quality certificates, goods list and
other related documents presented by the Seller upon sending of products; 

3) In addition to the parties otherwise agreed,
each payment by the Buyer is independent from any debtor-creditor relationship
between the Seller and Buyer. 

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

5) Risk associated with any accidental damage to
the goods, during the delivery of the goods, is borne by the Seller. 

6) The contract has two originals, with each party
holds one, become effective after both parties sign and affix seals, terminated
by May 31, 2011. 


	
     
	
    
    Seller
	
     
	
    
    Buyer

	
     
	
     
	
     
	
     

	
     
	
     
	
     
	
     

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

	
     
	
     
	
     
	
     

	
     
	
     
	
     
	
     

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

	
     
	
     
	
     
	
     

	
     
	
     
	
     
	
     

	
    
    Legal Representative 
	
    
    Shunqing Zhang
	
    
    Legal Representative
	
    
    Chao Fang