Form Hợp Đồng Gia Công

Processing Contract
No: PL-DS/03
Date: JAN 02, 2016
Between:

DAISY PHILIP CO., LTD.
Add: BINH LUC INDUSTRIAL COMPLEX, TRUNG LUONG COMMUNE,
BINH LUC DISTRICT, HA NAM PROVINCE, VIET NAM
Tel No: 84-16-9281-6800
Represented by: Mr. Kim Dong Han – Vice Director.
(Hereinafter referred as Party A).

And:

PHILIP A&G CO., LTD..
Add: #1103, WOOLIM E-BIZ Ⅱ, 184-1 GURO-3DONG, GURO-GU, SEOUL, KOREA
Tel : 82-2-890-7741, FAX : 82-2-890-7740
Represented by: Mr. Kim Chang Wan – Director.
( Hereinafter referred as Party B ).

Both parties have agreed to conclude the present processing contract with the following terms and conditions:
Recitals:
Where as Party A is willing to reserve the production capacity of Part B for purpose of producing accessories for
gaments upon the terms and conditions set forth in the present contract.
Where as Party B is willing to transfer the materials and accessories delivered by Party A into accessories for gaments
to export.
Clause 1. Commodity - Quantity - Price:

COMMODITY
Poly Spun 60S/3 5000m/roll
Poly Spun 60S/2 5000m/roll

Poly Spun 40S/3 5000m/roll
Poly Spun 40S/2 5000m/roll
Poly Spun 50S/3 5000m/roll
Poly Spun 50S/2 5000m/roll
Poly Spun 50S/2 10000m/roll
Poly Spun 30S/3 2500m/roll
Poly Spun 20S/3 2500m/roll
Poly Spun 20S/4 2000m/roll
Poly Spun 20S/8 1000m/roll
Poly Core 45S/2 5000m/roll
Poly Core 29S/2 2500m/roll
Poly Core 29S/3 2500m/roll
Poly Core 16S/3 2500m/roll
Poly Core 16S/2 2500m/roll
Poly Filament 50D/2 Hightenacity 5000m/roll
Poly Filament 70D/2 Hightenacity 5000m/roll
Poly Filament 70D/3 Hightenacity 5000m/roll
Poly Filament 120D/2 5000m/roll
Poly Stretch 150D/1 5000m/roll
Poly Stretch 200D/1 5000m/roll
Poly Stretch 600D/1 2500m/roll
Poly Filament 100D/2 Hightenacity 5000m/roll
Poly Filament 100D/3 Hightenacity 5000m/roll

QUANTITY
1,100,000
500,000
70,000
50,000
460,000

50,000
200,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000
50,000

UNIT
roll
roll
roll
roll
roll
roll
roll
roll

roll
roll
roll
roll
roll
roll
roll
roll
roll
roll
roll
roll
roll
roll
roll
roll
roll

UNIT PRICE
0.18
0.18
0.18
0.18
0.18
0.18
0.18
0.18
0.18
0.18
0.18

0.18
0.18
0.18
0.18
0.18
0.18
0.18
0.18
0.18
0.18
0.18
0.18
0.18
0.18
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Poly Filament 150D/3 5000m/roll
POLY ELASTIC BAND 10MM
POLY ELASTIC BAND 13MM
POLY ELASTIC BAND 15MM
POLY ELASTIC BAND 20MM
POLY ELASTIC BAND 25MM
POLY ELASTIC BAND 28MM
POLY ELASTIC BAND 30MM
POLY ELASTIC BAND 32MM
POLY ELASTIC BAND 35MM
POLY ELASTIC BAND 38MM
POLY ELASTIC BAND 40MM
POLY ELASTIC BAND 45MM

POLY ELASTIC BAND 50MM
POLY ELASTIC BAND 57MM
POLY ELASTIC BAND 60MM
POLY ELASTIC BAND 62MM
POLY ELASTIC BAND 65MM
POLY ELASTIC BAND 70MM
POLY ELASTIC BAND 75MM
POLY ELASTIC BAND 82MM

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50,000
500,000
500,000
1,000,000
2,500,000
2,500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000

500,000
500,000
500,000
500,000
500,000
500,000
500,000

roll
m
m
m
m
m
m
m
m
m
m
m
m
m
m
m
m
m
m
m
m

0.18
0.012
0.012
0.012
0.012
0.012
0.012
0.012
0.012
0.012
0.016
0.016
0.016
0.024
0.024
0.024
0.024
0.024
0.035
0.04
0.04

- Detail quantity, CMPT price of each order shall be specified in the annexes attached herewith to the present contract.
- Term of shipment
: FOB Hai Phong / Noi bai Airport
Clause 2. Technical stipulation, sample, and quality inspection.
Party A has to make pre-production samples for party B's approval, the bulk production shall be started upon receipt of
the approval comment from party B. The pre-production sample shall be taken as final for bulk production or any
dispute.
Party A undertakes to follow strictly Party B’s quality requirements, PP sample approval and technical know –how,

neither to copy nor use party B’s sample or pattern to produce for the other companies.
Party B with their own account, shall appoint technicians or specialist to party A's factory to survey and control the
production and attempt to solve all problems arising from the execution of present contract to avoid the interference
with production progress and shipping schedule.
The authorized person from party B or from Buyer will take the final inspection before shipment, and will issue the
inspection certificate to party A. The quality of finished products are understood as acceptable by party B upon receipt
of Shipping Advice from party B.
03% of accessories extra to cover the wastage during production will be provided, on free of charges, by party B.
Samples:
Clause 3. Delivery term:

A. Delivery of materials & packages:
• Party B will provide party A with all technical conditions and appropriated documents, such as original sample, pattern,

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worksheet/job orders, consumption rates, cutting breackdown, materials cards etc....and other necessary conditions, on
free of charges, at least 7 days before bulk materials arrival, or at least 45 days before the delivery date of finished
goods.
All bulk materials must be provided in complete & sufficient, on free of charges, for party A at least 30days before the
delivery date of finished goods, on CIF Haiphong/Noibai as per Incoterms 2000.
Unloading place: Haiphong/Noi Bai
Delivery time: the delivery date of each style/order will be specified in the annexes of present contract.
Shipping documents for each parcel or shipment of materials, include:
o 03 signed Packing List
o 03 signed Commercial Invoice
o 01 original or Surender Bill of lading,

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The above full set shipping documents must be sent by emailing or fax to party A within 01 day after shipment date.
The original full set of above shipping documents must be sent to party A via courier, and must arrive at party A before
the arrival of bulk materials at least 02 days in order to prepare the documentation for customs clearance.
The description of goods must be mentioned clearly in all above shipping documents to enable party A in doing customs
procedures. Warehouses charges, and other related costs arising from the incorrect shipping doc or late supply of
shipping doc will be beared by party B.
Bulk materials must be delivered in full container to party B. If party B can not arrange full container shipment for bulk
materials as required, party A will accept to share only CFS charges for max. 10(ten)CBM per each shipment only, the
balance CFS charges must be beared by party B, and all handling charges, DO fee which are collected by Forwarder for
these LCL shipments will be paid by party B also. FAF fee will be paid by party B.

If bulk materials will be unloaded at other destination ports or airports than above stipulated destinations for any reason,
all arisen charges for handling, loading/unloading, inland transportation from that destination place to
HAIPHONG/NOIBAI must be beared by party B.
In certain cases that party B consider that some materials are available in Vietnam, then Party B can buy them in Viet
Nam, both parties will make on spot customs procedures for these materials, or Party B will authorize party A to buy
them in Viet Nam, then will pay back to party A. List of items will be specified clearly in the supplement of present
contract.
All materials which are sent via Hand-Carry Service must be submitted with legal documents.
Settlement of leftover materials or wastes/cast-offs: all leftover materials or wastes/cast-offs related to the contract will
be moved to next contract(s), or will be shipped back to party B, or will be disposed in accordance with the current
regulations of Viet Nam. All costs related to the settlement of leftover materials or wastes/cast-offs will be covered by
party B.
Party A will deliver finished products to Party B's buyers, on FOB Haiphong or FCA Noibai as per Incoterms 2000.
•
Place of delivery: Haiphong port /Noi bai airport.
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Delivery date: will be specified in the annexes.
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Party B shall provide party A with Shipping Advice at least 10days before delivery date, to enable party A to
prepare as well as customs procedures for shipment. All informations such as Forwarder name, Consignee name, Notify
name, Style/P.O no., quantity, FOB price, Destination port etc…. must be showed clearly on the Shipping Advice.
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Shipping documents:
o
For SEA shipment: full set of original shipping documents will be sent directly to party B's office in Viet Nam
or nominated forwarder in Viet Nam within 07days at latest after the vessel etd date.
o
For AIR shipment: full set of original shipping documents will be sent together with goods to the nominated
forwarder
o

DOC dispatch fee which are collected by the forwarder for each shipment of finished goods will be paid by
party B.
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Documents for payment: full set of documents for payment include 03 signed Packing list, 03 signed CM
invoice, 01 copy of Bill of lading (or A.W.B); 01 copy of C/O will be sent to party B's office in Viet Nam within 07days
at latest after the etd date.
Clause 4. Marking and packing
Packing and marking must be followed strictly the packing instruction from party B.
Clause 5. Label, trade marks using and the origin of goods
Party B is legally responsible for the origin of goods and the use of all kind of labels, brand names, logos, trade marks
to be attached to/printed on/ embroidered on/appeared on the finished products and their accessories as well as on their
packaging and/or packaging materials by manner. In case that the label & the origin of goods which are registered in
Vietnam, party B has to represent the certificate of origin & label using of said goods issued by The Institute of
Industrial property of Vietnam to the authority bodies in Vietnam.
Party B must bear claim related to the origin of goods and the right of using such labels, brand names, logos, trade
marks from any third party (if any).
Party A undertakes to use label, brand name, logos, trade marks supplied by party B for the right purpose, and will not
be responsible in any cases, for using such kind of labels.
All products must be produced at Party A’s factory in Viet Nam.
Clause 6. Payment term
Payment must be made by L/C, in U.S dollar, 90-120 days after on board date, based on available documents for
payment which party B receive from party A at the payment due date, in favour of:
Bank : Korea Exchange Bank Ha Noi Branch
ACCOUNT VND NO: 648102019809
ACCOUNT USD NO: 648102019794
Swift code: KOEXVNVX
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Clause 7. Other conditions
Any dispute, or breach or termination of the contract, or in connection hereto must be settled by amicable negotiation.
Should such settlement can not be reached, the case must be lodged at The Vietnam International Arbitration Centre
attached to the Chamber of Commerce & Industry of vietnam
- No: 09 Dao Duy Anh Str. Hanoi, Vietnam. The hearing must be made in conformity with the rules of the above centre.
Any claim arising out from the contract or in connection hereto must be lodged within 90 days from B/L date.
Otherwise, the claim will be automatically no longer valid. The claim must be in written and accompanied by proving
documents for evidence, and must be replied within 15 days after the date of occurrence.
Any enclosure, supplement and amendment related to the present contract shall be valid by written agreement duly
signed by authorized officers, on the date first above written.
In witness whereof the parties hereto have caused this contract to be signed by their duly authorized officers, on the
date first above written.
The contract will be valid after its signature and expire on JAN 31 2017 in English, into 06 (six) copies of equal
validity, three of which are kept by each party.
• Copy via Fax is acceptable.

FOR AND ON BEHALF OF
PHILIP A&G CO., LTD..

FOR AND ON BEHALF
DAISY PHILIP CO., LTD.

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