Exhibit 10.28
Sales Contract for
Digital Court Storage System
Contract No.
SZZY20080219
Buyer: Shenzhen Intermediate
People’s Court
Add: No.6003, Caitian North Road,
Futian District, Shenzhen City
Postcode
Tel:
Fax:
Name of Representative: Guo
Xuming
Deposit Bank:
Account No.:
Seller: iASPEC Software Co.,
Ltd
Add: Unit D, 4/F., Block2,
Tian’an Cyber Park, Futian District, Shenzhen City
Authorized Representative: Li
Jincai
Date Singed: April 3,
2008
Tel: 0755-83401682
Fax: 0755-83401681
Deposit Bank: Shenzhen Development
Bank Shennan Branch
Account No.: 1020 3451 6010 0035
73
The following agreement
is made by the Buyer and the Seller through full consultation, and
shall conform to the Contract Law of PRC. Both parties shall
comply with the terms and conditions of this agreement.
1.
Contract
Objects
The Buyer agrees to buy
and the Seller agrees to sell the products as listed in Appendix
I, with technical & functional requirements listed in
Appendix II. The products and system integration
services supplied by the Seller shall conform to the technical
performances as is described in Appendix II . Should
there be any equipments omitted in Appendix I that are essential to
meet the technical performances as is specified in Appendix
II , the Seller shall be obligated to provide such equipments
(Omitted and Filed Separately with the SEC) .
2.
Contract
Amount
2.1
Total Amount:
(Omitted and Filed Separately with the SEC)
2.2
After Sales Services:
The Seller shall provide in-site installation and test, and
purchased products shall be guaranteed by the manufacturers for 3
years. The Seller shall provide after-sales services for 5
years upon the day the product passes acceptance, include warranty
period and maintenance period.
2.3
Shipping cost, premium
and other costs shall be paid by (Omitted and Filed Separately
with the SEC) .
3.
Terms of
Payment
3.1
Advance Payment: The
Buyer shall pay (Omitted and Filed Separately with the SEC)
of the total contract amount (Omitted and Filed Separately with
the SEC) to the Seller as advance after the contract is
signed.
3.2
Acceptance Payment:
After the purchased products are installed and passed the
acceptance by the Buyer, the Seller shall pay (Omitted and Filed
Separately with the SEC) of the total contract amount
(Omitted and Filed Separately with the SEC) to the Buyer as
mortgage, and the Buyer shall pay (Omitted and Filed Separately
with the SEC) of the total contract amount (Omitted and
Filed Separately with the SEC) to the Seller.
3.3
Balance Payment: The
Buyer shall return the mortgage, (Omitted and Filed Separately
with the SEC) of the total contract amount (Omitted and
Filed Separately with the SEC) , to the Seller after the
equipments pass the acceptance by the Buyer for 1-year stable
operation.
3.4
The Seller shall provide
the Buyer with commercial Invoice with corresponding
amount.
4.
Terms of
Delivery
4.1
The Seller shall deliver
the products as is described in the contract to the place
designated by the Buyer within 20 days upon the date on which the
contract is signed.
2
4.2
The Seller shall provide
a detailed delivery schedule (including contract number, equipment
name, type, specification, quantity, weight, volume, and the date,
place and arrangement of delivery) to the Buyer by
facsimile/telephone within 7 days before the date of delivery.
The Buyer shall make related preparations and necessary
formalities on receiving the products.
4.3
The Buyer shall store
and keep the products under appropriate circumstance as is
required. In case of any quantity discrepancy, the Buyer
shall inform the Seller immediately, and the Seller should make
corrections within two working days and any costs arising therefrom
shall be paid by (Omitted and Filed Separately with the SEC)
.
4.4
All the products shall
be kept in original packages upon delivery. The Seller shall
provide a Delivery List (including the product name, type,
specification, quantity and serial number) and the products shall
be checked by both parties. Should there be any quantity
discrepancy or damage, notwithstanding the package is complete or
not, the Seller is obligated for replacement or supplement within
two working days, and any costs arising therefrom shall be paid by
(Omitted and Filed Separately with the SEC) .
5.
Installation, Test
and Acceptance
5.1
After the equipments are
received and inspected by the Buyer, the delivered equipments shall
be installed and tested by the Seller within two days, the Seller
shall provide technical guidance to the Buyer, and necessary
conditions required for equipment installation and test shall be
provided by the Buyer. The installation and test shall be
finished within 5 days by the Seller.
5.2
In the process of
installation and test, the Buyer shall provide necessary conditions
and technicians in assistance with the Seller to complete the
installation.
5.3
The Seller shall provide
related technical documents (including equipment data, installation
configuration document, management & operation instructions,
and test & acceptance program) to the Buyer after installation
and test. Acceptance test shall be conducted by the Buyer
thereafter, and the acceptance result shall be recorded in the
Purchased Product Acceptance Report. Should any deficiency be
found by the Buyer during the Acceptance, both Parties shall make
appropriate settlements based on the significance of the problem.
(1) Should any serious deficiency exists, the purchased
products shall be returned to the Seller and rectified therein, and
both Parties shall negotiate on the timing for the subsequent
acceptance test. the Seller shall compensate for all the losses to
the Buyer; (2) Should there be any minor deficiency, the Seller
shall make relevant rectifications, and both parties shall consult
whether a second acceptance is needed.
5.4
Both parties shall sign
an acceptance report after all purchased products passed the
acceptance by the Buyer. The Buyer shall conduct the payment
(see 3.2) to the Seller after all products are
delivered.
3
5.5
The following documents
shall be submitted before program implementation:
1) Construction Program;
2) Implementation Program; 3) Hardware Configuration Program and
Instructions; 4) Operation Manual
6.
Quality Guarantee and
Maintenance
6.1
The Seller assures that
the delivered equipments are in accordance with the descriptions as
is specified in Appendix l, and the products are brand-new with
advanced technology, high quality, stable performance and no
discrepancy.
6.2
The Seller shall provide
after-sales services for 5 years upon the day the product passed
acceptances, include guarantee period and maintenance
period.
Guarantee period:
Hardware products shall be guaranteed for 3 years by the
manufacturers and The Seller shall provide (Omitted and Filed
Separately with the SEC) product maintenance or replacement in
the period.
Maintenance period: The
maintenan
