转让技术秘密和补偿贸易合作生产协议( 九 )

3.4　both parties agree to settle in cash in _________while the settlement in _________will be_________% in cash and the remaining _________% shall be made through compensation of resale from part a.
3.5　the payment of _________ will be due on_________ th _________of the year upon receipt of the commercial invoices in duplicate from part b.
3.6　the yearly payments from 19　onward as per clause 3.1.are due on _________ ， _________ ， of each year upon receipt of 2 copies of the commercial invoice from part b.
3.7　part of the knowproduction period ， and the unpaid part would be converted as the investment of part b to the jointventure miscarry and the joint- production be forced to terminate within 5 （five） years ， part a shall confirm that the unpaid part of the knowmentioned cases ， evaluating the mode of payment of the knowback the medium speed marine main engines of type 12v- 400zc and 12v- 600zc produced by part a.
4.2　the total value of the above mentioned orders shall not be le than _________% of the expenses for purchasing components by part a from part b.part b agrees that under the prerequisite of increased compensation capability of part a and increased demand of part b the percentage of payments compensated through the back400zc immediately upon receiving their drawings.the first products ， one for each party ， shall be tested separately by both parties and part b shall ， on the basis of satisfactory tests ， require part a to deliver_________（ _________）sets of medium speed marine main engine of type 12v- 400zc within 19 _________.the prices and delivery periods shall be agreed upon when the contract is concluded.
article 5 guarantee
5.1　part b guarantees that the documentation supplied shall be of the latest technological achievement within the valid period of the contract and shall be exactly identical with the documentation currently used by part b.
5.2　part b guarantees that the documentation supplied shall be complete ， correct and legible.
article 6 tax and duty
6.1　all taxes ， customs and other duties in connection with the performance of the contract arising outside the part a side shall be borne by part b.
6.2　all taxes ， customs and other duties in connection with the performance of the contract arising inside the part a side shall be borne by part a.
article 7 trademark
7.1　part a shall have the right to use the part b trademark and serial number of contracted products.part a shall label the trademark smith400zc
（2）part b/part a12v- 600zc
8.3　packing list in duplicate indicating gro and net weight ， measurements and quantity of each item is included.
article 9 force majeure
9.1　should either party of the contract be prevented from implementing the contract by such cases of force majeure as war ， serious fire ， flood ， typhoon and earthquake ， or other events confirmed by both parties ， the time for implementing the contract shall be extended by a period equal to the effect of such force majeure.