NOW THEREFORE, the Parties have agreed as follows:
1. DEFINITIONS AND INTERPRETATION
1.1 In this Agreement, unless otherwise expressly defined herein, the following words shall have the following meanings:
“Agreement” means this Sale and Purchase Agreement;
“Buyer Plant” means Nissan Motor (Thailand) Co., Ltd. located at No. 74/1
Moo 2, Bangna-Trad Road (Km.22), Tambol Srisajarakae-yai, Amphur Bangsaothong, Samutprakarn Province, Thailand, or any place designated by the Buyer;
“Commissioning” means test-run in order to ensure that the Machinery shall meet all Specifications, can work together, can run well, suitable for the purpose of using and is capable of working efficiently;
“Contract Price” means the price stipulated in Clause 3 only for the Machinery supplied by the Seller and the services provided by the Seller for the Work of which the Contract Price shall be exclusive of Value Added Tax;
“Delivery Notice” means the notice issued by the Seller upon completion of Machinery and ready to deliver the Machinery to the Buyer at the Delivery Point.
“Delivery Point” means the Buyer Plant;
“Final Acceptance Certificate” means the certificate issued by the Buyer pursuant to Clause 5.2;