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采购订单:SNU-BC-PC-051

 在:


主框架协议(合同编号:SNU-BC-PC-050)

 

AP1000 燃料组件制造
 之间
State Nuclear Uranium Resource Development Co., Ltd. 
and 
Westinghouse Electric Company LLC 

PURCHASE ORDER (PO) - FUEL ASSEMBLIES 

Purchase Order Number: 
Initial Purchase Order Date: 
Revision 
SNU-BC-PC-051, issued under the Master Framework Agreement for AP1000 Fuel Assembly Fabrication between SNURDC and Westinghouse (the "Agreement") 31 
1 March 2023 
Revision Issue Date: 

Purchaser: 

STATE NUCLEAR URANIUM RESOURCE DEVELOPMENT CO, LTD. (hereinafter "SNURDC") 
Suite 501, Compound No.32, Haidian South Road 
Haidian District, Beijing, 100080 
People's Republic of China 

Supplier: 

WESTINGHOUSE ELECTRIC COMPANY LLC (hereinafter, “Westinghouse") 
1000 Westinghouse Drive 
Cranberry Township, Pennsylvania, 16066 
USA 
(date) 
(insert name) 
+1 (insert phone number) 
+1 (insert fax number) 
(insert email address) 

Delivery: 

Delivery Date: 

By April 30, 2024 (See Table 1 for Order Details) 

Delivery Incoterms : 
DAP (Chinese port of import) Incoterms® 2020, direct call from 
U.S. port of export to Chinese port of import 
The obligations of each Party to purchase Marine and Transit Insurance and Nuclear Third Party Liability Insurance is as set forth in Article 20 (INSURANCE AND INDEMNIFICATION) of the Master Framework Agreement. 
Delivery Location: Chinese port of import: Yantai, or other Chinese port of import agreed by both Parties. 

End User: 

Haiyang Nuclear Power Plant 
Shandong Nuclear Power Company Ltd. (hereinafter, "SDNPC") 
Haiyang, Shandong 
China 

Payment Terms: Net 30 Days 

Remarks: 

  1. Fuel Assemblies are solely for end use/End User SDNPC Haiyang Nuclear Power Plant. 
  2. Fuel Assemblies shipment is subject to receipt by Westinghouse of a valid U.S. NRC license to export special nuclear material. 
  3. EUP delivery is subject to receipt by Westinghouse of a valid U.S. NRC license to export special nuclear material. 
  4. This Purchase Order shall become effective upon the fulfillment of all following conditions: 
a. The effectiveness of this Agreement; 
b. Signing of the Purchaser Order by the authorized representatives of both Parties, and 
c. Obtaining approval and/or registration from the relevant authorities of the People's Republic of China, if required. SNURDC shall send a formal letter to notify Westinghouse of such approval and/or registration, if required, and the effectiveness of the Purchase Order. 
  1. In case any provision(s) of this Purchase Order contradict or conflict with the provisions of the Agreement, such alternate or additional provisions contained in this Purchase Order 
    shall prevail for this and only this Purchase Order upon its confirmation as set forth in "Remarks" #4(b), above. 

Notes on SNURDC's Deliverables: 

  1. Subject to the receipt by Westinghouse of a valid U.S. NRC export license for special nuclear material, SNURDC shall deliver Enriched in accordance with Section 2.10 of the Agreement to Westinghouse's Fabrication Facility no later than September 30, 2023 in order for Westinghouse to meet the Fuel Assembly shipment on the Preliminary Scheduled Shipment Date (PSSD). If Westinghouse has obtained the valid NRC export license but does not receive SNURDC Enriched UF6 by September 30, 2023, Westinghouse may commence pellet manufacturing utilizing Westinghouse Enriched UF6 at no additional charge; provided, however, in the event Westinghouse does not receive SNURDC Enriched UF6 by December 31, 2023 both SNURDC and Westinghouse shall promptly discuss and mutually agree to find a solution or reschedule Fuel Assembly Delivery at such time as suitable Enriched is made available to Westinghouse. 
  2. SNURDC shall provide Region Nuclear Design Report according to the schedule as set forth in Appendix F (Reload Design Milestone and Documentation Delivery Schedule) of the Agreement. 
  3. SNURDC shall provide Fuel Assembly Identification number engraving information at least nine (9) months prior to the PSSD, per Westinghouse required format. 
  4. SNURDC shall deliver forty (40) Traveller XL Shipping Packages to Westinghouse for the Fuel Assemblies shipment according to the PACKAGING AND SHIPPING INSTRUCTIONS of this Purchase Order and Appendix A-7 Supplemental Packaging and Shipping Instructions for Purchase Order Number SNU-BC-PC-051. 

Product and Service: 

Table 1: Order Detail 
Refer to the Master Framework Agreement for descriptions of the Items 
Item  Product/Description  Quantity  Unit 
 
Unit
Purchase Order
Price*
 
Subtotal
Purchase Order
Price
1. Fuel Ass  mbly 
 
Drawing:
PSSD:
 
10038E75
February 15, 2024
64 Assembly 
Total Fuel Assembly Purchase Order Price (USD): 
2.
 
Cylinder
Cleaning
 
ervices
nd recertification**
 
30B Shippin
Package
See Note 
  • The Unit Purchase Order Price under this PO includes the Logistic Fee stated in "Notes on Price", item #3, below. 
** Cleaning and recertification as set forth in "30B Cylinder Services", below.
**根据“30B 气瓶服务”中规定的清洁和重新认证。

Notes on Price (discount and escalation): 

  1. The Fuel Assembly Purchase Price (excluding Logistic Fee) is discounted from the listing price of the Agreement. The Purchase Price (per Fuel Assembly) is Two Hundred Sixty-Five Thousand U.S. Dollars ( ). 
  2. The Fuel Assembly Purchase Price is valid until February 29, 2024 without escalation (PSSD plus two weeks). In the event delivery of Enriched is delayed beyond December 31, 2023 that stated in the "Notes on SNURDC's Deliverables", Note 1 above, such that the then-current manufacturing schedule is impacted, both SNURDC and Westinghouse shall promptly discuss and mutually agree to find a solution and/or adjust the price and schedule and any other pertinent provisions of the Master Framework Agreement and this Purchase Order. 
  3. The Logistic Fee price is One Million Two Hundred Thousand U.S. Dollars ( ). This price includes all third party fees and charges for the shipment of Fuel Assemblies from Westinghouse's Fabrication Facility, through U.S. inland transportation, via U.S. port of export, across international waters, to the Chinese port of import (Yantai, or other Chinese port of import agreed by both Parties), as set forth in the Delivery term on page 3 of this Purchase Order. 
  4. Because international ocean shipment costs vary dramatically due to market fluctuations, if the actual Logistic Fee costs from all third party services exceed One Million Five Hundred Thousand U.S. Dollars ( ) as evidenced by supporting documents, SNURDC shall reimburse Westinghouse for such actual costs in excess of One Million Five Hundred Thousand U.S. Dollars ( ). 
  5. The price and invoicing schedule for cylinder service is set forth in "Supplemental Packaging And Shipping Instructions For Purchase Order Number: SNU-BC-PC-051", below. 

Purchase Conditions: 

1. CONDITIONS 

1.1 General Conditions Related to Fuel Assemblies Supplied to SNURDC 
  • Items included herein are nuclear Safety-Related in accordance with the quality requirements invoked in this Purchase Order. 
  • Westinghouse shall fully comply with the specific Quality Assurance and technical requirements as shown in the Agreement and this Purchase Order. Quality Management System in accordance with ISO 9001 applies. 
  • All special processes shall be qualified, and qualification reports shall be available during in-plant quality audit or manufacturing surveillance. 
1.2 Specific Conditions Related to SNURDC Products 
  • The general conditions for this Purchase Order are based on the "Master Framework Agreement for AP1000 Fuel Assembly Fabrication between State Nuclear Uranium Resource Development Co., Ltd. (SNURDC) and Westinghouse Electric Company LLC" (the "Agreement") signed 31 March2023. 
  • Identification and Traceability: Complete traceability for all material, items and documents is required. Identification shall be maintained on the item or in documents traceable to the item. The identification shall relate the item to an applicable design or other pertinent specifying document. 
  • Purchaser rights: SNURDC has visitation / audits / surveillances rights as set forth in the Agreement. 

2. PAYMENT 

  • Prices and payment schedule shall be according to the Agreement and Appendix A (Fuel Assembly and Services Details, Packaging, & Associated Prices) thereto. 
  • Invoices shall be sent to SNURDC to the address stated on page 2 of this Purchase Order. 
  • Payment is due 30 days upon receipt of a valid invoice. 

3. DELIVERY CONDITIONS 

  • Fuel Assembly Delivery via inland and sea transport shall be made DAP (Chinese port of import: Yantai , or other Chinese port of import agreed by both Parties.) Incoterms® 2020, with the exception that SNURDC purchase Marine and Transit Insurance and Nuclear Third Party Liability Insurance as set forth in Section 20.1 of the Agreement. 
  • Shipment notification should include following information: 
  • SNURDC Purchase Order Number 
  • Quantity 
  • Lead Times 
  • FSSD 
  • Route 
  • Shipping Vessel Company and Flag 
  • Number of Fuel Assemblies 
  • Number of ISO Flat-rack Shipping Containers 

4. DOCUMENTS 

  • The most recently available revisions of Fuel Assembly Technical Documentation (drawings, specifications and/or MAQPs) as identified in Appendix B (Technical Documentation) to the Agreement will be provided to SNURDC (if permitted, subject to applicable export license approvals) and SDNPC, if nominated as the end user, under this Purchase Order. 
  • Fuel Assembly Technical Documentation will be provided in electric format only such as emails, CDs or web-based internet account (e.g., ENOVIA system). 

5. QC DOCUMENTATION 

  • Product Certificates shall be provided at the time of Fuel Assembly Delivery. 
  • The End of Manufacturing Report shall be provided according to the Agreement. 
  1. PACKAGING AND SHIPPING INSTRUCTIONS 
  • The packaging and shipping of the Fuel Assemblies shall be made according to Article 7 of the Agreement and Appendix. A-7 SUPPLEMENTAL PACKAGING AND SHIPPING INSTRUCTIONS FOR PURCHASE ORDER NUMBER: SNU-BC-PC-051. 
  • The Fuel Assemblies are to be shipped in one shipment. 
  • Westinghouse shall be responsible for the return of empty Traveller XL Shipping Packages and the ISO flat-racks from the Chinese port of export to their ultimate destination. 
  • The shipment to be made by the Supplier prior to the shipping window defined above, shall be subject to the prior written consent of SNURDC. 
  • SNURDC shall provide timely Acceptance of the Fuel Assemblies. Such written confirmation shall be received within forty-five (45) days of receipt of the Fuel Assemblies at the Site. In the event that SNURDC fails to either Accept or reject the Fuel Assemblies within the said time limit, then the Fuel Assemblies shall be deemed "Accepted." 

SUPPLEMENTAL PACKAGING AND SHIPPING INSTRUCTIONS FOR PURCHASE ORDER NUMBER:
SNU-BC-PC-051 

1. SNURDC Responsibilities 

  1. The original approval of one hundred sixty (160) Traveller XL Shipping Packages for use in China from the China National. Nuclear Safety Administration (NNSA) has expired. SNURDC will be responsible, at no cost to Westinghouse, to renew such approval from NNSA no less than four (4) months prior to PSSD. 
  2. SNURDC shall provide forty (40) Traveller XL Shipping Packages, which were sold to SDNPC by Westinghouse during the initial core fuel shipment of Haiyang unit 1&2; identification numbers (ID) TX302 to TX341. 
a. SNURDC shall provide the forty (40) Traveller XL Shipping Packages free of charge for Westinghouse to use.for SNURDC's fuel shipment. 
b. The delivery terms of SNURDC's Traveller XL Shipping Packages are: 
  • Delivery Date: One Hundred and Twenty-Five (125) Days prior to PSSD 
  • DAP (U.S. port of import: eastern coast port) Incoterms® 2020. 
  1. SNURDC shall be responsible to return the twenty-four (24) Traveller XL Shipping Packages, provided by Westinghouse as set forth in 2.1 below, promptly upon completion of unloading, but in no event later than forty-five (45) days after the Fuel Assemblies have arrived on the Site and Westinghouse's fuel receipt inspection personnel have arrived on the Site as provided in Appendix C (Acceptance Tests) of the Agreement. 
a. SNURDC shall pay a rental fee of one hundred U.S. dollars ($100) per Traveller XL Shipping Package for each day that return of the Traveller XL Shipping Package return is delayed beyond forth-five (45) days after the Fuel Assemblies have arrived on the Site. 
  1. SNURDC will return the twenty-four (24) Traveller XL Shipping Packages provided by Westinghouse as set forth in items 2.1 and 2.2 below, emptied and packed in four (4) of the ISO flat-rack shipping containers provided by Westinghouse as set forth in item 2.2 below, in accordance with FOB (Chinese port of export such as Yantai , or other Chinese port of export agreed by both Parties). 
  2. SNURDC will return the remaining seven (7) empty ISO flat-rack containers provided by Westinghouse as set forth in items 2.1 and 2.2 below with all tie-down materials in accordance with FOB (Chinese port of export such as Yantai, or other Chinese port of export agreed by both Parties). 
  3. SNURDC shall be responsible to perform the radiological surveys and decontamination, as required, to certify the empty Traveller XL Shipping Packages and ISO flat-racks as "free-release" for transport purposes prior to returning the shipping containers to the Chinese port of export. 
  4. SNURDC shall have the risk of loss or damage for the shipping containers until delivery to the Chinese port of export. 

2. Westinghouse Responsibilities 

  1. Each Traveller XL Shipping Package will be marked UN3327 for nuclear material such as Class 7. Each Traveller XL Shipping Package has a permanent mark indicating the package number and max gross weight. 
  2. The shipping documents and packing list will be provided to SNURDC electronically by Westinghouse within 24 hours when they are available. 
  3. Westinghouse shall provide twenty-four (24) Traveller XL Shipping Packages, on a loan-and-return basis. These twenty-four (24) Traveller XL Shipping Packages shall be the original packages used during Haiyang units initial core shipment. 
  4. Westinghouse shall provide SNURDC with valid Certificates or re-Certificates and other documents for the renewal application, if necessary. 
  5. Westinghouse will be responsible for providing eleven (11) 20 -feet ISO flat-rack shipping containers and associated tie-down chains and belts for the fuel shipment. The ISO flat-rack containers shall be modified per the requirement of AP1000 Fuel Assembly shipment. 
  6. Each Traveller XL Shipping Package used to transport the Fuel Assemblies will include accelerometers to monitor shipping loads imparted directly to the Fuel Assemblies during transport. 
a. The cost of the monitoring accelerometers shall be to Westinghouse's account. The trip settings of these accelerometer devices will be determined by Westinghouse's then currently approved procedures for shipping Fuel Assemblies as provided in Appendix D (Conditions and Limitations of Warranties) of the Agreement. 
b. The status of these accelerometer devices (whether or not tripped) determines the receipt inspection procedures to be followed upon arrival of the Fuel Assemblies at the Plant. It is understood by the Parties that the existence of a tripped accelerometer does not, by itself, indicate that an unacceptable condition exists with the Fuel Assemblies contained within that Traveller XL Shipping Package, only that it is necessary to evaluate the condition of the Fuel Assembly in accordance with Westinghouse's fuel shipping procedures to determine the status of the Fuel Assembly. 
c. In the event that accelerometers are read as tripped at the Plant, the Fuel Assemblies packed inside the packages of tripped accelerometers will be inspected as required by Westinghouse's shipping procedures. Westinghouse and SNURDC will follow the recommendations of Westinghouse's approved inspection procedures. In the event the fuel is damaged and cannot be used, the Parties will discuss to determine the cause and the responsible Party for costs associated with any necessary remedies. 
  1. Westinghouse shall inform SNURDC by email of the relevant information in order to enable SNURDC to arrange insurance no less than eight (8) weeks in advance of the time when title and risk of loss or damage to the Fuel Assemblies passes from Westinghouse to SNURDC. 

3. 30B Cylinder Services 

1. SCOPE OF SERVICES 

Westinghouse shall service cylinders as set forth herein. 
A. Readiness 
Prior to commencement of services for each 30B cylinder, each cylinder will be weighed to determine the gross weight. 
B. Servicing 
Each cylinder shall be serviced, for the account of SNURDC, in accordance with Westinghouse standard cleaning procedures and shall be processed as follows: 
(1) Wash/Clean 
After being heeled, each cylinder will be washed and cleaned; 
(2) Revalve 
After cleaning, Westinghouse shall provide valve replacement, if necessary; 
(3) Plug 
In lieu of Revalve, end plug replacement, as necessary; 
(4) Recertify 
After cleaning the cylinders, Westinghouse shall repair and test the cylinders for recertification purposes in accordance with Westinghouse standard cleaning procedures and specifications, if necessary. Cylinders that Westinghouse is unable to repair will be returned to SNURDC's Enrichment Facility (TENEX) in accordance with Westinghouse procedure for Non-Conforming Cylinders. 
(5) Bottom plug replacement , 
After cleaning, Westinghouse shall bottom plug replacement, if necessary 

C. Preparation for Transport 

Following completion of the services, the cylinders shall be prepared for transport under vacuum or with pressurized dry gaseous nitrogen to 4 psig, by mutual agreement. 

Westinghouse Proprietary Class 2 

Page 11 of 13 
D. Time limit for provision of services 
Westinghouse shall use reasonable efforts to furnish and complete the services within sixty (60) days of accepting a cylinder, but excluding any storage time. 

E. Documentation 

(1) A certificate of cleaning and inspection executed by Westinghouse will be submitted to SNURDC for each cylinder tested and recertified. The certificate shall include a statement that the service was performed per Westinghouse specifications and standards. 
(2) A wash/clean record will be submitted to SNURDC for each cylinder serviced per Westinghouse specifications and standards. 

F. Heel Ownership 

At no time shall SNURDC has any ownership interest in the heel. Uranium recovery of the heel is Westinghouse responsibility. 

2. RETURN OF CYLINDERS 

A. Cylinder Return 
After completion of the services, the cylinders will be returned by Westinghouse to SNURDC's Enrichment Facility (TENEX) by placing the cylinders at the disposal of the transportation forwarder of SNURDC's Enrichment Facility (TENEX), loaded on the transporter's vehicle at Westinghouse facility, in Columbia, South Carolina, USA ("Return"). 
C. Transportation Charges 
Westinghouse has no responsible for the cost of all transportation and related charges associated with the Return of such cylinder(s) to the location elected by the SNURDC. 
D. Licenses 
SNURDC's Enrichment Facility (TENEX) must obtain, at its own risk and expense, any export and import licenses and other official authorization(s) and carry out all customs formalities necessary for the export of the cylinders, for their transport through any third-party countries and for their import into the United States. 

E. Preparation 

Westinghouse shall prepare all cylinders for transportation in accordance with all relevant and applicable national and international regulations or laws. 
  1. PRICING 
The prices for cylinder services shall be as follows: 
A. Cylinder Servicing 
  1. Wash/Clean 
    . per Cylinder 
  2. Revalve per Valve 
  3. Plug . per Plug 
  4. Revalve + Recertify . 2,150 per Cylinder 
  5. Wash/Clean + Revalve/Recertify (as complex 1+4) 
    per Cylinder 
  6. Bottom Plug Replacement per Plug 
NOTES: 
  1. Added cost for second attempt at valve replacement per Valve 
  2. Added cost to plug, if second attempt at plug replacement fails per Plug 
B. Prices stipulated above include all expenses to be borne by SNURDC while performing the services or implementing this Purchase Order. 
  1. INVOICE AND PAYMENT 
All invoices will be issued by Westinghouse when the services and Return of 30B cylinders have been completed. Payment by SNURDC shall be made within sixty (60) days after the date of receipt of Westinghouse invoice and documentation as set forth in Section 3.1E (Documentation) above upon Return of the cylinders. Payment by SNURDC shall be made by wire transfer as indicated by Westinghouse on the invoice. 
  1. TAXES 
Westinghouse shall be liable for any and all taxes, tariffs or duties applicable to the provision of the services and/or the cylinders from accepting delivery of the cylinders from SNURDC's Enrichment Facility (TENEX) at Westinghouse facility, in Columbia, South Carolina, USA, until Return of the cylinders to SNURDC's Enrichment Facility (TENEX) at Westinghouse facility. 
SNURDC's Enrichment Facility (TENEX) shall be liable for any and all taxes, tariffs, duties or fees applicable to the cylinders prior to the delivery of the cylinders to Westinghouse facility and after the Return of the cylinders to SNURDC's Enrichment Facility (TENEX). Should Westinghouse perform any customs clearance or other entry duties on behalf of SNURDC, SNURDC shall reimburse Westinghouse for all such proper and reasonable expenses. 
.