Shanghai Lianfu Food Co. Ltd v CSM N. V.—Dispute Arising from a Sale of Goods Contract
Journal
Selected Chinese Cases on the CISG
Publisher
Springer Berlin Heidelberg
Date Issued
2022
Author(s)
Type
Book chapter
Abstract
The Plaintiff, Shanghai Lianfu Food Co. Ltd., signed the Mynthon Toll Manufacturing Agreement (“the Agreement”) with CSM N.V., the Defendant, on 7 Jan 2002. The Agreement provided that the Plaintiff should supply candies to fulfil the contract between Leaf East Asia Pte. Ltd. (Leaf East, a subsidiary of Defendant) and Dandy Distribution (“Dandy”). The Agreement further provided that, in case the orders from Dandy provided by Defendant were less than 135 tons in 2002, or less than 150 in the upcoming years, the Defendant was entitled to require the Plaintiff to supply goods to buyers other than Dandy to match the difference between the actual amount and target amount. If the gap could not be filled, then the Defendant should compensate the Plaintiff the difference between the net selling price and the direct cost of production for the goods not ordered (packaging, raw materials and direct labour costs). © The Author(s), under exclusive license to Springer-Verlag GmbH, DE, part of Springer Nature 2022.