WHEREAS, Buyer is active in the field of manufacture and sales of electrical parts and connector and is involved in worldwide operations,
WHEREAS, Supplier is engaged in and represents that it has considerable experience in the business of providing Semiconductors (hereinafter to be referred to as “Product(s)” as defined hereinafter) and is willing and able to sell such Products for Buyer as provided for herein;
WHEREAS, Supplier is engaged in the business of sales of a wide range of semiconductors in the worldwide market.
WHEREAS, Buyer and Supplier want to establish the terms and conditions applicable to Purchase Orders, as defined hereinafter, placed by Buyer with Supplier for the delivery of Products during the term of this Agreement;
WHEREAS, Suppler represents that, in view of the business undertaken by it and its production capacity and that of its Affiliated Companies, Supplier is willing and able to honor said Purchase Orders.
NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PREMISES AND COVENANTS SET FORTH HEREINAFTER, THE PARTIES HERETO AGREE AS FOLLOWS:
1.DEFINITIONS
For the purpose of this Agreement, the following words and phrases shall have the following respective meanings, unless the context otherwise specifies or requires:
(a)“Product(s)” shall mean the objects of sales and purchase under this Agreement including package.
(b)“Specifications” shall mean the functional requirements, specifications and other requirements of the Products, which agreed by a mutual prior written agreement between the Parties.
(c)“Purchase Order(s)” shall mean a purchase order for the Products(as defined hereinafter) placed by the Buyer in accordance with Article 4 hereof.
(d)“Delivery Time” shall mean the mutually in writing agreed upon date(s) of delivery of the ordered Product(s) to Buyer. Such Time(s) of Delivery are agreed upon in accordance with the ordering procedure in use.
(e)“Effective Date” means the date first above written.
2. SCOPE
2.1 In accordance with the terms and conditions of this Agreement Buyer may issue Purchase Orders to Supplier for the supply and delivery of Products and Supplier undertakes to supply such Products to Buyer. Any Purchase Orders issued under this Agreement shall constitute a contractual relationship between the ordering Buyer and the order-receiving Supplier shall look only to such ordering Buyer for the performance of the obligations under such Purchase Order.
2.2 The Party shall all be jointly and severally liable for the proper fulfillment of all obligations and undertakings pursuant to this Agreement towards the other Party .
2.3 Nothing contained herein shall construe or shall be deemed in any way to restrict the rights of Buyer with respect to the promotion, lease rent, resale or otherwise making available world-wide, directly or indirectly through its distribution channels, under such trade name and trademark as Buyer may select of the Products purchased hereun

WHEREAS, Buyer is active in the field of manufacture and sales of electrical parts and connector and is involved in worldwide operations,
买家在生产领域，电子部件和连接管领域以及世界范围的交易活动中有主动性
WHEREAS, Supplier is engaged in and represents that it has considerable experience in the business of providing Semiconductors (hereinafter to be referred to as “Product(s)” as defined hereinafter) and is willing and able to sell such Products for Buyer as provided for herein;
供应商主要负责并代表了其在提供半导体方面有足够的经验，以及他们乐于并且有能力向买家销售这种商品
WHEREAS, Supplier is engaged in the business of sales of a wide range of semiconductors in the worldwide market.
供应商负责在全球范围内销售不同种类的半导体
WHEREAS, Buyer and Supplier want to establish the terms and conditions applicable to Purchase Orders, as defined hereinafter, placed by Buyer with Supplier for the delivery of Products during the term of this Agreement;
买家和买家希望制定一个符合购买订单的契约，正如下文所述，在合同契约履行过程中，买家下定单，卖家负责货物的运送
WHEREAS, Suppler represents that, in view of the business undertaken by it and its production capacity and that of its Affiliated Companies, Supplier is willing and able to honor said Purchase Orders.
在考虑到贸易对象本身，和其生产能力以及其附属公司，卖家在订单中必须诚实可信

NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PREMISES AND COVENANTS SET FORTH HEREINAFTER, THE PARTIES HERETO AGREE AS FOLLOWS:
因此，再考虑到双方共同的利益及方便，特签订以下约定
1.DEFINITIONS
界限
For the purpose of this Agreement, the following words and phrases shall have the following respective meanings, unless the context otherwise specifies or requires:
为了此合同成立，除特殊注明或要求，以下词语或短语均代表特定含义
(a)“Product(s)” shall mean the objects of sales and purchase under this Agreement including package.
在此合同下，“商品”代表了购买或销售的指定商品
(b)“Specifications” shall mean the functional requirements, specifications and other requirements of the Products, which agreed by a mutual prior written agreement between the Parties.
“规格”代表功能要求，规格以及产品的其他要求，此项规定已在双方签订的合同中有所申明
(c)“Purchase Order(s)” shall mean a purchase order for the Products(as defined hereinafter) placed by the Buyer in accordance with Article 4 hereof.
订单，代表买方所下的订购单，与相关的四件物品相一致
(d)“Delivery Time” shall mean the mutually in writing agreed upon date(s) of delivery of the ordered Product(s) to Buyer. Such Time(s) of Delivery are agreed upon in accordance with the ordering procedure in use.
运输日期代表双方共同签订并同意的日期，此日期与使用中的固定排序过程相一致
(e)“Effective Date” means the date first above written.
有效期自此合同签订日起开始
2. SCOPE
范围
2.1 In accordance with the terms and conditions of this Agreement Buyer may issue Purchase Orders to Supplier for the supply and delivery of Products and Supplier undertakes to supply such Products to Buyer. Any Purchase Orders issued under this Agreement shall constitute a contractual relationship between the ordering Buyer and the order-receiving Supplier shall look only to such ordering Buyer for the performance of the obligations under such Purchase Order.
为了遵循此合同的条款及条件，买方需要向卖方签订货物的供给及运输订单。卖方着手为买方准备此货物。此合同下的任何订单都必须包含买卖双方的共同签订合同，这样才能使双方处于合同的权利与义务之下。
2.2 The Party shall all be jointly and severally liable for the proper fulfillment of all obligations and undertakings pursuant to this Agreement towards the other Party .
一方在向另一方完成合同中的义务时必须尽心，认真
2.3 Nothing contained herein shall construe or shall be deemed in any way to restrict the rights of Buyer with respect to the promotion, lease rent, resale or otherwise making available world-wide, directly or indirectly through its distribution channels, under such trade name and trademark as Buyer may select of the Products purchased hereun
无特殊原因不能随意限制买方的权利，除非事故的原因为提职，出租，或直接或间接地把买家所选的商品标识以及商品名称在全球范围内供应！

最后一段翻译的不好，但大体意思是这个！不好意思~