Contract( sales confirmation)
签订地点(Signed at) :＿＿＿＿＿＿＿
买方：＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿ The Buyer:＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿ 地址：＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿ Address:＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿ 电话(Tel): ＿＿＿＿＿＿＿＿传真(Fax):＿＿＿＿＿＿＿＿＿＿
卖方：＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿ The Seller:＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿ 地址：＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿ Address:＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿＿_＿ 电话(Tel):_＿＿＿＿＿＿＿＿传真(Fax):＿＿＿＿＿＿＿＿＿＿＿
The Seller and the Buyer agree to conclude this Contract subject to the terms and conditions stated below:
1.货物名称、规格和质量（Name, Specifications and Quality of Commodity）： 2.数量（Quantity）：
允许＿＿＿＿的溢短装（＿＿＿% more or less allowed） 3.单价（Unit Price）：
- 交货条件(Termsof Delivery) FOB/CFR/CIF＿＿＿＿＿＿＿ 原产地国与制造商(Country of Origin and Manufacturers):
The packing of the goods shall be preventive from dampness, rust, moisture, erosion and shock, and shall be suitable for ocean transportation/ multiple transportation. The Seller shall be liable for any damage and loss of the goods attributable to the inadequate or improper packing. The measurement, gross weight, net weight and the cautions such as “Do not stack up side down”, “Keep away from moisture”, “Handle with care” shall be stenciled on the surface of each package with fadeless pigment.
- 唛头（Shipping Marks）：
- 装运期限（Timeof Shipment）： 装运口岸（Port of Loading）： 11.目的口岸（Port of Destination）： 12.保险（Insurance）：
Insurance shall be covered by the for 110% of the invoice value against Risks and Additional Risks.
- 付款条件（Termsof Payment）：
Letter of Credit: The Buyer shall, days prior to the time of shipment /after this Contract comes into effect, open an irrevocable Letter of Credit in favor of the Seller. The Letter of Credit shall expire days after the completion of loading of the shipment as stipulated.
Documents against payment: After shipment, the Seller shall draw a sight bill of exchange on the Buyer and deliver the documents through Sellers bank and Bank to the Buyer against payment, i.e D/P. The Buyer shall effect the payment immediately upon the first presentation of the bill(s) of exchange.
Documents against Acceptance: After shipment, the Seller shall draw a sight bill of exchange, payable days after the Buyers delivers the document through Seller’s bank and Bank to the Buyer against acceptance (D/A days). The Buyer shall make the payment on date of the bill of exchange.
- 货到付款：买方在收到货物后＿＿天内将全部货款支付卖方（不适用于 FOB、CRF、CIF术语）。
Cash on delivery (COD): The Buyer shall pay to the Seller total amount within days after the receipt of the goods (This clause is not applied to the Terms of FOB, CFR, CIF).
- 单据（Documents Required）：
The Seller shall present the following documents required to the bank for negotiation/collection:
Full set of clean on board Ocean/Combined Transportation/Land Bills of Lading and blank endorsed marked freight prepaid/ to collect;
Signed commercial invoice in copies indicating Contract No., L/C No. (Terms of L/C) and shipping marks; (3)由＿＿＿＿＿＿出具的装箱或重量单一式＿＿份；
Packing list/weight memo in copies issued by＿＿；
(4)由＿＿＿＿＿＿出具的质量证明书一式＿＿份； Certificate of Quality in copies issued by＿＿＿＿； (5)由＿＿＿＿＿＿出具的数量证明书一式＿＿份； Certificate of Quantity in copies issued by＿＿＿＿； (6)保险单正本一式＿＿份(CIF 交货条件)；
Insurance policy/certificate in copies (Terms of CIF)； (7)＿＿＿＿签发的产地证一式＿＿份；
Certificate of Origin in copies issued by＿＿＿＿；
(8)装运通知(Shipping advice):卖方应在交运后 小时内以特快专递方式邮寄给买方上述第＿＿项单据副本一式一套。
The Seller shall, within hours after shipment effected, send by courier each copy of the above-mentioned documents No.＿＿.
- 装运条款（Termsof Shipment）：
卖方应在合同规定的装运日期前 30 天，以＿＿＿＿方式通知买方合同号、品名、数量、金额、包装件、毛重、尺码及装运港可装日期，以便买方安排租船/订舱。装运船只按期到达装运港后，如卖方不能按时装船， 发生的空船费或滞期费由卖方负担。在货物越过船弦并脱离吊钩以前一切费用和风险由卖方负担。
The Seller shall, 30 days before the shipment date specified in the Contract, advise the Buyer by of the Contract No., commodity, quantity, amount, packages, gross weight, measurement, and the date of shipment in order that the Buyer can charter a vessel/book shipping space. In the event of the Seller’s failure to effect loading when the vessel arrives duly at the loading port, all expenses including dead freight and/or demurrage charges thus incurred shall be for the Seller’s account.
- CIF或CFR 交货方式
卖方须按时在装运期限内将货物由装运港装船至目的港。在 CFR 术语下，卖方应在装船前 2 天以＿＿＿＿ 方式通知买方合同号、品名、发票价值及开船日期，以便买方安排保险。
The Seller shall ship the goods duly within the shipping duration from the port of loading to the port of destination. Under CFR terms, the Seller shall advise the Buyer by of the Contract No., commodity, invoice value and the date of dispatch two days before the shipment for the Buyer to arrange insurance in time.
The Seller shall, immediately upon the completion of the loading of the goods, advise the Buyer of the Contract No., names of commodity, loading quantity, invoice values, gross weight, name of vessel and shipment date by
within hours. 17.质量保证（Quality Guarantee）：
The Seller shall guarantee that the commodity must be in conformity with the quatity, specifications and quantity specified in this Contract and Letter of Quality Guarantee. The guarantee period shall be months after the arrival of the goods at the port of destination, and during the period the Seller shall be responsible for the damage due to the defects in designing and manufacturing of the manufacturer.
The Seller shall have the goods inspected by days before the shipment and have the Inspection Certificate issued by . The Buyer may have the goods reinspected by after the goods 诰rrival at the destination.
The manufacturers shall, before delivery, make a precise and comprehensive inspection of the goods with regard to its quality, specifications, performance and quantity/weight, and issue inspection certificates certifying the
technical data and conclusion of the inspection. After arrival of the goods at the port of destination, the Buyer shall apply to China Commodity Inspection Bureau (hereinafter referred to as CCIB) for a further inspection as to the specifications and quantity/weight of the goods. If damages of the goods are found, or the specifications and/or quantity are not in conformity with the stipulations in this Contract, except when the responsibilities lies with Insurance Company or Shipping Company, the Buyer shall, within days after arrival of the goods at the port of destination, claim against the Seller, or reject the goods according to the inspection certificate issued by CCIB. In case of damage of the goods incurred due to the design or manufacture defects and/or in case the quality and performance are not in conformity with the Contract, the Buyer shall, during the guarantee period, request CCIB to make a survey.
The buyer shall make a claim against the Seller (including replacement of the goods) by the further inspection certificate and all the expenses incurred therefrom shall be borne by the Seller. The claims mentioned above shall be regarded as being accepted if the Seller fail to reply within days after the Seller received the Buyer’s claim.
- 迟交货与罚款（Latedelivery and Penalty）:
除合同第 21 条不可抗力原因外，如卖方不能按合同规定的时间交货，买方应同意在卖方支付罚款的条件下延期交货。罚款可由议付银行在议付货款时扣除，罚款率按每＿＿天收＿＿%，不足＿＿天时以＿＿天计算。但罚款不得超过迟交货物总价的 %。如卖方延期交货超过合同规定＿＿天时，买方有权撤销合同， 此时，卖方仍应不迟延地按上述规定向买方支付罚款。
Should the Seller fail to make delivery on time as stipulated in the Contract, with the exception of Force Majeure causes specified in Clause 21 of this Contract, the Buyer shall agree to postpone the delivery on the condition that the Seller agree to pay a penalty which shall be deducted by the paying bank from the payment under negotiation. The rate of penalty is charged at % for every days, odd days less than days should be counted as days. But the penalty, however, shall not exceed % of the total value of the goods involved in the delayed delivery. In case the Seller fail to make delivery days later than the time of shipment stipulated in the Contract, the Buyer shall have the right to cancel the Contract and the Seller, in spite of the cancellation, shall nevertheless pay the aforesaid penalty to the Buyer without delay.
The buyer shall have the right to lodge a claim against the Seller for the losses sustained if any. 21.不可抗力（Force Majeure）：
The Seller shall not be responsible for the delay of shipment or non-delivery of the goods due to Force Majeure, which might occur during the process of manufacturing or in the course of loading or transit. The Seller shall advise the Buyer immediately of the occurrence mentioned above and within days thereafter the Seller shall send a notice by courier to the Buyer for their acceptance of a certificate of the accident issued by the local chamber of commerce under whose jurisdiction the accident occurs as evidence thereof. Under such circumstances the Seller, however, are still under the obligation to take all necessary measures to hasten the delivery of the goods. In case the accident lasts for more than days the Buyer shall have the right to cancel the Contract.
Any dispute arising from or in connection with the Contract shall be settled through friendly negotiation. In case no settlement is reached, the dispute shall be submitted to China International Economic and Trade Arbitration Commission (CIETAC),Shenzhen Commission for arbitration in accordance with its rules in effect at the time of applying for arbitration. The arbitral award is final and binding upon both parties.
All notice shall be written in and served to both parties by fax/courier according to the following addresses. If any changes of the addresses occur, one party shall inform the other party of the change of address within
days after the change.
- 本合同使用的 FOB、CFR、CIF术语系根据国际商会《2000 年国际贸易术语解释通则》。
The terms FOB 、 CFR 、 CIF in the Contract are based on INCOTERMS 2000 of the International Chamber of Commerce.
Conflicts between Contract clause hereabove and this additional clause, if any, it is subject to this additional clause.
This Contract is executed in two counterparts each in Chinese and English, each of which shall deemed equally authentic. This Contract is in copies, effective since being signed/sealed by both parties.
Representative of the Buyer
Representative of the Seller