SALS CONTRACT

　　Contract No：

　　Conclusion Date：

　　Conclusion Place：

　　The Seller：

　　Beijing， the People's Republic of China.

　　TEL ：  FAX ：

　　TELEX¹：

　　THE Buyer：

　　TEL：  FAX：

　　TELEX：

　　The Seller agrees to sell and the Buyer agrees to buy the under-mentioned commodity according to the terms and conditions stated below：

　　（1）Name of Commodity， specification² （2） Quantity （3） Unit Price （4） Amount

　　Total Value

　　⑸ TERMS OF DELIVER ： FOB/CFR/CIF ， .

　　The terms “FOB”， “CFR” or “CIF” shall be subject to the “International Rules for the Interpretation³ of Trade Terms” （INCOTERMS1990） provided by International Chamber⁴ of Commerce（ICC） unless otherwise stipulated⁵ herein.

　　⑹STANDARD OF PRODUCTION：

　　⑺PACKING：

　　⑻SHIPPING MARK

　　⑼TIME OF SHIPMENT：

　　⑽PORT OF SHIPMENT：

　　⑾PORT OF DESTINATION：

　　⑿INSURANCE：

　　If the term of delivery is on FOB or CFR basis， insurance shall be effected by the Buyer.

　　If the term of delivery is on CIF basis， insurance shall be covered by the Seller for 110% of the invoice⁷ value against ；

　　Addition insurance .

　　⒀TERMS OF PAYMENT

　　13.1. Letter of Credit

　　The Buyer shall， days prior to the time of shipment/ after the Contract came into effect， open an irrevocable Letter of Credit by Telex/Mail in favor of the Seller in Bank. The L/C shall expire Days after the completion of loading of the shipment in the locality of the beneficiary.

　　13.2. Collection（D/P or D/A）

　　13.2.1 After shipment， the Seller shall draw a sight bill of exchange on the Buyer and deliver the documents through Seller's 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.

　　13.2.2 After shipment， the Seller shall draw a bill of exchange， payable⁸ days after on the Buyer and deliver the documents through Seller's bank and Bank to Buyer against acceptance （D/A days）。 The Buyer shall make payment on the maturity⁹ date of the bill of exchange.

　　⒁DOCUMENTS REQUIRED：

　　The Seller shall present the following documents to the negotiating bank：

　　（A） Full set of clean on board ocean Bills of Lading and blank endorsed¹⁰ marked freight prepaid/to collect；

　　（B） Commercial Invoice；

　　（C） Under the term of CIF， Insurance policy/Insurance Certificate；

　　（D） Quality Certificate；

　　（E） Packing List；

　　（F） Certificate of Origin.

　　（15）TERMS OF SHIPMENT：

　　15.1. On the FOB basis， the Buyer shall book shipping⁶ space in accordance with the date of shipment stipulated in the Contract. The seller shall days before the date of shipment stipulated in the Contract advise the Buyer by Telex/Fax of the Contract number， the name of commodity， quantity， total amount， package numbers， total weight， and volume and the date from which goods is ready for loading at the port of shipment. The buyer shall days before the date of shipment stipulated in the Contract， notify the Seller of name of the vessel¹¹， the estimated date of loading and the Contract number for the Seller to effect shipment. In case the carrying vessel of the date of arrival has to be changed， the Buyer or its shipping agent shall advise the Seller in time. Should the vessel fail to arrive at the port of shipment within days after the arrival date advised by the Buyer， the Buyer shall bear the storage expense calculated from the days thereafter.

　　15.2 On the FOB， CFR and CIF basis， The Seller shall， immediately upon the completion of the loading of the goods， give a shipping notice to the Buyer by Telex/Fax. The notice includes the Contract number， name of goods， quantity， gross weigh， measurement， invoiced¹² value， bill of lading number， sailing date. The IMCO number of the inflammable and dangerous goods， if any shall also be indicated.

　　15.3.Partial shipment and the transhipment are/are not allowed.

　　15.4. With % more or less both in amount and quantity allowed at the Seller's option.

　　⒃QUALITY/QUANTITY DISCREPANCY¹³ AND CLAIM：

　　In case the quality and/or quantity/ weight of the goods found by the Buyer are not in conformity¹⁴ with the Contract after arrival of the goods at the port of destination， the Buyer may lodge¹⁵ claim with the Seller supported by survey report issued by an inspection¹⁶ organization agreed by both parties， with the exception， however， of those claims for which the insurance company and/of the shipping company are to be held responsible. Claim for quality and discrepancy should be filed by the Buyer within 30 days after arrival of the goods at the port of destination， while for quantity/weight discrepancy claim should be filed by the Buyer within 15 days after arrival of the goods at the port of destination. The Seller shall reply toe the Buyer no later than 30 days after receipt of the claim requirement.

　　⒄FORCE MAJEURE：

　　The Seller shall not be held responsible for failure or delay to perform all or any part of the Contract due to flood， fire， earthquake， drought， war， or any other events which could not be predicted at the time of the conclusion of the Contract， and could not be controlled， avoided or overcome by the Seller. However， the Seller shall inform the other party of its occurrence in written as soon as possible and thereafter send a certificate of the Event issued by the relevant authority to the othr party but no later than 15 days after its occurrence.

　　If the Force Majeure Event last over 120 days， both parties shall negotiate the performance or the termination of the Contract.

　　⒅ARBITRATION

　　All disputes arising from the Contract， should be settled through friendly negotiations¹⁹. Should no settlement be reached through negotiation¹⁸， the case shall then be submitted for arbitration¹⁷ to the China International Economic and Trade Arbitration Commission（Beijing） and arbitration rules of this Commission shall be applied²⁰. The award of the arbitration shall be final and binding²¹ upon both parties. The arbitration fee shall be borne by the losing party unless otherwise awarded by the arbitration organization. During the course of the arbitration， the Contract shall be performed except for the part under arbitration.

　　⒆SPECIAL PROVISIONS：

　　IN WITNESS THEREOF. THIS Contract shall come into effect immediately after it is signed by both parties in two original copes each party holds one copy.

　　THE SELLER： THE BUYER：

上一篇：国际货物买卖合同参考格式（一） 下一篇：销售代理协议参考范文