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International sale contract The buyer and seller in different countries. The buyer and seller in different countries.
Characteristics:Characteristics: The subject of the contract have business
establishments registered in two different countries. Foreign currency used in payment could be either
or both sides. The goods - the subject of the sale contract
delivered out of the seller's country during contract performance.
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In terms of performance period
Short-term contracts
Long-term contracts
In terms of business relations content in sale contracts
Export contract
Import contracts
Temporary import for re-export contracts
Temporary export for re-import contracts
Transshipment contracts
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In terms of contract form, there are three kinds of contracts Written contract Oral contract Default contract
1980 Vienna Convention allows member countries to use these form.
In Vietnam, international sale of goods must be made on the basis of written contracts or the forms equivalent include telegrams, telex, fax, data messages and other forms prescribed by law.
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Written contracts may be made in various ways such as:
Include a written contract, clearly stating the contents of buying
- selling, trading conditions have been agreed upon and signed
by both parties
Include several documents such as telegrams, correspondence
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CONTRACT No…CONTRACT No…
Date…Date…
BetweenBetween:: Name: …Name: …
Address:.....Address:.....
Tel: ......Tel: ...... Fax: .........Fax: ......... Telex: ......Telex: ......
Represented by Mr ................Represented by Mr ................
Hereinafter called as the SELLERHereinafter called as the SELLER
AndAnd:: Name: …Name: …
Address:.....Address:.....
Tel: ......Tel: ...... Fax: .........Fax: ......... Telex: ......Telex: ......
Represented by Mr ................Represented by Mr ................
Hereinafter called as the BUYERHereinafter called as the BUYER
01-93/ XYZ- ABCSep. 07 2010
ABC Trading Co, Ltd. (Vietnam)
40 Hai Ba Trung Street, Ho Chi Minh City ,Vietnam
84-083-328999 328492 - ABC VT
Krakatau Fertilizer (Indonesia)
1# Jinko Road, Jarkata, Indonesia
8479900 57889 WSGTC CN Abdul Haris Nasution
Tran Minh Hieu
4839200
8461152
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The main articles and signature of contracting partiesArt.1. CommodityArt.2. QualityArt.3. QuantityArt.4. PriceArt.5. ShipmentArt.6. PaymentArt.7. Packing and marking
Art.8. WarrantyArt.9. PenaltyArt.10. InsuranceArt.11. Force majeureArt.12. ClaimArt.13. ArbitrationArt.14. Other terms and conditions
For the BUYER For the SELLER
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The commercial and technical name.
Ex: Printing machines laser Epson EPL 6100
The origin country.
Ex: Vietnam Robusta Coffee, Grade 2, Daklak origin, Crop 2009
The manufacturer name.
Ex: Fax machine Panasonic KXFP-152
The feature of the product.
Ex: Long grain White Rice 5% broken
The goods should be SIMPLE and EXACTLY described.We should write the name of the commodity with:
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Methods to describe the quality of the commodity :
the sample
the standards
the trade mark
the technical documents
the amount of a substance
the natural weight
the inspected and approved
the present value of the product
the description
the familiar normsFAQ
GMQ
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Identify Identify Units of Units of
Measures Measures and and
WeightsWeights
Method Method of of
identifying identifying quantityquantity
Types of Types of weight weight
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Method of identify quantity- Identify exactly, specifically
Ex : Motorcycle: 10,000
- Identify approximation ( more and less clause)
Ex: Rice: 10,000 MT more or less 5% at the Buyer’s option
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Types of weight Net weight:
Gross weight:
GROSS WEIGHT = NET WEIGHT + TARE
Commercial weight
Theorical weight
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CURRENCY OF PRICECURRENCY OF PRICE
METHOD OF IDENTIFYING METHOD OF IDENTIFYING PRICEPRICE
TERMS OF SALETERMS OF SALE
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FIXED PRICEFIXED PRICE
DEFERRED PRICEDEFERRED PRICE
REVISABLE PRICEREVISABLE PRICE
METHOD METHOD OF OF
IDENTIFYING IDENTIFYING
PRICEPRICE
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TIME OF DELIVERYTIME OF DELIVERY
PLACE OF DELIVERYPLACE OF DELIVERY
NOTIFICATION OF NOTIFICATION OF DELIVERYDELIVERY
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Other remarksPartial shipment: allowed or not allowed* Not allowed: total shipment* Allowed: the parties should decide who will
bear the additional costs arising from partial shipment, normally party requiring partial shipment
Transshipment: allowed or prohibited
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1. Currency of payment and the amount of payment
Currency of importer’s country
Currency of exporter ’s country
Another country
2. Time of paymentPre payment/ Payment in advance
Sight payment( immediate payment)
Deferred Payment
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3. Methods of payment
Remittance - Import Export Contract Terms
Mail Transfer (M/T)
Telegraphic Transfer (T/T)
Demand Draft (D/D)
Documentary Collection - Import Export Contract Terms
D/P at sight
D/P at days after sight (date)
Documents Against Acceptance (D/A)
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3. Methods of payment
D/C
Type of LC
The date of opening LC
The issuing bank
The advising bank
the beneficiary
issue date
expiry dateexpiry date
Shipment
•Time for advising bank notifying the seller the LC•The seller accept the LC•Time for preparing the commodities
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4. Payment documentsMean of paymentShipping documents are necessary for the settlement of payment.- Bill of Lading (B/L)- Packing List- A Commercial Invoice - Insurance Policy- Insurance Certificate- Certificate of quantity/weight- Certificate of origin- Certificate of quality
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Marking should be in pernament paint with recognized kind of
marks.
- Meet shipping regulations
- Ensure proper handling
- Help receiver identify shipments.
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Warranty period
Warranty terms and conditionThe manufacturer's warranty to the quality of solar moduleThe manufacturer warrants the solar modules to be free from defects in materials and workmanship under normal application, installation, usage service conditions. If the solar modules fail to conform to this warranty, then for a period ending 60 months from date of sale to the original end-customer, the manufacturer at its option, either repair or replacement or refund, or refund the purchase rice as paid by the Customer. The manufacturer guarantees output power of PV module is more than 25% of the minimum Peak Power within 10 years and more than 50% in 25 years, if can't reach the warranty data, the manufacturer will replace such loss in power either by replacing the defective PV modules or by refunding the Purchase Price.
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Late-delivery or non-delivery by any reasons except for
force majeure.
Late-payment due to reasons of the Buyer.
Delay of opening LC
Cancellation of the contract
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Insurance documents:
Party who buy the insurance
Insurance condition
Insurance document
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•Natural disasters:
fire, flood, storm, earthquake…
•Social disturbances: war, strike,…
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On the Basis of Terms and Conditions of the Contract
On the Basis of Consequence of Breach of Contract
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Main points:
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Example:
Claim
All claim by Buyer shall be informed by telex or cable immediately
after cargo completely received at destination port and be confirmed
in writing delivered to the Seller within 30 days after such discharge
( for claim of any kind of talent defects respectively) together with
survey report of international well-known surveyor.
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Arbitration is a consensual dispute method. It allows disputing Arbitration is a consensual dispute method. It allows disputing
parties to have a neutral party to assist them in arriving at a parties to have a neutral party to assist them in arriving at a
solution. solution.
Solving their problems without courts or lawyers.Solving their problems without courts or lawyers.
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Arbitration article shall be stipulated:
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