TheSeller and the Buyer agree to conclude this Contract subject to the terms andconditions stated below:
1. 货物名称、规格和质量（Name, Specifications and Quality of Commodity）：
允许＿＿＿＿的溢短装（＿＿＿%more or less allowed）
3. 单价（Unit Price）：
4. 总值（Total Amount）：
5. 交货条件(Terms of Delivery)：FOB/CFR/CIF/EXW＿＿＿＿＿＿＿
6. 原产地国与制造商(Country of Origin and Manufacturers)：
Thepacking of the goods shall be preventive from dampness, rust, moisture, erosionand shock, and shall be suitable for ocean transportation/ multipletransportation. The Seller shall be liable for any damage and loss of the goodsattributable to the inadequate or improper packing. The measurement, grossweight, net weight and the cautions such as "Do not stack up sidedown", "keep away from moisture", "Handle with care"shall be stenciled on the surface of each package with fadeless pigment.
8. 唛头（Shipping Marks）：
9. 装运期限（Time of Shipment）：
10. 装运口岸（Port of Loading）：
11. 目的口岸（Port of Destination）：
Insuranceshall be covered by the ____for 110% of the invoice value against ______Risksand _______Additional Risks.
13. 付款条件（Terms of Payment）：
Letter ofCredit: The Buyer shall in ______days prior to the time of shipment /after thisContract comes into effect, open an irrevocable Letter of Credit in favor ofthe Seller. The Letter of Credit shall expire ____days after the completion ofloading of the shipment as stipulated.
Documentsagainst payment: After shipment, the Seller shall draw a sight bill of exchangeon the Buyer and deliver the documents through Sellers bank and ______Bank tothe Buyer against payment, i.e D/P. The Buyer shall effect the paymentimmediately upon the first presentation of the bill(s) of exchange.
(3) 承兑交单：货物发运后，卖方出具以买方为付款人的付款跟单汇票，付款期限为_____后＿＿日，按即期承兑交单(D/A ＿＿日)方式，通过卖方银行及______ 银行，经买方承兑后，向买方转交单证，买方在汇票期限到期时支付货款。
Documentsagainst Acceptance: After shipment, the Seller shall draw a sight bill ofexchange, payable _____days after the Buyers delivers the documents throughSellers bank and ________Bank to the Buyer against acceptance(D/A_____days).The Buyer shall make the payment on date of the bill of exchange.
Cash ondelivery (COD): The Buyer shall pay to the Seller total amount within_______days after the receipt of the goods.
14. 单据（Documents Required）：
TheSeller shall present the following documents required to the bank fornegotiation/collection:
Full setof clean on board Ocean/Combined Transportation/Land Bills of Lading and blankendorsed marked freight prepaid/ to collect;
Signedcommercial invoice in 3 copies indicating Contract No., L/C No. (Terms of L/C)and shipping marks;
Packinglist/weight memo in _______copies issued by＿＿；
Certificateof Quality in _______copies issued by＿＿＿＿；
Certificateof Quantity in _______copies issued by＿＿＿＿；
(6) 保险单正本一式＿＿份(CIF 交货条件)；
Insurancepolicy/certificate in _______copies (Terms of CIF)；
Certificateof Origin in _________copies issued by＿＿＿＿；
Certificateof Sanitary and Purity in ______copies issued by official institution;
Certificatedeclaration for non-wood package in ______copies;
Certificateof fumigation in _________ copies;
Documentexplanation for lot number for production and bottle date, month and year in_______copies;
Extrafront & back labels in 10 pieces for each item for customs declaration;
Bar codeindication or certification for each item;
Analysiscertificate, stating the inspection results of all specifications;
(15) 装运通知(Shippingadvice): 卖方应在交运后_____ 天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。
TheSeller shall, within ____days after shipment effected, send by courier eachcopy of the above-mentioned documents No. ＿＿.
15. 装运条款（Terms of Shipment）：
TheSeller 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 theBuyer can charter a vessel/book shipping space. In the event of the Seller‘s failure to effect loading when the vesselarrives duly at the loading port, all expenses including dead freight and/ordemurrage charges thus incurred shall be for the Seller‘s account.
TheSeller shall ship the goods duly within the shipping duration from the port ofloading to the port of destination. Under CFR terms, the Seller shall advisethe Buyer by _________of the Contract No., commodity, invoice value and thedate of dispatch two days before the shipment for the Buyer to arrangeinsurance in time.
16. 装运通知（Shipping Advice）：
TheSeller 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 ________days.
17. 质量保证（Quality Guarantee）：
TheSeller shall guarantee that the commodity must be in conformity with thequality, specifications and quantity specified in this Contract and Letter ofQuality Guarantee. The guarantee period shall be ______months after the arrivalof the goods at the port of destination, and during the period the Seller shallbe responsible for the damage due to the defects in designing and manufacturingof the manufacturer.
TheSeller shall have the goods inspected by ______days before the shipment andhave the Inspection Certificate issued by____. The Buyer may have the goodsreinspected by ________ after the goods arrival at the destination.
Themanufacturers shall, before delivery, make a precise and comprehensiveinspection of the goods with regard to its quality, specifications, performanceand quantity/weight, and issue inspection certificates certifying the technicaldata and conclusion of the inspection. After arrival of the goods at the portof destination, the Buyer shall apply to China Commodity Inspection Bureau(hereinafter referred to as CCIB) for a further inspection as to the specificationsand quantity/weight of the goods. If damages of the goods are found, or thespecifications and/or quantity are not in conformity with the stipulations inthis Contract, except when the responsibilities lies with Insurance Company orShipping Company, the Buyer shall, within _____days after arrival of the goodsat the port of destination, claim against the Seller, or reject the goodsaccording to the inspection certificate issued by CCIB. In case of damage ofthe goods incurred due to the design or manufacture defects and/or in case thequality and performance are not in conformity with the Contract, the Buyershall, during the guarantee period, request CCIB to make a survey.
The buyershall make a claim against the Seller (including replacement of the goods) bythe further inspection certificate and all the expenses incurred thereaftershall be borne by the Seller. The claims mentioned above shall be regarded asbeing accepted if the Seller fail to reply within ______days after the Sellerreceived the Buyer’s claim.
20. 迟交货与罚款（Late delivery and Penalty）:
Shouldthe Seller fail to make delivery on time as stipulated in the Contract, withthe 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 Selleragree to pay a penalty which shall be deducted by the paying bank from thepayment under negotiation. The rate of penalty is charged at______% for every______days, odd days less than _____days should be counted as ______days. Butthe penalty, however, shall not exceed_______% of the total value of the goodsinvolved in the delayed delivery. In case the Seller fail to make delivery______days later than the time of shipment stipulated in the Contract, theBuyer shall have the right to cancel the Contract and the Seller, in spite ofthe cancellation, shall nevertheless pay the aforesaid penalty to the Buyerwithout delay.
The buyershall have the right to lodge a claim against the Seller for the lossessustained if any.
21. 不可抗力（Force Majeure）：
TheSeller shall not be responsible for the delay of shipment or non-delivery ofthe goods due to Force Majeure, which might occur during the process ofmanufacturing or in the course of loading or transit. The Seller shall advisethe Buyer immediately of the occurrence mentioned above and within_____ daysthereafter the Seller shall send a notice by courier to the Buyer for theiracceptance of a certificate of the accident issued by the competent GovernmentAuthorities under whose jurisdiction the accident occurs as evidence thereof.Under such circumstances the Seller, however,are still under the obligation totake all necessary measures to hasten the delivery of the goods. In case theaccident lasts for more than _____days the Buyer shall have the right to cancelthe Contract.
22. 争议的解决 (Arbitration)：
Anydispute arising from or in connection with the Contract shall be settledthrough friendly negotiation. In case no settlement is reached, the disputeshall be submitted to China International Economic and Trade ArbitrationCommission(CIETAC), for arbitration in accordance with its rules in effect atthe time of applying for arbitration. The place of arbitration is in ____,China. The arbitral award is final and binding upon both parties.
Allnotice shall be written in _____ and served to both parties by fax/courieraccording to the following addresses. If any changes of the addresses occur,one party shall inform the other party of the change of address within ____daysafter the change.
The termsin the Contract are based on INCOTERMS 1990 of the International Chamber of Commerce.
25. 附加条款(Additional clause)：
Conflictsbetween Contract clause here above and this additional clause, if any, it issubject to this additional clause.
ThisContract is executed in two counterparts each in Chinese and English, each ofwhich shall deemed equally authentic. This Contract is in ______copies,effective since being signed/sealed by both parties. This contract is signed byfax, and taken as valid.
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