EXPORT CONTRACT

1. Definition2. Parties to the Contract3. Main clauses and sample 3.1 Contract price 3.2 Payment conditions 3.3 Time of delivery 3.4 Retention of title 3.5 Non conformity of the goods4. Law applicable5. Model Contract

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The Export Contract is used in international sales of certain products (raw

materials, industrial supplies, manufactured goods) which are intended for

resale, where the buyer is an importer, trader, distributor or wholesaler that will

sell the products to another company or retailer. In the case of international

sales of products for the end client or complex products (machinery, capital

goods, etc.) with guarantees and after sales service, it is advisable to use the

International Sale Contract.

Exporters use this type of contract mainly for one-off sales rather than repetitive

sales to the same client for a certain period of time. For that kind of sales the

International Supply Contract should be used.

1. DEFINITION

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Usually both the Seller and the Buyer are companies. For each party, the following has to be included:

• Nameof company,fulladdressandnationality.• Companytype:publiclimitedcompany,limitedliability company, etc.• Nameandpositionof companyrepresentativewhosigns the agreement. • TaxIDnumberof bothparties.

2. PARTIES TO THE CONTRACT

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Some of the most important clauses in the Export Contract are as follows:

• Contractprice• Paymentconditions• Timeof delivery• Retentionof title• Nonconformityof thegoods

3. MAIN CLAUSES AND SAMPLE

See sample of Export Contract

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“The price indicated under this clause (Contract price) includes any

costs which are borne by the Seller according to this Contract. However,

should the Seller have borne any costs any costs which, according to this

Contract are payable by the Buyer (e. g. for international transportation or

transportation insurance under EXW o FCA delivery terms), such sums

shall not be considered as having been included in the price under this

clause and shall be reimbursed by the Buyer to the Seller.”

“Unless otherwise agreed in writing, the price does not include VAT or

other taxes, and is not subject to price adjustment.”

3.1 CONTRACT PRICE

See sample of Export Contract

3.2 PAYMENT CONDITIONS

“The payment shall be paid on the following terms:

Alternative A. Cash, check or bank transfer within ......... [30, 60, 90] calendar days from de date of invoice.

Alternative B. Documentary collection (drafts) to the account and bank branch designated by de Seller.

Alternative C. Irrevocable Letter of Credit (L/C).”

See sample of Export Contract

3.3 TIME OF DELIVERY

[Choose one of the following alternatives]

Alternative A. Delivery of goods will take place by ............................ [insert specific date].

Alternative B. Delivery of goods will take place during ................................. [insert a specific period of time; for example: second week of September 2013 or October 2013].

Alternative C. Delivery of goods will take place within ......... [30, 60, 90] calendar days of the signing of the present Contract.

Alternative D. Deliver of goods will take place within ......... [30, 60, 90] calendar days counting from the date on which the Seller receives first payment.

Alternative E. Deliver of goods will take place within ......... [30, 60, 90] calendar days counting from the date on which the Seller receives the notification of the opening of a Letter of Credit (L/C) by the Buyer.

See sample of Export Contract

3.4 RETENTION OF TITLE

“It is understood that the Products hereunder remain the property of the

Seller, until the Buyer has completed payment completely. Until such point

the Products shall be deemed to be a deposit in possession of the Buyer, and

the Buyer shall meet all obligations incurred by receiving such deposit, while

being entitled to administer the Products with due diligence.”

See sample of Export Contract

“The Buyer shall examine the goods as soon as possible after their

arrival at destination and shall notify the Seller in writing of any

lack of conformity of the goods within 15 days from the date

when the Buyer discovers or ought to have discovered the lack of

conformity. Under no circumstances shall the Buyer be entitled

to receive compensation for lack of conformity if he fails to notify

the Seller thereof within 12 months from the date of arrival of the

goods at the agreed destination.”

3.5 NON CONFORMITY OF THE GOODS

See sample of Export Contract

The following standards of International Law are applied to the

International Sale Contract:

• UnitedNationsConventiononContractsfortheInternational

Sale of Goods (Vienna Convention).

•UNIDROITPrinciplesof InternationalCommercialContracts.

•UniformLawfortheInternationalSaleof Goods.

4. LAW APPLICABLE

See sample of Export Contract

In order to obtain the model contract in Word format and the user guide, click on:

Export Contract

5. MODEL CONTRACT

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