EXPORT CONTRACT

1. Definition 2. Parties to the Contract 3. 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 goods 4. Law applicable 5. Model Contract
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1. DEFINITION
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.
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2. PARTIES TO THE CONTRACT

Usually both the Seller and the Buyer are companies. For each party, the following has to be included: Name of company, full address and nationality. Company type: public limited company, limited liability company, etc. Name and position of company representative who signs the agreement. Tax ID number of both parties.
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3. MAIN CLAUSES AND SAMPLE Some of the most important clauses in the Export Contract are as follows: Contract price Payment conditions Time of delivery Retention of title Non conformity of the goods See sample of Export Contract
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3.1 CONTRACT PRICE

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.

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

3.5 NON CONFORMITY OF THE GOODS

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.

See sample of Export Contract

4. LAW APPLICABLE

The following standards of International Law are applied to the International Sale Contract: United Nations Convention on Contracts for the International Sale of Goods (Vienna Convention). UNIDROIT Principles of International Commercial Contracts. Uniform Law for the International Sale of Goods.

See sample of Export Contract

5. MODEL CONTRACT

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

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