Vous êtes sur la page 1sur 4


Buyer 의상호, 주소 Date :
Contract No. :

ABC Company, Ltd., as Seller, hereby confirms having sold to you as Buyer, the following
goods by this sales contract made on the above date and on the terms and conditions
hereinafter set forth. Buyer is hereby requested to sign and return the original and if any
discrepancy be found by Buyer, Seller should be informed immediately by fax or cable.


1 Latch (K20-61313-B) 14,000 ¥ 20.40 ¥ 285,600
2 Latch (K20-61314-B) 6,000 ¥ 23.10 ¥ 138,600
3 Latch (H19-46315/3-C) 3,500 ¥ 37.65 ¥ 131,775
4 Latch (H19-46315/6-C) 16,500 ¥ 25.35 ¥ 418,275
TOTAL AMOUNT ¥ 974,250
Time of Shipment : June 15, 2003
Port of Shipment : Inchun port
Port of Destination : Nagoya port
Payment : By an irrevocable letter of credit payable at sight
Insurance : Seller to cover the CIF price plus 10% against All Risking War and SRCC

Packing : Export standard packing

Marking : XYZ
Special Terms & Conditions :

This Contract is subject to the general and conditions set forth on back hereof :

Accepted by (Buyer)
ABC Company, Ltd.

By :___________________ By :___________________
Name : Name :
Title : Title :

Both parties agree to the following terms and conditions :

Quantity : Quantity set forth in this Contract is subject to a variation of ten (10) percent
more or less at Seller's option.

Shipment : Date of bill of lading shall be accepted as a conclusive date of shipment.

Fourteen (14) days grace in shipping shall be allowed. Partial shipment and/or
transshipment shall be permitted unless otherwise stated in this Contract. Seller shall not
be responsible for any delay of shipment, should Buyer fail to provide timely letter of credit
in conformity with this Contract or in case the sailing of the steamer designated by Buyer
be deferred beyond the prearranged date of shipment.

Packing : Packing shall be at Seller's option. In case special instructions are necessary,
Buyer should notify Seller thereof in time to enable Seller to comply with the same and all
additional cost thereby incurred shall be borne by Buyer. Shipping Mark shall be made as
shown in the oblong of the front page of this Contract.

Insurance : In case of CIF or CIP basis, 110% of the invoice amount shall be insured, unless
otherwise agreed; any additional insurance required by Buyer to be at his own expense;
unless otherwise stated, insurance to be covered for marine insurance only FPA or ICC (C)
Clause. Seller may, if he deems it necessary, insure against additional risks at Buyer's
Increased costs: If Seller's costs of performance are increased after the date of this Contract
by reason of increased freight rates, taxes or other governmental charges or insurance rates,
or if any variation in rates of exchange increases Seller's costs or reduces Seller's return,
Buyer agrees to compensate Seller for such increased cost or loss of income. Further, if at
any time Buyer requests shipment later than agreed and Seller agrees thereto, Seller may,
upon completion of manufacture, store the Goods and charge all expenses thereby incurred
to Buyer, plus reasonable storage charges when Seller stores the Goods in its own facilities.

Payment : An irrevocable letter of credit, without recourse, available against Seller's sight
drafts shall be established through a prime bank satisfactory to Seller within fifteen(15)
days after the date of this Contract and be kept valid at least fifteen(15) days after the date
of last shipment. The amount of such letter of credit shall be sufficient to cover the Contract
amount and additional charges and/or expenses to be borne by Buyer.

Inspection : The inspection of the Goods shall be done according to the export regulation
of the Republic of Korea and/or by the manufacturer(s) which shall be considered as final.
Should any specific inspector be designated by Buyer, all additional charges incurred
thereby shall be at Buyer's account and shall be added to the invoice amount, for which the
letter of credit shall be amended accordingly.

Warranty : The Goods shall conform to the specification set forth in this Contract and free
from defects in material and workmanship for twelve(12) months from the date of
shipment. The extent of Seller's liability under this warranty shall be limited to the repair
or replacement as herein provided of any defective Goods or parts thereof. Provided,
however, this warranty does not extend to any of the said Goods which have been : (a)
subjected to misuse, neglect, accident or abuse, (b) improperly repaired, installed,
transported, altered or modified in any way by any other party than Seller or (c) used in
violation of instructions furnished by Seller. EXCEPT FOR THE EXPRESS LIMITED
FITNESS FOR A PARTICULAR PURPOSE. In no event shall Seller be liable to Buyer
under this Contract or otherwise for any lost profits or for indirect, incidental or
consequential damages for any reason.

Claims : Any claim by Buyer of whatever nature arising under this Contract shall be made
by facsimile or cable within thirty(30) days after arrival of the Goods at the destination
specified in the bills of lading. Full particulars of such claim shall be made in writing, and
forwarded by registered mail to Seller within fifteen(15) days after such fax or cabling.
Buyer must submit with particulars the inspection report sworn by a reputable surveyor
acceptable to the Seller when the quality or quantity of the Goods delivered is in dispute.
Failure to make such claim within such period shall constitute acceptance of shipment and
agreement of Buyer that such shipment fully complies with applicable terms and

Remedy : Buyer shall, without limitation, be in default of this Contract, if Buyer shall
become insolvent, bankrupt or fail to make any payment to Seller including the
establishment of the letter of credit within the due period. In the event of Buyer's default,
Seller may without prior notice thereof to Buyer exercise any of the following remedies
among others : (a) terminate this Contract; (b) terminate this Contract as to the portion of
the Goods in default only and resell them and recover from Buyer the difference between
the price set forth in this Contract and the price obtained upon resale, plus any incidental
loss or expense; or (c) terminate the Contract as to any unshipped balance and recover from
Buyer as liquidated damages, a sum of five (5) percent of the price of the unshipped
balance. Further, it is agreed that the rights and remedies herein reserved to Seller shall be
cumulative and in addition to any other or further rights and remedies available at law.

Force Majeure : Neither party shall be liable for its failure to perform its obligations
hereunder if such failure is the direct result of circumstances beyond that party's reasonable
control, including but not limited to, prohibition of exportation, suspension of issuance of
export license or other government restriction, act of God, war, blockade, revolution,
insurrection, mobilization, strike, lockout or any labor dispute, civil commotion, riot,
plague or other epidemic, fire, typhoon, flood.
Patents, Trade Marks, Designs, etc. : Buyer is to hold Seller harmless from liability for any
infringement with regard to patent, trade mark, copyright, design, pattern, etc., originated
or chosen by Buyer.

Governing Law : This Contract shall be governed under the laws of Korea.

Arbitration : All disputes, controversies, or differences which may arise between the
parties, out of or in relation to or in connection with this Contract, or for the breach thereof,
shall be finally settled by arbitration in Seoul, Korea in accordance with the Commercial
Arbitration Rules of the Korean Commercial Arbitration Board. The award rendered by
the arbitrator(s) shall be final and binding upon both parties concerned.

Trade Terms : All trade terms provided in the Contract shall be interpreted in accordance
with the latest INCOTERMS 2000 of International Chamber of Commerce.